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 6, 2009 (May 6, 2009)
(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)
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 2.02. Results of Operations and Financial Condition
On May 6, 2009, Mobile Mini, Inc. issued a press release announcing its financial results for the
quarter ended March 31, 2009. A copy of the press release is furnished as Exhibit 99.1 to this
report.
The press release includes the financial measures EBITDA, EBITDA margin and free cash flow.
These measurements may be deemed a non-GAAP financial measure under rules of the Securities and
Exchange Commission, including Regulation G. This non-GAAP financial information may be determined
or calculated differently by other companies.
EBITDA is defined as net income before interest expense, income taxes, depreciation and
amortization, and if applicable, debt restructuring or extinguishment costs. The GAAP financial
measure that is most directly comparable to EBITDA is net cash provided by operating activities.
EBITDA margin is calculated by dividing consolidated EBITDA by total revenues. The GAAP financial
measure that is most directly comparable to EBITDA margin is operating margin, which represents
operating income divided by revenues. We present EBITDA and EBITDA margin because we believe they
provide 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 after June 30, 2009. 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. EBITDA margin is presented along with the
operating margin so as not to imply that more emphasis should be placed on it than the
corresponding GAAP measure.
Free cash flow is defined as net cash provided by operating activities, less net cash used in
investing activities, excluding acquisitions. Free cash flow is a non-GAAP financial measure and is
not intended to replace net cash provided by operating activities, the most directly comparable
GAAP financial measure. We present free cash flow because we believe it provides useful information
regarding our liquidity and ability to meet our short-term obligations. In particular, free cash
flow indicates the amount of cash available after capital expenditures for, among other things,
investments in the Companys existing businesses, debt service obligations and strategic
acquisitions.
A reconciliation of EBITDA to net cash provided by operating activities and net income to EBITDA,
as well as a reconciliation of net cash provided by operating activities to free cash flow,
follows. These reconciliations are in thousands and include effects of rounding:
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Three Months Ended March 31, |
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2009 |
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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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$ |
39,429 |
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$ |
29,460 |
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Interest paid |
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(16,129 |
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(3,278 |
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Income and franchise taxes paid |
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(144 |
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(102 |
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Share-based compensation expense |
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1,621 |
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988 |
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Gain on sale of lease fleet units |
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(2,845 |
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(1,491 |
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Loss on disposal of property, plant and equipment |
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25 |
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29 |
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Changes in certain assets and liabilities: |
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Receivables |
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11,727 |
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2,633 |
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Inventories |
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430 |
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(503 |
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Deposits and prepaid expenses |
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330 |
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543 |
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Other assets and intangibles |
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(181 |
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(4,331 |
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Accounts payable and accrued liabilities |
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(13,663 |
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(3,018 |
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Net cash provided by operating activities |
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$ |
20,600 |
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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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$ |
8,466 |
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$ |
10,658 |
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Interest expense |
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15,241 |
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6,145 |
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Provision for income taxes |
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5,469 |
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6,988 |
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Depreciation and amortization |
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10,253 |
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5,669 |
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EBITDA |
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$ |
39,429 |
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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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$ |
20,600 |
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$ |
20,930 |
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Net cash used in investing activities, excluding
acquisitions |
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1,444 |
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(16,475 |
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Free cash flow |
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$ |
22,044 |
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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) |
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Exhibits. |
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99.1 |
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Registrants press release, dated May 6, 2009. |
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