Mcgrath Rentcorp · NASDAQ:MGRC
Mcgrath Rentcorp — Merger or Acquisition (May 2024)
9 slides from Mcgrath Rentcorp's merger presentation, May 2, 2024
Slide 1: Quarterly Investor Presentation First Quarter 2024
Quarterly Investor Presentation May 2, 2024 First Quarter 2024 Filed by WillScot Mobile Mini Holdings Corp. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: McGrath RentCorp Commission File No. 0
Slide 2: A highly synergistic combination
2 A highly synergistic combination Storage 30% Modular 65% TRS 5%Storage 12% Modular 70% TRS 18% Storage 37% Modular 63% $2.4B ’23E Revenue1 ✓ Extends position in North America in turnkey space solutions with enhanced geographic coverage and a more diversified platform ✓ Strengthens service offering
Slide 3: Transaction summary
3 Transaction summary • WillScot Mobile Mini to acquire McGrath (“McGrath”) for an enterprise value of $3.8B • Represents 9.5x McGrath’s 2024E Adj. EBITDA1 including run-rate operating synergies • McGrath shareholders will receive, for each of their shares, either $123.00 in cash or 2.8211 shares of
Slide 4: Compelling strategic and financial rationale
4 Compelling strategic and financial rationale Strategic ✓ Combination of two highly complementary companies with leadership positions in turnkey space solutions ✓ Enhanced ability to serve a more diverse set of customers ✓ Broad rental fleet with long rental duration and useful life driving attract
Slide 5: Combination enhances customer value proposition
5 Combination enhances customer value proposition ✓ Increased capabilities to service customers consistently ✓ Increased customer access to innovative products and services, including Value-Added Products, ProRack, Cold Storage, and ClearSpan structures ✓ Greater available fleet of ~475K pro forma r
Slide 6: Complementary customer segments with benefits from diversification
6 Complementary customer segments with benefits from diversification Diverse Customer Segments1… …Driving Demand Broad-Based Exposure to GDP with Overweight to Non-Residential Construction Stable 2024 outlook with tailwinds from manufacturing, industrial, education and event-driven projects Supporte
Slide 7: Expected Run-Rate Operating Synergies of $50M
7 $740M $1,061M $1,433M $98M $72M $322M $50M $347M 2021 Divestitures M&A Organic Value Creation 2023 MGRC (2023) Operating Synergies Pro Forma 2023 Expected Run-Rate Operating Synergies of $50M Adj. EBITDA Expansion via Organic & Inorganic Growth Track record of delivering identified operating syner
Slide 8: Compelling sources of stakeholder value creation
8 Compelling sources of stakeholder value creation 1 Cross-sell VAPS 2 Cross-sell Flex, Clearspan, and Climate-Controlled solutions within MGRC 3 Cross-sell Kitchens-To-Go, Enviroplex, and custom modular sales capabilities within WSC 4 Diversify into new customer segments 5 Drive efficiencies with i
Slide 9: Acquisition benefits all stakeholders
9 Acquisition benefits all stakeholders Unique opportunity to drive shareholder returns Powerful cash flow characteristics compound growth over time Significant, high certainty synergies achievable based on WillScot Mobile Mini’s track record of substantial value creation through M&A Enhances value