2019
ANNUAL REPORT
Purple Line Project
United Rentals is the primary rental equipment provider for the Purple Line Light Rail
Transit System project, which includes 21 stations along a 16-mile alignment extending
from Bethesda to New Carrollton, Maryland
These results reflect a tailwind from our Specialty
Rentals segment, which had another strong year.
Rental revenue from Trench, Power and Fluid
Solutions grew by a combined 26.8% year-over-
year. About a third of that growth was organic,
underpinned by cross-selling and the 34 cold-
starts we opened in 2019. We have another 25
openings planned for 2020, bringing our Specialty
network to nearly 400 locations this year.
Importantly, the over $5 billion we’ve invested
in acquisitions and cold-starts over the past
three years has enhanced our ability to deliver
more value to our customers. Size is one of our
defining characteristics: we had a record 1,175
locations and more than 19,000 employees at
year-end 2019. But, that’s not the goal in itself
— the end game is always to become a more
valuable partner for our customers, and scale is a
mechanism to get us there.
Equally important is the pride we take in
corporate responsibility. Our company’s intense
safety culture, commitment to innovation and
environmental stewardship are highly valued by
our customers. They see how we continually
invest in quality and capacity, and they envision us
as part of their future. When we offer customers
greater expertise, a safer experience, better
digital connectivity and more ways to become
productive, we open gateways to shareholder
value.
Letter to our
Stockholders
United Rentals continued to perform well in
2019, in what was a year of steady progress
for our company. We delivered profitable
growth, both organically and through the
impact of our acquisitions.
The operating environment, while uneven,
generally played out in our favor. Our core
construction markets continued to grow at a
moderating pace, and contractor backlogs stayed
at healthy levels. By contrast, manufacturing
activity was more mixed, particularly parts of the
oil and gas sector.
Against this backdrop, we completed the
integrations of our 2018 acquisitions — most
notably BakerCorp in our Specialty Rentals
segment and BlueLine in General Rentals. The
success of these integrations is reflected in the
nearly 15% increase in rental revenue we reported
for 2019. At the same time, it’s important to note
that we increased pro forma rental revenue by
4% year-over-year, excluding the impact of the
acquisitions.
For the full year 2019, compared with 2018,
United Rentals delivered a 15% increase
in GAAP earnings per diluted share to
$15.11. Adjusted EPS1 improved by 20% to
$19.52. Net income increased to $1.2 billion,
adjusted EBITDA1 increased to $4.4 billion,
and free cash flow1, excluding merger and
restructuring-related payments, increased to
$1.6 billion after capex. Return on invested
capital was 10.4%, meaningfully higher than
our weighted average cost of capital.
Our scale also has a positive impact on corporate
sustainability. Our larger organization is more
diverse than in the past — that’s important to our
culture. The causes supported by our employees
range from the United Compassion Fund and
emergency response in our communities, to
employment of military veterans, women’s rights
and diversity in construction. When we build more
capacity for growth, we also expand our capacity to
do good.
Discipline and resilience
Looking at 2020, we expect to gain more ground
in a cycle that’s not without its challenges, but
one that should continue to provide a growth
environment this year. No company can control the
operating environment, but United Rentals has the
ability to continuously improve the business from
the inside out. It’s in our nature to strive for more.
Our guidance for full year 2020 is for total revenue
in the range of $9.4 billion to $9.8 billion, and
adjusted EBITDA of $4.35 billion to $4.55 billion.
We expect net rental capex to be between $1.05
billion and $1.35 billion, after gross purchases of
$1.9 billion to $2.2 billion. We’re guiding to net
cash provided by operating activities in the range of
$2.85 billion to $3.35 billion.
Free cash flow, excluding merger and restructuring-
related payments, is expected to be between $1.6
billion and $1.8 billion in 2020. Given this outlook,
and our strong free cash flow generation in 2019,
we announced our intention to return $1.5 billion
to our investors. This includes a new $500 million
share repurchase program, with the remainder
available to pay down debt.
While our guidance provides an important
framework in the short-term, the priority of our
leadership team is to manage the business for the
optimal balance of growth, margin, returns and free
cash flow over time. We remain open to all possible
avenues for value creation, including investing in
strategic initiatives that have the potential to be
accretive to our stakeholders in the long-term.
Going forward, the entire team is focused on
unlocking the value of this big engine we’ve built.
We’ve shown that we can operate as a disciplined,
resilient company capable of generating returns
across cycles. That’s what our investors expect,
and that’s what we’ll deliver.
March 24, 2020
Matthew J. Flannery Michael J. Kneeland
President and Chief
Executive Officer
Chairman of the Board
1Adjusted EPS, adjusted EBITDA and free cash flow are non-GAAP
measures. Please see the reconciliation of these measures to the
comparable GAAP measures contained in the “Management Discussion
and Analysis of Financial Condition and Results of Operations” section in the
accompanying Annual Report on Form 10-K for the year ended December
31, 2019, and in our fiscal 2019 earnings press release furnished on Form
8-K with the Securities and Exchange Commission on January 29, 2020.
Directors and Officers
Board of Directors
Executive Officers
Michael J. Kneeland
Chairman
Bobby J. Griffin (3)
Lead Independent Director
José B. Alvarez (3, 4)
Senior Lecturer
Harvard Business School
Marc A. Bruno (2, 3)
Chief Operating Officer
U.S. Food & Facilities
Aramark Corporation
Matthew J. Flannery (4)
President and
Chief Executive Officer
United Rentals, Inc.
Kim Harris Jones (1, 2)
Director
Terri L. Kelly (2, 4)
Director
Gracia Martore (2, 3)
Director
Jason D. Papastavrou, Ph.D. (1, 4)
Founder and
Chief Executive Officer
ARIS Capital Management
Filippo Passerini (1, 4)
Director
Donald C. Roof (1, 2, 3)
Director
Shiv Singh (1,4)
Chief Marketing Officer
Eargo, Inc.
Matthew J. Flannery
President and Chief
Executive Officer
Jessica T. Graziano
Executive Vice President
and Chief Financial Officer
Dale A. Asplund
Executive Vice President
and Chief Operating Officer
Paul I. McDonnell
Executive Vice President
and Chief Commercial
Officer
Craig A. Pintoff
Executive Vice President
Chief Administrative and
Legal Officer
Jeffrey J. Fenton
Senior Vice President
Business Development
Andrew B. Limoges
Vice President, Controller
and Principal Accounting
Officer
Senior Vice Presidents
Irene Moshouris
Senior Vice President
Treasurer
Kevin C. Parr
Senior Vice President
Operations
David C. Scott
Senior Vice President
Specialty Operations
Norton Turner Jr.
Senior Vice President
Services and Advanced
Solutions
Corporate Vice Presidents
Tomer Barkan
Vice President
Planning and Analysis
Christopher P. Carmolingo
Vice President
Service Operations
Gregg L. Christensen
Vice President
National Accounts
John J. Fahey
Vice President
Internal Audit
Michael G. Cloer
Senior Vice President
Operations
William “Ted” Grace
Vice President
Investor Relations
Michael D. Durand
Senior Vice President
Operations
Homer “Ned” Graham
Vice President
Operations Excellence
Joli L. Gross
Senior Vice President
General Counsel
and Corporate Secretary
Christopher K. Hummel
Senior Vice President
Chief Marketing Officer
Daniel T. Higgins
Vice President
Chief Information Officer
David A. Hobbs
Vice President
Safety and Employee
Experience
Kenneth B. Mettel
Senior Vice President
Performance Analytics
Mitchell J. Holder
Vice President
Total Rewards
Todd M. Hayes
Vice President
Trench Safety Region
John J. Humphrey
Vice President
Mid-Atlantic Region
Thomas P. Jones
Vice President
Onsite Services
William A. Kiker
Vice President
Pump Solutions
John “Eddie” King
Vice President
Gulf South Region
Donald “Chad” Matter
Vice President
Industrial Region
Jeffrey S. McGinnis
Vice President
South Region
Kevin M. O’Brien
Vice President
Mid-Central Region
Nicholas M. Roberts
Vice President
Southeast Region
Craig A. Schmidt
Vice President
Northeast Region
Jurgen M. Verschoor
Vice President and
Managing Director Europe
Larry K. Worthington Jr.
Vice President
Power HVAC Region
Brent R. Kuchynka
Vice President
Corporate Fleet
Management
Anthony S. Leopold
Vice President
Market Development
Ty “TJ” Mahoney
Vice President
Supply Chain
Gordon McDonald
Vice President
Managed Services
Joseph W. Pledger
Vice President
Finance Operations
Daniel C. Sparks
Vice President
Sales Operations and
Support
Michael L. Zea
Vice President
Strategy
Regional Vice Presidents
Jason C. Barba
Vice President
Carolinas Region
Robert C. Bower
Vice President
Pacific West Region
Chris A. Burlog
Vice President
Midwest Region
John “Scott” Fisher
Vice President
Western Canada Region
Joshuah P. Flores
Vice President
Tools and Industrial
Solutions
Committees of the Board
(1) Audit Committee, Jason D. Papastavrou, Chair
(2) Compensation Committee, Donald C. Roof, Chair
(3) Nominating and Corporate Governance Committee, José B. Alvarez, Chair
(4) Strategy Committee, Filippo Passerini, Chair
Michael J. Kneeland
Bobby J. Griffin
José B. Alvarez
Marc A. Bruno
Matthew J. Flannery
Kim Harris Jones
Terri L. Kelly
Gracia Martore
Jason D. Papastavrou
Filippo Passerini
Donald C. Roof
Shiv Singh
TOTAL RETURN TO STOCKHOLDERS
The tables and graph assume that $100 was invested on December 31, 2014 in shares of our common stock, shares of stock
comprising the S&P 500 Index, shares comprising the Peer Group Index, and the reinvestment of any dividends. The returns of each
company within each of the S&P 500 Index, and the Peer Group Index have been weighted annually for their respective stock market
capitalization.
Company Name / Index
United Rentals, Inc.
S&P 500 Index
Peer Group Index
Company Name / Index
United Rentals, Inc.
S&P 500 Index
Peer Group Index
Peer Group
Avis Budget Group, Inc.
C.H. Robinson Worldwide, Inc.
Cintas Corporation
Dover Corporation
Fortive Corporation
HD Supply Holdings, Inc.
Ingersoll-Rand Plc
J.B. Hunt Transport Services, Inc.
Masco Corporation
Republic Services, Inc.
Rockwell Automation, Inc.
Ryder System, Inc.
Waste Management, Inc.
WESCO International, Inc.
W.W. Grainger, Inc.
Xylem Inc.
Total Cumulative Return
(Includes reinvestment of dividends)
Annual Return Percentage Years Ending
Dec15
Dec16
Dec17
-28.89
1.38
-5.52
45.55
11.96
28.14
62.82
21.83
26.35
Dec18
-40.36
-4.38
-4.70
Base Period
Dec14
100.00
100.00
100.00
Dec15
71.11
101.38
94.48
Indexed Returns Years Ending
Dec16
103.50
113.51
121.07
Dec17
168.52
138.29
152.97
Dec18
100.51
132.23
145.78
Dec19
62.65
31.49
32.27
Dec19
163.48
173.86
192.84
$250
$200
$150
$100
$50
$0
12/31/14
United Rentals, Inc.
S&P 500 Index
Peer Group Index
12/31/15
12/31/16
12/31/17
12/31/18
12/31/19
The comparisons in the graph and tables above are not intended to forecast or be indicative
of future performance of our common stock, either of the indices or any of the companies
comprising them. Data source: Standard & Poor’s Compustat.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K
Í ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
FOR THE FISCAL YEAR ENDED DECEMBER 31, 2019
OR
‘ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
Commission File Number 1-14387
United Rentals, Inc.
Commission File Number 1-13663
United Rentals (North America), Inc.
(Exact Names of Registrants as Specified in Their Charters)
Delaware
Delaware
(States of Incorporation)
100 First Stamford Place, Suite 700
Stamford
Connecticut
(Address of Principal Executive Offices)
06-1522496
86-0933835
(I.R.S. Employer Identification Nos.)
06902
(Zip Code)
Registrants’ Telephone Number, Including Area Code: (203) 622-3131
Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class
Common Stock, $.01 par value, of
United Rentals, Inc.
Trading Symbol(s)
URI
Name of Each Exchange on
Which Registered
New York Stock Exchange
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes Í No ‘
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ‘ No Í
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days. Yes Í No ‘
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive
Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months
(or for such shorter period that the registrant was required to submit and post such files). Yes Í No ‘
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting
company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer”, “smaller reporting company” and
“emerging growth company” in Rule 12b-2 of the Exchange Act.
Accelerated Filer ‘
Non-Accelerated Filer ‘ Smaller Reporting Company ‘
Large Accelerated Filer Í
Emerging Growth Company ‘
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ‘
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ‘ No Í
As of June 30, 2019 there were 77,431,831 shares of United Rentals, Inc. common stock outstanding. The aggregate market value of
common stock held by non-affiliates (defined as other than directors, executive officers and 10 percent beneficial owners) at June 30, 2019 was
approximately $9.10 billion, calculated by using the closing price of the common stock on such date on the New York Stock Exchange of
$132.63.
As of January 27, 2020, there were 74,375,477 shares of United Rentals, Inc. common stock outstanding. There is no market for the common
stock of United Rentals (North America), Inc., all outstanding shares of which are owned by United Rentals, Inc.
This Form 10-K is separately filed by (i) United Rentals, Inc. and (ii) United Rentals (North America), Inc. (which is a wholly owned
subsidiary of United Rentals, Inc.). United Rentals (North America), Inc. meets the conditions set forth in General Instruction (I)(1)(a) and (b) of
Form 10-K and is therefore filing this form with the reduced disclosure format permitted by such instruction.
Documents incorporated by reference: Portions of United Rentals, Inc.’s Proxy Statement related to the 2020 Annual Meeting of
Stockholders, which is expected to be filed with the Securities and Exchange Commission on or before March 24, 2020, are incorporated by
reference into Part III of this annual report.
FORM 10-K REPORT INDEX
10-K Part
and Item No.
PART I
Item 1
Business . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Item 1A
Risk Factors . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Item 1B
Unresolved Staff Comments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Properties . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Legal Proceedings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(Removed and Reserved) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Item 2
Item 3
Item 4
PART II
Item 5
Market for the Registrant’s Common Equity, Related Stockholder Matters and Issuer
Purchases of Equity Securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Item 6
Item 7
Selected Financial Data . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Management’s Discussion and Analysis of Financial Condition and Results of Operations . . .
Item 7A
Quantitative and Qualitative Disclosures About Market Risk . . . . . . . . . . . . . . . . . . . . . . . . . .
Item 8
Item 9
Financial Statements and Supplementary Data . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Changes in and Disagreements with Accountants on Accounting and Financial Disclosure . . .
Item 9A
Controls and Procedures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Item 9B
Other Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
PART III
Item 10
Item 11
Item 12
Item 13
Item 14
PART IV
Directors, Executive Officers and Corporate Governance . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Executive Compensation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder
Matters . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Certain Relationships and Related Transactions, and Director Independence . . . . . . . . . . . . . .
Principal Accountant Fees and Services . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Page No.
3
10
23
24
25
25
25
27
28
48
50
107
107
109
110
110
110
110
110
Item 15
Exhibits and Financial Statement Schedules . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
111
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
This annual report on Form 10-K contains forward-looking statements within the meaning of the “safe harbor”
provisions of the Private Securities Litigation Reform Act of 1995. Such statements can be identified by the use of
forward-looking terminology such as “believe,” “expect,” “may,” “will,” “should,” “seek,” “on-track,” “plan,”
“project,” “forecast,” “intend” or “anticipate,” or the negative thereof or comparable terminology, or by discussions
of strategy or outlook. You are cautioned that our business and operations are subject to a variety of risks and
uncertainties, many of which are beyond our control, and, consequently, our actual results may differ materially
from those projected.
Factors that could cause actual results to differ materially from those projected include, but are not limited to,
the following:
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
the possibility that companies that we have acquired or may acquire, including BakerCorp International
Holdings, Inc. (“BakerCorp”) and Vander Holding Corporation and its subsidiaries (“BlueLine”), could
have undiscovered liabilities or involve other unexpected costs, may strain our management capabilities or
may be difficult to integrate;
the cyclical nature of our business, which is highly sensitive to North American construction and industrial
activities; if construction or industrial activity decline, our revenues and, because many of our costs are
fixed, our profitability may be adversely affected;
our significant indebtedness (which totaled $11.4 billion at December 31, 2019) requires us to use a
substantial portion of our cash flow for debt service and can constrain our flexibility in responding to
unanticipated or adverse business conditions;
inability to refinance our indebtedness on terms that are favorable to us, or at all;
incurrence of additional debt, which could exacerbate the risks associated with our current level of
indebtedness;
noncompliance with financial or other covenants in our debt agreements, which could result in our lenders
terminating the agreements and requiring us to repay outstanding borrowings;
restrictive covenants and amount of borrowings permitted in our debt instruments, which can limit our
financial and operational flexibility;
overcapacity of fleet in the equipment rental industry;
inability to benefit from government spending, including spending associated with infrastructure projects;
fluctuations in the price of our common stock and inability to complete stock repurchases in the time frame
and/or on the terms anticipated;
rates we charge and time utilization we achieve being less than anticipated;
inability to manage credit risk adequately or to collect on contracts with a large number of customers;
inability to access the capital that our businesses or growth plans may require;
incurrence of impairment charges;
trends in oil and natural gas could adversely affect the demand for our services and products;
the fact that our holding company structure requires us to depend in part on distributions from subsidiaries
and such distributions could be limited by contractual or legal restrictions;
increases in our loss reserves to address business operations or other claims and any claims that exceed our
established levels of reserves;
incurrence of additional expenses (including indemnification obligations) and other costs in connection
with litigation, regulatory and investigatory matters;
1
•
•
•
•
•
•
•
•
•
•
•
•
•
•
the outcome or other potential consequences of regulatory matters and commercial litigation;
shortfalls in our insurance coverage;
our charter provisions as well as provisions of certain debt agreements and our significant indebtedness
may have the effect of making more difficult or otherwise discouraging, delaying or deterring a takeover or
other change of control of us;
turnover in our management team and inability to attract and retain key personnel;
costs we incur being more than anticipated, and the inability to realize expected savings in the amounts or
time frames planned;
dependence on key suppliers to obtain equipment and other supplies for our business on acceptable terms;
inability to sell our new or used fleet in the amounts, or at the prices, we expect;
competition from existing and new competitors;
risks related to security breaches, cybersecurity attacks, failure to protect personal information, compliance
with data protection laws and other significant disruptions in our information technology systems;
the costs of complying with environmental, safety and foreign law and regulations, as well as other risks
associated with non-U.S. operations, including currency exchange risk (including as a result of Brexit), and
tariffs;
labor disputes, work stoppages or other labor difficulties, which may impact our productivity, and potential
enactment of new legislation or other changes in law affecting our labor relations or operations generally;
increases in our maintenance and replacement costs and/or decreases in the residual value of our
equipment;
the effect of changes in tax law; and
other factors discussed under Item 1A-Risk Factors, and elsewhere in this annual report.
We make no commitment to revise or update any forward-looking statements in order to reflect events or
circumstances after the date any such statement is made.
PART I
United Rentals, Inc., incorporated in Delaware in 1997, is principally a holding company. We primarily
conduct our operations through our wholly owned subsidiary, United Rentals (North America), Inc., and its
subsidiaries. As used in this report, the term “Holdings” refers to United Rentals, Inc., the term “URNA” refers to
United Rentals (North America), Inc., and the terms the “Company,” “United Rentals,” “we,” “us,” and “our” refer
to United Rentals, Inc. and its subsidiaries, in each case unless otherwise indicated.
Unless otherwise indicated, the information under Items 1, 1A and 2 is as of January 1, 2020.
2
Item 1.
Business
United Rentals is the largest equipment rental company in the world, operates throughout the United States and
Canada, and has a limited presence in Europe. The table below presents key information about our business as of
and for the years ended December 31, 2019 and 2018. Our business is discussed in more detail below. The data
below should be read in conjunction with, and is qualified by reference to, our Management’s Discussion and
Analysis and our consolidated financial statements and notes thereto contained elsewhere in this report. As
discussed in note 4 to the consolidated financial statements, we completed the acquisitions of BakerCorp
International Holdings, Inc. (“BakerCorp”) and Vander Holding Corporation and its subsidiaries (“BlueLine”) in
July 2018 and October 2018, respectively. The results of BakerCorp and BlueLine subsequent to their acquisition
dates are reflected in the table below.
2019
2018
PERFORMANCE MEASURES
Total revenues (in millions) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Equipment rental revenue percent of total revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Equipment rental revenue variance components:
$
9,351
$
8,047
85%
86%
Year-over-year change in average OEC . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Assumed year-over-year inflation impact (1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fleet productivity (2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Contribution from ancillary and re-rent revenue (3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total equipment rental revenue variance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
*Pro forma equipment rentals variance components (4):
Year-over-year change in average OEC . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Assumed year-over-year inflation impact (1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fleet productivity (2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Contribution from ancillary and re-rent revenue (3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total equipment rental revenue variance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Key account percent of equipment rental revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
National account percent of equipment rental revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
17.7%
(1.5)%
(2.2)%
0.8%
14.8%
4.9%
(1.5)%
0.6%
0.1%
4.1%
72%
43%
20.3%
(1.5)%
1.9%
0.7%
21.4%
6.6%
(1.5)%
5.0%
0.4%
10.5%
71%
44%
FLEET
Fleet original equipment cost (“OEC”) (in billions) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Equipment classes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Equipment units . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fleet age in months . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Percent of fleet that is current on manufacturer’s recommended maintenance . . . . . . . . . . . . . . . . . . .
Equipment rental revenue percent by fleet type:
General construction and industrial equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Aerial work platforms . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
General tools and light equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Power and HVAC (heating, ventilating and air conditioning) equipment . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Trench safety equipment
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fluid solutions equipment
$
14.63
4,000
665,000
49.5
$
14.18
3,800
660,000
47.9
81%
43%
28%
8%
8%
6%
7%
82%
44%
28%
8%
8%
6%
6%
LOCATIONS/PERSONNEL
Rental locations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Approximate number of branches per district . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Approximate number of districts per region . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total employees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1,175
4-11
4-9
19,100
1,197
5-10
6-10
18,500
INDUSTRY
Estimated North American market share (5) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Estimated North American equipment rental industry revenue growth . . . . . . . . . . . . . . . . . . . . . . . .
United Rentals equipment pro forma rental revenue increase (4) . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2020 projected North American industry equipment rental revenue growth . . . . . . . . . . . . . . . . . . . . .
CUSTOMERS/SUPPLIERS
Largest customer percent of total revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Top 10 customers percent of total revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Largest supplier percent of capital expenditures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Top 10 supplier percent of capital expenditures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
13%
5%
4.1%
3%
1%
4%
12%
52%
13%
7%
10.5%
—
1%
5%
15%
53%
3
(1) Reflects the estimated impact of inflation on the revenue productivity of fleet based on OEC, which is recorded at cost.
(2) Reflects the combined impact of changes in rental rates, time utilization, and mix that contribute to the variance in owned
equipment rental revenue. See note 3 to the consolidated financial statements for a discussion of the different types of
equipment rentals revenue. Rental rate changes are calculated based on the year-over-year variance in average contract rates,
weighted by the prior period revenue mix. Time utilization is calculated by dividing the amount of time an asset is on rent
by the amount of time the asset has been owned during the year. Mix includes the impact of changes in customer, fleet,
geographic and segment mix.
(3) Reflects the combined impact of changes in the other types of equipment rentals revenue (see note 3 for further detail),
excluding owned equipment rental revenue.
(4) As discussed in note 4 to the consolidated financial statements, we completed the acquisitions of BakerCorp and BlueLine in
July 2018 and October 2018, respectively. Additionally, we completed the acquisition of NES Rentals Holdings II, Inc.
(“NES”) and Neff Corporation (“Neff”) in April 2017 and October 2017, respectively. The pro forma information includes
the standalone, pre-acquisition results of NES, Neff, BakerCorp and BlueLine.
(5) As discussed above, we completed the acquisitions of BakerCorp and BlueLine in July 2018 and October 2018, respectively.
Estimated market share as of December 31, 2018 includes the standalone, pre-acquisition revenues of BakerCorp and
BlueLine.
Strategy
For the past several years, we have executed a strategy focused on improving the profitability of our core
equipment rental business through revenue growth, margin expansion and operational efficiencies. In particular, we
have focused on customer segmentation, customer service differentiation, rate management, fleet management and
operational efficiency.
In 2020, we expect to continue our disciplined focus on increasing our profitability and return on invested
capital. In particular, our strategy calls for:
•
•
•
•
•
•
A consistently superior standard of service to customers, often provided through a single point of contact;
The further optimization of our customer mix and fleet mix, with a dual objective: to enhance our
performance in serving our current customer base, and to focus on the accounts and customer types that are
best suited to our strategy for profitable growth. We believe these efforts will lead to even better service of
our target accounts, primarily large construction and industrial customers, as well as select
local
contractors. Our fleet team’s analyses are aligned with these objectives to identify trends in equipment
categories and define action plans that can generate improved returns;
A continued focus on “Lean” management techniques, including kaizen processes focused on continuous
improvement. We continue to implement Lean kaizen processes across our branch network, with the
objectives of: reducing the cycle time associated with renting our equipment to customers; improving
invoice accuracy and service quality; reducing the elapsed time for equipment pickup and delivery; and
improving the effectiveness and efficiency of our repair and maintenance operations;
A continued focus on Project XL, which is a set of eight specific work streams focused on driving
profitable growth through revenue opportunities and generating incremental profitability through cost
savings across our business;
The continued expansion of our trench, power and fluid solutions footprint, as well as our tools and onsite
services offerings, and the cross-selling of these services throughout our network, as exhibited by our
recent acquisition of BakerCorp discussed above. We plan to open at least 25 specialty rental branches/tool
hubs/onsite services locations in 2020 and continue to invest in specialty rental fleet to further position
United Rentals as a single source provider of total jobsite solutions through our extensive product and
service resources and technology offerings; and
The pursuit of strategic acquisitions to continue to expand our core equipment rental business, as exhibited
by our recently completed acquisitions of NES, Neff and BlueLine. Strategic acquisitions allow us to invest
our capital to expand our business, further driving our ability to accomplish our strategic goals.
4
Industry Overview and Economic Outlook
United Rentals serves the following three principal end markets for equipment rental in North America:
industrial and other non-construction; commercial
(or private non-residential) construction; and residential
construction, which includes remodeling. As discussed in note 4 to the consolidated financial statements, in July
2018, we completed the acquisition of BakerCorp, which allowed for our entry into select European markets (the
acquisition added 11 European locations in France, Germany, the United Kingdom and the Netherlands to our
branch network). In 2019, based on an analysis of our charge account customers’ Standard Industrial Classification
(“SIC”) codes:
•
Industrial and other non-construction rentals represented approximately 50 percent of our rental revenue,
primarily reflecting rentals to manufacturers, energy companies, chemical companies, paper mills,
railroads, shipbuilders, utilities, retailers and infrastructure entities;
• Commercial construction rentals represented approximately 46 percent of our rental revenue, primarily
lodging,
reflecting rentals related to the construction and remodeling of facilities for office space,
healthcare, entertainment and other commercial purposes; and
• Residential rentals represented approximately four percent of our rental revenue, primarily reflecting
rentals of equipment for the construction and renovation of homes.
We estimate that, based on industry estimates from the American Rental Association (“ARA”), 2019 North
American equipment rental industry revenue grew approximately 5 percent year-over-year, with higher growth in
the U.S. than Canada. In 2019, our full year rental revenue increased by 14.8 percent year-over-year, including the
impact of the BakerCorp and BlueLine acquisitions. On a pro forma basis including the standalone, pre-acquisition
results of BakerCorp and BlueLine, equipment rental revenue increased 4.1 percent year-over-year.
In 2020, based on our analyses of industry forecasts and macroeconomic indicators, we expect that the majority
of our end markets will continue to experience solid demand for equipment rental services. Specifically, we expect
that North American industry equipment rental revenue will increase approximately 3 percent, with similar growth
expected in the U.S. and Canada.
Competitive Advantages
We believe that we benefit from the following competitive advantages:
Large and Diverse Rental Fleet. Our large and diverse fleet allows us to serve large customers that require
substantial quantities and/or wide varieties of equipment. We believe our ability to serve such customers should
allow us to improve our performance and enhance our market leadership position.
We manage our rental fleet, which is the largest and most comprehensive in the industry, utilizing a life-cycle
approach that focuses on satisfying customer demand and optimizing utilization levels. As part of this life-cycle
approach, we closely monitor repair and maintenance expense and can anticipate, based on our extensive experience
with a large and diverse fleet, the optimum time to dispose of an asset.
Significant Purchasing Power. We purchase large amounts of equipment, contractor supplies and other items,
which enables us to negotiate favorable pricing, warranty and other terms with our vendors.
National Account Program. Our national account sales force is dedicated to establishing and expanding
relationships with large companies, particularly those with a national or multi-regional presence. National accounts
are generally defined as customers with potential annual equipment rental spend of at least $500,000 or customers
doing business in multiple states. We offer our national account customers the benefits of a consistent level of
service across North America, a wide selection of equipment and a single point of contact for all their equipment
needs. National accounts are a subset of key accounts, which are our accounts that are managed by a single point of
contact. Establishing a single point of contact for our key accounts helps us provide customer service management
that is more consistent and satisfactory.
5
Operating Efficiencies. We benefit from the following operating efficiencies:
•
Equipment Sharing Among Branches. Each branch within a region can access equipment located elsewhere
in the region. This fleet sharing increases equipment utilization because equipment that is idle at one
branch can be marketed and rented through other branches. Additionally, fleet sharing allows us to be more
disciplined with our capital spend.
• Customer Care Center. We have a Customer Care Center (“CCC”) with locations in Tampa, Florida and
Charlotte, North Carolina that handles all
telephone calls to our customer service telephone line,
1-800-UR-RENTS. The CCC handles many of the 1-800-UR-RENTS telephone calls without having to
route them to individual branches, and allows us to provide a more uniform quality experience to
customers, manage fleet sharing more effectively and free up branch employee time.
• Consolidation of Common Functions. We reduce costs through the consolidation of functions that are
common to our branches, such as accounts payable, payroll, benefits and risk management, information
technology and credit and collection.
Our information technology systems, some of which are proprietary and some of which are licensed, support
our operations. Our information technology infrastructure facilitates our ability to make rapid and informed
decisions, respond quickly to changing market conditions and share rental equipment among branches. We have an
in-house team of information technology specialists that supports our systems.
Our information technology systems are accessible to management, branch and call center personnel.
Leveraging information technology to achieve greater efficiencies and improve customer service is a critical
element of our strategy. Each branch is equipped with one or more workstations that are electronically linked to our
other locations and to our data center. Rental transactions can be entered at these workstations, or through various
mobile applications, to be processed on a real-time basis.
Our information technology systems:
•
•
•
•
enable branch personnel
to (i) determine equipment availability, (ii) access all equipment within a
geographic region and arrange for equipment to be delivered from anywhere in the region directly to the
customer, (iii) monitor business activity on a real-time basis and (iv) obtain customized reports on a wide
range of operating and financial data, including equipment utilization, rental rate trends, maintenance
histories and customer transaction histories;
allow our mobile sales and service team members to support our customers efficiently while in the field;
permit customers to access their accounts online; and
allow management to obtain a wide range of operational and financial data.
We have a fully functional back-up facility designed to enable business continuity for our core rental and
financial systems in the event that our main computer facility becomes inoperative. This back-up facility also allows
us to perform system upgrades and maintenance without interfering with the normal ongoing operation of our
information technology systems.
Strong Brand Recognition. As the largest equipment rental company in the world, we have strong brand
recognition, which helps us attract new customers and build customer loyalty.
Geographic and Customer Diversity. We have 1,175 rental locations in the U.S., Canada and Europe. Our
North American network operates in 49 U.S. states and every Canadian province, and serves customers that range
from Fortune 500 companies to small businesses and homeowners. The recently completed BakerCorp acquisition
added 11 European locations in France, Germany, the United Kingdom and the Netherlands to our branch network.
We believe that our geographic and customer diversity provides us with many advantages including:
•
enabling us to better serve national account customers with multiple locations;
6
•
•
helping us achieve favorable resale prices by allowing us to access used equipment resale markets across
North America; and
reducing our dependence on any particular customer.
Our foreign operations are subject to the risks normally associated with international operations. These include
(i) the need to convert currencies, which could result in a gain or loss depending on fluctuations in exchange rates
and (ii) the need to comply with foreign laws and regulations, as well as U.S. laws and regulations applicable to our
operations in foreign jurisdictions. For additional financial information regarding our geographic diversity, see note
5 to our consolidated financial statements.
Strong and Motivated Branch Management. Each of our full-service branches has a manager who is
supervised by a district manager. We believe that our managers are among the most knowledgeable and experienced
in the industry, and we empower them, within budgetary guidelines, to make day-to-day decisions concerning
branch matters. Each regional office has a management team that monitors branch, district and regional performance
with extensive systems and controls, including performance benchmarks and detailed monthly operating reviews.
Employee Training Programs. We are dedicated to providing training and development opportunities to our
employees. In 2019, our employees enhanced their skills through over 700,000 hours of training, including safety
training, sales and leadership training, equipment-related training from our suppliers and online courses covering a
variety of relevant subjects.
Risk Management and Safety Programs. Our risk management department
is staffed by experienced
professionals directing the procurement of insurance, managing claims made against the Company, and developing
loss prevention programs to address workplace safety, driver safety and customer safety. The department’s primary
focus is on the protection of our employees and assets, as well as protecting the Company from liability for
accidental loss.
Segment Information
We have two reportable segments– (i) general rentals and (ii) trench, power and fluid solutions. Segment
financial information is presented in note 5 to our consolidated financial statements.
The general rentals segment includes the rental of construction, aerial and industrial equipment, general tools
and light equipment, and related services and activities. The general rentals segment’s customers include
construction and industrial companies, manufacturers, utilities, municipalities and homeowners. The general rentals
segment comprises eleven geographic regions—Carolinas, Gulf South, Industrial (which serves the geographic Gulf
region and has a strong industrial presence), Mid-Atlantic, Mid Central, Midwest, Northeast, Pacific West, South,
Southeast and Western Canada—and operates throughout the United States and Canada. We periodically review the
size and geographic scope of our regions, and have occasionally reorganized the regions to create a more balanced
and effective structure.
The trench, power and fluid solutions segment includes the rental of specialty construction products and related
services. The trench, power and fluid solutions segment is comprised of (i) the Trench Safety region, which rents
trench safety equipment such as trench shields, aluminum hydraulic shoring systems, slide rails, crossing plates,
construction lasers and line testing equipment for underground work, (ii) the Power and HVAC region, which rents
power and HVAC equipment such as portable diesel generators, electrical distribution equipment, and temperature
control equipment including heating and cooling equipment, and (iii) the Fluid Solutions and (iv) Fluid Solutions
Europe regions, both of which rent equipment primarily used for fluid containment, transfer and treatment. The
trench, power and fluid solutions segment’s customers include construction companies involved in infrastructure
projects, municipalities and industrial companies. This segment operates throughout the United States and in
Canada and Europe.
7
Products and Services
Our principal products and services are described below.
Equipment Rental. We offer for rent approximately 4,000 classes of rental equipment on an hourly, daily,
weekly or monthly basis. The types of equipment that we offer include general construction and industrial
equipment; aerial work platforms;
trench safety equipment; power and HVAC equipment; fluid solutions
equipment; and general tools and light equipment.
Sales of Rental Equipment. We routinely sell used rental equipment and invest in new equipment in order to
manage repairs and maintenance costs, as well as the composition and size of our fleet. We also sell used equipment
in response to customer demand for the equipment. Consistent with the life-cycle approach we use to manage our
fleet, the rate at which we replace used equipment with new equipment depends on a number of factors, including
changing general economic conditions, growth opportunities, the market for used equipment, the age of our fleet
and the need to adjust fleet composition to meet customer demand.
We utilize many channels to sell used equipment: through our national and export sales forces, which can
access many resale markets across our network; at auction; through brokers; and directly to manufacturers. We also
sell used equipment through our website, which includes an online database of used equipment available for sale.
Sales of New Equipment. We sell equipment such as aerial lifts, reach forklifts, telehandlers, compressors and
generators from many leading equipment manufacturers. The type of new equipment that we sell varies by location.
Contractor Supplies Sales. We sell a variety of contractor supplies including construction consumables, tools,
small equipment and safety supplies.
Service and Other Revenues. We offer repair and maintenance services and sell parts for equipment that is
owned by our customers.
Customers
Our customer base is highly diversified and ranges from Fortune 500 companies to small businesses and
homeowners. Our customer base varies by branch and is determined by several factors, including the equipment mix
and marketing focus of the particular branch as well as the business composition of the local economy, including
construction opportunities with different customers. Our customers include:
•
•
construction companies that use equipment for constructing and renovating commercial buildings,
warehouses, industrial and manufacturing plants, office parks, airports, residential developments and other
facilities;
industrial companies—such as manufacturers, chemical companies, paper mills, railroads, ship builders
and utilities—that use equipment for plant maintenance, upgrades, expansion and construction;
• municipalities that require equipment for a variety of purposes; and
•
homeowners and other individuals that use equipment for projects that range from simple repairs to major
renovations.
Our business is seasonal, with demand for our rental equipment tending to be lower in the winter months.
Sales and Marketing
We market our products and services through multiple channels as described below.
Sales Force. Our sales representatives work in our branches and at our customer care center, and are
responsible for calling on existing and potential customers as well as assisting our customers in planning for their
8
equipment needs. We have ongoing programs for training our employees in sales and service skills and on strategies
for maximizing the value of each transaction.
National Account Program. Our national account sales force is dedicated to establishing and expanding
relationships with large customers, particularly those with a national or multi-regional presence. Our national
account team closely coordinates its efforts with the local sales force in each area.
Online Rental Platform (UROne®). Our customers can check equipment availability and pricing, and reserve
equipment online, 24 hours a day, seven days a week, by accessing our equipment catalog and used equipment
listing, which can be found at www.unitedrentals.com. Our customers can also use our UR Control® application to
actively manage their rental process and access real-time reports on their business activity with us.
Total Control®. We utilize a proprietary software application, Total Control®, which provides our key
customers with a single in-house software application that enables them to monitor and manage all their equipment
needs. This software can be integrated into the customers’ enterprise resource planning system. Total Control® is a
unique customer offering that enables us to develop strong, long-term relationships with our larger customers.
Advertising. We promote our business through local and national advertising in various media, including
television, trade publications, yellow pages, the internet, radio and direct mail. We also regularly participate in
industry trade shows and conferences and sponsor a variety of local and national promotional events.
Suppliers
Our strategic approach with respect to our suppliers is to maintain the minimum number of suppliers per
category of equipment that can satisfy our anticipated volume and business requirements. This approach is designed
to ensure that the terms we negotiate are competitive and that there is sufficient product available to meet
anticipated customer demand. We utilize a comprehensive selection process to determine our equipment vendors.
We consider product capabilities and industry position, the terms being offered, product liability history, customer
acceptance and financial strength. We believe we have sufficient alternative sources of supply available for each of
our major equipment categories.
Competition
The North American equipment rental industry is highly fragmented and competitive. As the largest equipment
rental company in the industry, we estimate that we have an approximate 13 percent market share in North America
based on 2019 total equipment rental industry revenues as measured by the ARA. Estimated market share is
calculated by dividing our total 2019 North American rental revenue by ARA’s forecasted 2019 industry revenue.
locations; regional
Our competitors primarily include small,
competitors that operate in one or more states; public companies or divisions of public companies that operate
nationally or internationally; and equipment vendors and dealers who both sell and rent equipment directly to
customers. We believe we are well positioned to take advantage of this environment because, as a larger company,
we have more resources and certain competitive advantages over our smaller competitors. These advantages include
greater purchasing power, the ability to provide customers with a broader range of equipment and services, and
greater flexibility to transfer equipment among locations in response to, and in anticipation of, customer demand.
The fragmented nature of the industry and our relatively small market share, however, may adversely impact our
ability to mitigate rental rate pressure.
independent businesses with one or two rental
Environmental and Safety Regulations
Our operations are subject to numerous laws governing environmental protection and occupational health and
safety matters. These laws regulate issues such as wastewater, stormwater, solid and hazardous wastes and
materials, and air quality. Our operations generally do not raise significant environmental risks, but we use and store
hazardous materials as part of maintaining our rental equipment fleet and the overall operations of our business,
9
dispose of solid and hazardous waste and wastewater from equipment washing, and store and dispense petroleum
products from above-ground storage tanks located at certain of our locations. Under environmental and safety laws,
we may be liable for, among other things, (i) the costs of investigating and remediating contamination at our sites as
well as sites to which we send hazardous wastes for disposal or treatment, regardless of fault, and (ii) fines and
penalties for non-compliance. We incur ongoing expenses associated with the performance of appropriate
investigation and remediation activities at certain of our locations.
Employees
Approximately 5,700 of our employees are salaried and approximately 13,400 are hourly. Collective
bargaining agreements relating to approximately 116 separate locations cover approximately 1,350 of our
employees. We monitor employee satisfaction through ongoing surveys and consider our relationship with our
employees to be good.
Available Information
We make our annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and
amendments to these reports, as well as our other SEC filings, available on our website, free of charge, as soon as
reasonably practicable after they are electronically filed with or furnished to the SEC. Our website address is
www.unitedrentals.com. The information contained on our website is not
incorporated by reference in this
document.
Item 1A. Risk Factors
Our business, results of operations and financial condition are subject to numerous risks and uncertainties. In
connection with any investment decision with respect to our securities, you should carefully consider the following
risk factors, as well as the other information contained in this report and our other filings with the SEC. Additional
risks and uncertainties not presently known to us or that we currently deem immaterial may also impair our business
operations. Should any of these risks materialize, our business, results of operations, financial condition and future
prospects could be negatively impacted, which in turn could affect the trading value of our securities.
Our business is cyclical in nature. An economic slowdown or a decrease in general economic activity could
cause weakness in our end markets and have adverse effects on our revenues and operating results.
Our general rental equipment and trench, power and fluid solutions equipment are used in connection with
private non-residential construction and industrial activities, which are cyclical in nature. Our industry experienced
a decline in construction and industrial activity as a result of the economic downturn that commenced in the latter
part of 2008 and continued through 2010. The weakness in our end markets led to a decrease in the demand for our
equipment and in the rates we realized. Such decreases adversely affected our operating results by causing our
revenues to decline and, because certain of our costs are fixed, our operating margins to be reduced. A worsening of
economic conditions, in particular with respect to North American construction and industrial activities, could cause
weakness in our end markets and adversely affect our revenues and operating results.
The following factors, among others, may cause weakness in our end markets, either temporarily or long-term:
•
•
•
•
•
a decrease in expected levels of infrastructure spending;
a lack of availability of credit;
an overcapacity of fleet in the equipment rental industry;
a decrease in the level of exploration, development, production activity and capital spending by oil and
natural gas companies;
an increase in the cost of construction materials;
10
•
•
•
•
an increase in interest rates;
adverse weather conditions, which may temporarily affect a particular region;
a prolonged shutdown of the U.S. government; or
terrorism or hostilities involving the United States, Canada or Europe.
Our significant indebtedness exposes us to various risks.
At December 31, 2019, our total indebtedness was $11.4 billion. Our significant indebtedness could adversely
affect our business, results of operations and financial condition in a number of ways by, among other things:
•
increasing our vulnerability to, and limiting our flexibility to plan for, or react to, adverse economic,
industry or competitive developments;
• making it more difficult to pay or refinance our debts as they become due during periods of adverse
economic, financial market or industry conditions;
•
•
•
•
•
•
•
•
•
requiring us to devote a substantial portion of our cash flow to debt service, reducing the funds available
for other purposes, including funding working capital, capital expenditures, acquisitions, execution of our
growth strategy and other general corporate purposes, or otherwise constraining our financial flexibility;
restricting our ability to move operating cash flows to Holdings. URNA’s payment capacity is restricted
under the covenants in our senior secured asset-based revolving credit facility (“ABL facility”), our senior
secured term loan credit facility (“term loan facility”) and the indentures governing URNA’s outstanding
indebtedness;
affecting our ability to obtain additional financing for working capital, acquisitions or other purposes,
particularly since substantially all of our assets are subject to security interests relating to existing
indebtedness;
decreasing our profitability or cash flow;
causing us to be less able to take advantage of significant business opportunities, such as acquisition
opportunities, and to react to changes in market or industry conditions;
causing us to be disadvantaged compared to competitors with less debt and lower debt service
requirements;
resulting in a downgrade in our credit rating or the credit ratings of any of the indebtedness of our
subsidiaries, which could increase the cost of further borrowings;
requiring our debt to become due and payable upon a change in control; and
limiting our ability to borrow additional monies in the future to fund working capital, capital expenditures
and other general corporate purposes.
A portion of our indebtedness bears interest at variable rates that are linked to changing market interest rates.
As a result, an increase in market interest rates would increase our interest expense and our debt service obligations.
At December 31, 2019, we had $3.5 billion of indebtedness that bears interest at variable rates. Our variable rate
indebtedness currently represents 31 percent of our total indebtedness. See Item 7A—Quantitative and Qualitative
Disclosures About Market Risk for additional information related to interest rate risk.
To service our indebtedness, we will require a significant amount of cash and our ability to generate cash
depends on many factors beyond our control.
We depend on cash on hand and cash flows from operations to make scheduled debt payments. To a significant
extent, our ability to do so is subject to general economic, financial, competitive, legislative, regulatory and other
factors that are beyond our control. We may not be able to generate sufficient cash flow from operations to repay
11
our indebtedness when it becomes due and to meet our other cash needs. If we are unable to service our
indebtedness and fund our operations, we will have to adopt an alternative strategy that may include:
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reducing or delaying capital expenditures;
limiting our growth;
seeking additional capital;
selling assets; or
restructuring or refinancing our indebtedness.
Even if we adopt an alternative strategy, the strategy may not be successful and we may continue to be unable
to service our indebtedness and fund our operations.
We may not be able to refinance our indebtedness on favorable terms, if at all. Our inability to refinance our
indebtedness could materially and adversely affect our liquidity and our ongoing results of operations.
Our ability to refinance indebtedness will depend in part on our operating and financial performance, which, in
turn, is subject to prevailing economic conditions and to financial, business, legislative, regulatory and other factors
beyond our control. In addition, prevailing interest rates or other factors at the time of refinancing could increase our
interest expense. A refinancing of our indebtedness could also require us to comply with more onerous covenants
and further restrict our business operations. Our inability to refinance our indebtedness or to do so upon attractive
terms could materially and adversely affect our business, prospects, results of operations, financial condition and
cash flows, and make us vulnerable to adverse industry and general economic conditions.
We may be able to incur substantially more debt and take other actions that could diminish our ability to
make payments on our indebtedness when due, which could further exacerbate the risks associated with our
current level of indebtedness.
Despite our indebtedness level, we may be able to incur substantially more indebtedness in the future and such
indebtedness may be secured indebtedness. The indentures or agreements governing our current indebtedness permit
us to recapitalize our debt or take a number of other actions, any of which could diminish our ability to make
payments on our indebtedness when due and further exacerbate the risks associated with our current level of
indebtedness. If new debt is added to our or any of our existing and future subsidiaries’ current debt, the related
risks that we now face could intensify and we may not be able to meet all of our debt obligations.
If we are unable to satisfy the financial covenants or comply with other covenants in certain of our debt
agreements, our lenders could elect to terminate the agreements and require us to repay the outstanding
borrowings, or we could face other substantial costs.
We rely on our ABL facility and accounts receivable securitization facility to provide liquidity for our
business, including to fund capital expenditures, acquisitions, operating expenses and other liquidity needs. The only
financial covenant that currently exists under the ABL facility is the fixed charge coverage ratio. Subject to certain
limited exceptions specified in the ABL facility, the fixed charge coverage ratio covenant under the ABL facility
will only apply in the future if specified availability under the ABL facility falls below 10 percent of the maximum
revolver amount under the ABL facility. When certain conditions are met, cash and cash equivalents and borrowing
base collateral in excess of the ABL facility size may be included when calculating specified availability under the
ABL facility. As of December 31, 2019, specified availability under the ABL facility exceeded the required
threshold and, as a result, this financial covenant was inapplicable. Under our accounts receivable securitization
facility, we are required, among other things, to maintain certain financial tests relating to: (i) the default ratio,
(ii) the delinquency ratio, (iii) the dilution ratio and (iv) days sales outstanding. The accounts receivable
securitization facility also requires us to comply with the fixed charge coverage ratio under the ABL facility, to the
extent the ratio is applicable under the ABL facility. If we are unable to satisfy the financial covenant under the
ABL facility or the financial tests under the accounts receivable securitization facility or comply with any of the
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other relevant covenants under the applicable agreement, the lenders could elect to terminate the ABL facility, the
term loan facility and/or the accounts receivable securitization facility and require us to repay outstanding
borrowings. In such event, unless we are able to refinance the indebtedness coming due and replace the ABL facility
and/or the accounts receivable securitization facility, we would likely not have sufficient liquidity for our business
needs and would be forced to adopt an alternative strategy as described above. Even if we adopt an alternative
strategy, the strategy may not be successful and we may not have sufficient liquidity to service our debt and fund
our operations. Future debt arrangements we enter into may contain similar provisions.
Restrictive covenants in certain of the agreements and instruments governing our indebtedness may
adversely affect our financial and operational flexibility.
In addition to financial covenants, various other covenants in the ABL facility, term loan facility, accounts
receivable securitization facility and the other agreements governing our debt impose significant operating and
financial restrictions on us and our restricted subsidiaries. Such covenants include, among other things, limitations
on: (i) liens; (ii) indebtedness; (iii) mergers, consolidations and acquisitions; (iv) sales,
transfers and other
dispositions of assets; (v) loans and other investments; (vi) dividends and other distributions, stock repurchases and
redemptions and other restricted payments; (vii) dividends, other payments and other matters affecting subsidiaries;
(viii) transactions with affiliates; and (ix) issuances of preferred stock of certain subsidiaries. Future debt
agreements we enter into may include similar provisions.
These restrictions may also make more difficult or discourage a takeover of us, whether favored or opposed by
our management and/or our Board of Directors.
Our ability to comply with these covenants may be affected by events beyond our control, and any material
deviations from our forecasts could require us to seek waivers or amendments of covenants or alternative sources of
financing, or to reduce expenditures. We cannot guarantee that such waivers, amendments or alternative financing
could be obtained or, if obtained, would be on terms acceptable to us.
A breach of any of the covenants or restrictions contained in these agreements could result in an event of
default. Such a default could allow our debt holders to accelerate repayment of the related debt, as well as any other
debt to which a cross-acceleration or cross-default provision applies, and/or to declare all borrowings outstanding
under these agreements to be due and payable. If our debt is accelerated, our assets may not be sufficient to repay
such debt.
The amount of borrowings permitted under our ABL facility may fluctuate significantly, which may
adversely affect our liquidity, results of operations and financial position.
The amount of borrowings permitted at any time under our ABL facility is limited to a periodic borrowing base
valuation of the collateral thereunder. As a result, our access to credit under our ABL facility is potentially subject
to significant fluctuations depending on the value of the borrowing base of eligible assets as of any measurement
date, as well as certain discretionary rights of the agent in respect of the calculation of such borrowing base value.
The inability to borrow under our ABL facility may adversely affect our liquidity, results of operations and financial
position.
We rely on available borrowings under the ABL facility and the accounts receivable securitization facility for
cash to operate our business, which subjects us to market and counterparty risk, some of which is beyond our
control.
In addition to cash we generate from our business, our principal existing sources of cash are borrowings
available under the ABL facility and the accounts receivable securitization facility. If our access to such financing
was unavailable or reduced, or if such financing were to become significantly more expensive for any reason, we
may not be able to fund daily operations, which would cause material harm to our business or could affect our
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ability to operate our business as a going concern. In addition, if certain of our lenders experience difficulties that
render them unable to fund future draws on the facilities, we may not be able to access all or a portion of these
funds, which could have similar adverse consequences.
Our growth strategies may be unsuccessful if we are unable to identify and complete future acquisitions and
successfully integrate acquired businesses or assets.
We have historically achieved a significant portion of our growth through acquisitions and we will continue to
consider potential acquisitions on a selective basis. From time-to-time we have also approached, or have been
approached by, other public companies or large privately-held companies to explore consolidation opportunities.
There can be no assurance that we will be able to identify suitable acquisition opportunities in the future or that we
will be able to consummate any such transactions on terms and conditions acceptable to us.
In addition, it is possible that we will not realize the expected benefits from any completed acquisition, or that
our existing operations will be adversely affected as a result of acquisitions. Acquisitions entail certain risks,
including:
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unrecorded liabilities of acquired companies and unidentified issues that we fail to discover during our due
diligence investigations or that are not subject to indemnification or reimbursement by the seller;
greater than expected expenses such as the need to obtain additional debt or equity financing for any
transaction;
unfavorable accounting treatment and unexpected increases in taxes;
adverse effects on our ability to maintain relationships with customers, employees and suppliers;
inherent risk associated with entering a geographic area or line of business in which we have no or limited
experience;
difficulty in assimilating the operations and personnel of an acquired company within our existing
operations, including the consolidation of corporate and administrative functions;
difficulty in integrating marketing, information technology and other systems;
difficulty in conforming standards, controls, procedures and policies, business cultures and compensation
structures;
difficulty in identifying and eliminating redundant and underperforming operations and assets;
loss of key employees of the acquired company;
operating inefficiencies that have a negative impact on profitability;
impairment of goodwill or other acquisition-related intangible assets;
failure to achieve anticipated synergies or receiving an inadequate return of capital; and
strains on management and other personnel time and resources to evaluate, negotiate and integrate
acquisitions.
Our failure to address these risks or other problems encountered in connection with any past or future
acquisition could cause us to fail
to realize the anticipated benefits of the acquisitions, cause us to incur
unanticipated liabilities and harm our business generally. In addition, if we are unable to successfully integrate our
acquisitions with our existing business, we may not obtain the advantages that the acquisitions were intended to
create, which may materially and adversely affect our business, results of operations, financial condition, cash
flows, our ability to introduce new services and products and the market price of our stock.
We would expect to pay for any future acquisitions using cash, capital stock, notes, other indebtedness and/or
assumption of indebtedness. To the extent that our existing sources of cash are not sufficient, we would expect to
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need additional debt or equity financing, which involves its own risks, such as the dilutive effect on shares held by
our stockholders if we financed acquisitions by issuing convertible debt or equity securities, or the risks associated
with debt incurrence.
We have also spent resources and efforts, apart from acquisitions, in attempting to grow and enhance our rental
business over the past few years. These efforts place strains on our management and other personnel time and
resources, and require timely and continued investment in facilities, personnel and financial and management
systems and controls. We may not be successful in implementing all of the processes that are necessary to support
any of our growth initiatives, which could result in our expenses increasing disproportionately to our incremental
revenues, causing our operating margins and profitability to be adversely affected.
Our operating results may fluctuate, which could affect the trading value of our securities.
Our revenues and operating results may fluctuate from quarter to quarter or over the longer term due to a
number of factors, which could adversely affect the trading value of our securities. These factors, in addition to
general economic conditions and the factors discussed above under “Cautionary Statement Regarding Forward-
Looking Statements”, include, but are not limited to:
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the seasonal rental patterns of our customers, with rental activity tending to be lower in the winter;
changes in the size of our rental fleet and/or in the rate at which we sell our used equipment;
an overcapacity of fleet in the equipment rental industry;
changes in private non-residential construction spending or government funding for infrastructure and other
construction projects;
changes in demand for, or utilization of, our equipment or in the prices we charge due to changes in
economic conditions, competition or other factors;
commodity price pressures and the resultant increase in the cost of fuel and steel to our equipment
suppliers, which can result in increased equipment costs for us;
other cost fluctuations, such as costs for employee-related compensation and healthcare benefits;
labor shortages, work stoppages or other labor difficulties;
potential enactment of new legislation affecting our operations or labor relations;
completion of acquisitions, divestitures or recapitalizations;
increases in interest rates and related increases in our interest expense and our debt service obligations;
the possible need, from time to time, to record goodwill impairment charges or other write-offs or charges
due to a variety of occurrences, such as the adoption of new accounting standards, the impairment of assets,
rental location divestitures, dislocation in the equity and/or credit markets, consolidations or closings,
restructurings, the refinancing of existing indebtedness or the buy-out of equipment leases; and
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currency risks and other risks associated with international operations.
Our common stock price has fluctuated significantly and may continue to do so in the future.
Our common stock price has fluctuated significantly and may continue to do so in the future for a number of
reasons, including:
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announcements of developments related to our business;
• market perceptions of any proposed merger or acquisition and the likelihood of our involvement in other
merger and acquisition activity;
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variations in our revenues, gross margins, earnings or other financial results from investors’ expectations;
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departure of key personnel;
purchases or sales of large blocks of our stock by institutional investors or transactions by insiders;
fluctuations in the results of our operations and general conditions in the economy, our market, and the
markets served by our customers;
investor perceptions of the equipment rental industry in general and our Company in particular;
fluctuations in the prices of oil and natural gas;
expectations regarding our share repurchase program; and
the operating and stock performance of comparable companies or related industries.
In addition, prices in the stock market have been volatile over the past few years. In certain cases, the
fluctuations have been unrelated to the operating performance of the affected companies. As a result, the price of
our common stock could fluctuate in the future without regard to our operating performance.
We cannot guarantee that we will repurchase our common stock pursuant to our share repurchase program
or that our share repurchase program will enhance long-term stockholder value. Share repurchases could
also increase the volatility of the price of our common stock and could diminish our cash reserves.
In January 2020, our Board of Directors authorized a new share repurchase program. Under the program, we
are authorized to repurchase shares of common stock for an aggregate purchase price not to exceed $500 million,
excluding fees, commissions and other ancillary expenses. As of December 31, 2019, we have completed all
repurchases under the prior $1.25 billion program.
Although the Board of Directors has authorized the share repurchase program, the share repurchase program
does not obligate the Company to repurchase any specific dollar amount or to acquire any specific number of shares.
The timing and amount of repurchases, if any, will depend upon several factors, including market and business
conditions, the trading price of the Company’s common stock and the nature of other investment opportunities.
Also, our ability to repurchase shares of stock may be limited by restrictive covenants in our debt agreements. The
repurchase program may be limited, suspended or discontinued at any time without prior notice. In addition,
repurchases of our common stock pursuant to our share repurchase program could affect our stock price and
increase its volatility. The existence of a share repurchase program could cause our stock price to be higher than it
would be in the absence of such a program and could potentially reduce the market liquidity for our stock.
Additionally, our share repurchase program could diminish our cash reserves, which may impact our ability to
finance future growth and to pursue possible future strategic opportunities and acquisitions. There can be no
assurance that any share repurchases will enhance stockholder value because the market price of our common stock
may decline below the levels at which we repurchased shares of stock. Although our share repurchase program is
intended to enhance long-term stockholder value, there is no assurance that it will do so and short-term stock price
fluctuations could reduce the program’s effectiveness.
If we are unable to collect on contracts with customers, our operating results would be adversely affected.
One of the reasons some of our customers find it more attractive to rent equipment than own that equipment is
the need to deploy their capital elsewhere. This has been particularly true in industries with recent high growth rates
such as the construction industry. However, some of our customers may have liquidity issues and ultimately may
not be able to fulfill the terms of their rental agreements with us. If we are unable to manage credit risk issues
adequately, or if a large number of customers have financial difficulties at the same time, our credit losses could
increase above historical levels and our operating results would be adversely affected. Further, delinquencies and
credit losses generally would be expected to increase if there was a worsening of economic conditions.
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If we are unable to obtain additional capital as required, we may be unable to fund the capital outlays
required for the success of our business.
If the cash that we generate from our business, together with cash that we may borrow under the ABL facility
and accounts receivable securitization facility, is not sufficient to fund our capital requirements, we will require
additional debt and/ or equity financing. However, we may not succeed in obtaining the requisite additional
financing or such financing may include terms that are not satisfactory to us. We may not be able to obtain
additional debt financing as a result of prevailing interest rates or other factors, including the presence of covenants
or other restrictions under the ABL facility and/or other agreements governing our debt. In the event we seek to
obtain equity financing, our stockholders may experience dilution as a result of the issuance of additional equity
securities. This dilution may be significant depending upon the amount of equity securities that we issue and the
prices at which we issue such securities. If we are unable to obtain sufficient additional capital in the future, we may
be unable to fund the capital outlays required for the success of our business, including those relating to purchasing
equipment, growth plans and refinancing existing indebtedness.
If we determine that our goodwill has become impaired, we may incur impairment charges, which would
negatively impact our operating results.
At December 31, 2019, we had $5.2 billion of goodwill on our consolidated balance sheet. Goodwill represents
the excess of cost over the fair value of net assets acquired in business combinations. We assess potential
impairment of our goodwill at least annually. Impairment may result from significant changes in the manner of use
of the acquired assets, negative industry or economic trends and/or significant underperformance relative to historic
or projected operating results. For a discussion of our goodwill impairment testing, see “Critical Accounting
Policies-Evaluation of Goodwill Impairment” in Part II, Item 7-Management’s Discussion and Analysis of Financial
Condition and Results of Operations.
Trends in oil and natural gas prices could adversely affect the level of exploration, development and
production activity of certain of our customers and the demand for our services and products.
Demand for our services and products is sensitive to the level of exploration, development and production
activity of, and the corresponding capital spending by, oil and natural gas companies, including national oil
companies, regional exploration and production providers, and related service providers. The level of exploration,
development and production activity is directly affected by trends in oil and natural gas prices, which historically
have been volatile and are likely to continue to be volatile.
Prices for oil and natural gas are subject to large fluctuations in response to relatively minor changes in the
supply of and demand for oil and natural gas, market uncertainty, and a variety of other economic factors that are
beyond our control. Any prolonged reduction in oil and natural gas prices will depress the immediate levels of
exploration, development and production activity, which could have an adverse effect on our business, results of
operations and financial condition. Even the perception of longer-term lower oil and natural gas prices by oil and
natural gas companies and related service providers can similarly reduce or defer major expenditures by these
companies and service providers given the long-term nature of many large-scale development projects. Factors
affecting the prices of oil and natural gas include:
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the level of supply and demand for oil and natural gas;
governmental regulations,
exploration for, and production and development of, oil and natural gas reserves;
including the policies of governments regarding climate change and the
• weather conditions and natural disasters;
• worldwide political, military and economic conditions;
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the level of oil production by non-OPEC countries and the available excess production capacity within
OPEC;
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oil refining capacity and shifts in end-customer preferences toward fuel efficiency and the use of natural
gas;
the cost of producing and delivering oil and natural gas; and
potential acceleration of the development of alternative fuels.
We have a holding company structure and depend in part on distributions from our subsidiaries to pay
amounts due on our indebtedness. Certain provisions of law or contractual restrictions could limit
distributions from our subsidiaries.
We derive substantially all of our operating income from, and hold substantially all of our assets through, our
subsidiaries. The effect of this structure is that we depend in part on the earnings of our subsidiaries, and the
payment or other distribution to us of these earnings, to meet our obligations under our outstanding debt. Provisions
of law, such as those requiring that dividends be paid only from surplus, could limit the ability of our subsidiaries to
make payments or other distributions to us. Furthermore, these subsidiaries could in certain circumstances agree to
contractual restrictions on their ability to make distributions. Distributions from our subsidiaries may also be limited
by restrictive covenants in our debt agreements.
We are exposed to a variety of claims relating to our business, and our insurance may not fully cover them.
We are in the ordinary course exposed to a variety of claims relating to our business. These claims include
those relating to (i) personal injury or property damage involving equipment rented or sold by us, (ii) motor vehicle
accidents involving our vehicles and our employees and (iii) employment-related claims. Currently, we carry a
broad range of insurance for the protection of our assets and operations. However, such insurance may not fully
cover these claims for a number of reasons, including:
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our insurance policies, reflecting a program structure that we believe reflects market conditions for
companies our size, are often subject to significant deductibles or self-insured retentions;
our director and officer liability insurance policy has no deductible for individual non-indemnifiable loss,
but is subject to a deductible for company reimbursement coverage;
• we do not currently maintain Company-wide stand-alone coverage for environmental liability (other than
legally required coverage), since we believe the cost for such coverage is high relative to the benefit it
provides; and
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certain types of claims, such as claims for punitive damages or for damages arising from intentional
misconduct, which are often alleged in third party lawsuits, might not be covered by our insurance.
We establish and semi-annually evaluate our loss reserves to address casualty claims, or portions thereof, not
covered by our insurance policies. To the extent that we are subject to a higher frequency of claims, are subject to
more serious claims or insurance coverage is not available, we could have to significantly increase our reserves, and
our liquidity and operating results could be materially and adversely affected. It is also possible that some or all of
the insurance that is currently available to us will not be available in the future on economically reasonable terms or
at all.
Our charter provisions, as well as other factors, may affect the likelihood of a takeover or change of control
of the Company.
Although our Board elected not to extend our stockholders’ rights plan upon its expiration in September 2011,
we still have in place certain charter provisions, such as the inability for stockholders to act by written consent, that
may have the effect of deterring hostile takeovers or delaying or preventing changes in control or management of
the Company that are not approved by our Board, including transactions in which our stockholders might otherwise
receive a premium for their shares over then-current market prices. We are also subject to Section 203 of the
Delaware General Corporation Law which, under certain circumstances, restricts the ability of a publicly held
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Delaware corporation to engage in a business combination, such as a merger or sale of assets, with any stockholder
that, together with affiliates, owns 15 percent or more of the corporation’s outstanding voting stock, which similarly
could prohibit or delay the accomplishment of a change of control transaction. In addition, under each of the ABL
facility and the term loan facility, a change of control (as defined in the applicable credit agreement) constitutes an
event of default, entitling our lenders to terminate the ABL facility or the term loan facility, as applicable, and
require us to repay outstanding borrowings. A change of control (as defined in the applicable agreement) is also a
termination event under our accounts receivable securitization facility and generally would require us to offer to
repurchase our outstanding senior notes. As a result, the provisions of the agreements governing our debt also may
affect the likelihood of a takeover or other change of control.
Turnover of members of our management and our ability to attract and retain key personnel may adversely
affect our ability to efficiently manage our business and execute our strategy.
Our success is dependent, in part, on the experience and skills of our management team, and competition in our
industry and the business world for top management talent is generally significant. Although we believe we
generally have competitive pay packages, we can provide no assurance that our efforts to attract and retain our
senior management staff will be successful. Moreover, given the volatility in our stock price, it may be more
difficult and expensive to recruit and retain employees, particularly senior management, through grants of stock or
stock options. This, in turn, could place greater pressure on the Company to increase the cash component of its
compensation packages, which may adversely affect our operating results. If we are unable to fill and keep filled all
of our senior management positions, or if we lose the services of any key member of our senior management team
and are unable to find a suitable replacement in a timely fashion, we may be challenged to effectively manage our
business and execute our strategy.
Our operational and cost reduction strategies may not generate the improvements and efficiencies we expect.
We have been pursuing a strategy of optimizing our field operations in order to improve sales force
effectiveness, and to focus our sales force’s efforts on increasing revenues from our national account and other large
customers. We are also continuing to pursue our overall cost reduction program, which resulted in substantial cost
savings in the past. The extent to which these strategies will achieve our desired efficiencies and goals in 2020 and
beyond is uncertain, as their success depends on a number of factors, some of which are beyond our control. Even if
we carry out these strategies in the manner we currently expect, we may not achieve the efficiencies or savings we
anticipate, or on the timetable we anticipate, and there may be unforeseen productivity, revenue or other
consequences resulting from our strategies that may adversely affect us. Therefore, there can be no guarantee that
our strategies will prove effective in achieving the desired level of profitability, margins or returns to stockholders.
We are dependent on our relationships with key suppliers to obtain equipment and other supplies for our
business on acceptable terms.
We have achieved significant cost savings through our centralization of equipment and non-equipment
purchases. However, as a result, we depend on and are exposed to the credit risk of a group of key suppliers. While
to evaluate our counterparties prior to entering into long-term and other significant
we make every effort
procurement contracts, we cannot predict the impact on our suppliers of the current economic environment and
other developments in their respective businesses. Insolvency, financial difficulties or other factors may result in our
suppliers not being able to fulfill the terms of their agreements with us. Further, such factors may render suppliers
unwilling to extend contracts that provide favorable terms to us, or may force them to seek to renegotiate existing
contracts with us. Although we believe we have alternative sources of supply for the equipment and other supplies
used in our business, termination of our relationship with any of our key suppliers could have a material adverse
effect on our business, financial condition or results of operations in the unlikely event that we were unable to
obtain adequate equipment or supplies from other sources in a timely manner or at all.
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If our rental fleet ages, our operating costs may increase, we may be unable to pass along such costs, and our
earnings may decrease. The costs of new equipment we use in our fleet may increase, requiring us to spend
more for replacement equipment or preventing us from procuring equipment on a timely basis.
If our rental equipment ages, the costs of maintaining such equipment, if not replaced within a certain period of
time, will likely increase. The costs of maintenance may materially increase in the future and could lead to material
adverse effects on our results of operations.
The cost of new equipment for use in our rental fleet could also increase due to increased material costs for our
suppliers (including tariffs on raw materials) or other factors beyond our control. Such increases could materially
adversely impact our financial condition and results of operations in future periods. Furthermore, changes in
customer demand could cause certain of our existing equipment to become obsolete and require us to purchase new
equipment at increased costs.
Our industry is highly competitive, and competitive pressures could lead to a decrease in our market share or
in the prices that we can charge.
The equipment rental
industry is highly fragmented and competitive. Our competitors include small,
independent businesses with one or two rental locations, regional competitors that operate in one or more states,
public companies or divisions of public companies, and equipment vendors and dealers who both sell and rent
equipment directly to customers. We may in the future encounter increased competition from our existing
competitors or from new competitors. Competitive pressures could adversely affect our revenues and operating
results by, among other things, decreasing our rental volumes, depressing the prices that we can charge or increasing
our costs to retain employees.
Disruptions in our information technology systems or a compromise of security with respect to our systems
could adversely affect our operating results by limiting our ability to effectively monitor and control our
operations, adjust to changing market conditions, implement strategic initiatives or support our online
ordering system.
We rely on our information technology systems to be able to monitor and control our operations, adjust to
changing market conditions, implement strategic initiatives and support our online ordering system. Any disruptions
in these systems or the failure of these systems to operate as expected could, depending on the nature and magnitude
of the problem, adversely affect our operating results by limiting our ability to effectively monitor and control our
operations, adjust to changing market conditions, implement strategic initiatives and service online orders. In
addition, the security measures we employ to protect our systems may not detect or prevent all attempts to hack our
systems, denial-of-service attacks, viruses, malicious software, employee error or malfeasance, phishing attacks,
security breaches, disruptions during the process of upgrading or replacing computer software or hardware or
integrating systems of acquired businesses or other attacks and similar disruptions that may jeopardize the security
of information stored in or transmitted by the sites, networks and systems that we otherwise maintain, which include
cloud-based networks and data center storage.
We have, from time to time, experienced threats to our data and systems, including malware and computer
virus attacks. We are continuously developing and enhancing our controls, processes, and practices designed to
protect our systems, computers, software, data, and networks from attack, damage, or unauthorized access. This
continued development and enhancement requires us to expend additional resources. However, we may not
anticipate or combat all types of future attacks until after they have been launched. If any of these breaches of
security occur or are anticipated in the future, we could be required to expend additional capital and other resources,
including costs to deploy additional personnel and protection technologies, train employees and engage third-party
experts and consultants. In addition, because our systems sometimes contain information about individuals and
businesses, our failure to appropriately maintain the security of the data we hold, whether as a result of our own
error or the malfeasance or errors of others, could lead to disruptions in our online ordering system or other data
systems, unauthorized release of confidential or otherwise protected information or corruption of data. Our failure to
20
appropriately maintain the security of the data we hold could also violate applicable privacy, data security and other
laws and subject us to lawsuits, fines and other means of regulatory enforcement. For example, the General Data
Protection Regulation (Regulation (EU) 2016/679) (the “GDPR”), which took full effect on May 25, 2018, has
caused European Union (“EU”) data protection requirements to be more stringent and provides for greater penalties.
Non-compliance with the GDPR can trigger fines of up to €20 million or 4 percent of annual worldwide revenue,
whichever is higher. Such failures could lead to lower revenues, increased costs and other material adverse effects
on our results of operations. In addition, the requirements of the GDPR may necessitate changes to our existing
business practices in order to comply with the GDPR or to address the concerns of our customers or business
partners relating to the GDPR. Complying with any new regulatory requirements could force us to incur substantial
expenses or require us to change our business practices in a manner that could harm our business. Further, any
compromise or breach of our systems could result in adverse publicity, harm our reputation, lead to claims against
us and affect our relationships with our customers and employees, any of which could have a material adverse effect
on our business. Certain of our software applications are also utilized by third parties who provide outsourced
administrative functions, which may increase the risk of a cybersecurity incident. Although we maintain insurance
coverage for various cybersecurity risks, there can be no guarantee that all costs or losses incurred will be fully
insured.
We are subject to numerous environmental and safety regulations. If we are required to incur compliance or
remediation costs that are not currently anticipated, our liquidity and operating results could be materially
and adversely affected.
Our operations are subject
to numerous laws and regulations governing environmental protection and
occupational health and safety matters. These laws regulate issues such as wastewater, stormwater, solid and
hazardous waste and materials, and air quality. Under these laws, we may be liable for, among other things, (i) the
costs of investigating and remediating any contamination at our sites as well as sites to which we send hazardous
waste for disposal or treatment, regardless of fault, and (ii) fines and penalties for non-compliance. While our
operations generally do not raise significant environmental risks, we use hazardous materials to clean and maintain
equipment, dispose of solid and hazardous waste and wastewater from equipment washing, and store and dispense
petroleum products from above-ground storage tanks located at certain of our locations.
We cannot be certain as to the potential financial impact on our business if new adverse environmental
conditions are discovered. If we are required to incur environmental compliance or remediation costs that are not
currently anticipated, our liquidity and operating results could be materially and adversely affected, depending on
the magnitude of such costs. In addition, as environmental and safety regulations have tended to become stricter, we
could incur additional costs in complying with requirements that are promulgated in the future. These include
climate change regulation, which could materially affect our operating results through increased compliance costs.
We have operations throughout the United States, which exposes us to multiple state and local regulations, in
addition to federal law and requirements as a government contractor. Changes in applicable law, regulations
or requirements, or our material failure to comply with any of them, can increase our costs and have other
negative impacts on our business.
Our 1,024 branch locations in the United States are located in 49 states, and Puerto Rico, which exposes us to a
host of different state and local regulations, in addition to federal law and regulatory and contractual requirements
we face as a government contractor. These laws and requirements address multiple aspects of our operations, such
as worker safety, consumer rights, privacy, employee benefits and more, and there are often different requirements
in different jurisdictions. Changes in these requirements, or any material failure by our branches to comply with
them, can increase our costs, affect our reputation, limit our business, drain management time and attention and
otherwise impact our operations in adverse ways.
21
Our collective bargaining agreements and our relationship with our union-represented employees could
disrupt our ability to serve our customers, lead to higher labor costs or the payment of withdrawal liability.
We currently have approximately 1,350 employees who are represented by unions and covered by collective
bargaining agreements and approximately 17,750 employees who are not represented by unions. Various unions
occasionally seek to organize certain of our nonunion employees. Union organizing efforts or collective bargaining
negotiations could potentially lead to work stoppages and/or slowdowns or strikes by certain of our employees,
which could adversely affect our ability to serve our customers. Further, settlement of actual or threatened labor
disputes or an increase in the number of our employees covered by collective bargaining agreements can have
unknown effects on our labor costs, productivity and flexibility.
Under the collective bargaining agreements that we have signed, we are obligated to contribute to several
multiemployer pension plans on behalf of some of our unionized employees. A multiemployer pension plan is a plan
that covers the union-represented workers of various unrelated companies. Under the Employee Retirement Income
Security Act, a contributing employer to an underfunded multiemployer plan is liable, generally upon withdrawal
from a plan, for its proportionate share of the plan’s unfunded vested liability. We currently have no intention of
withdrawing from any multiemployer plan. However, there can be no assurance that we will not withdraw from one
or more multiemployer plans in the future and be required to pay material amounts of withdrawal liability if one or
more of those plans are underfunded at the time of withdrawal.
Fluctuations in fuel costs or reduced supplies of fuel could harm our business.
We believe that one of our competitive advantages is the mobility of our fleet. Accordingly, our business could
be adversely affected by limitations on fuel supplies or significant increases in fuel prices that result in higher costs
to us for transporting equipment from one branch to another branch. Although we have used, and may continue to
use, futures contracts to hedge against fluctuations in fuel prices, a significant or protracted price fluctuation or
disruption of fuel supplies could have a material adverse effect on our financial condition and results of operations.
Our rental fleet is subject to residual value risk upon disposition, and may not sell at the prices or in the
quantities we expect.
The market value of any given piece of rental equipment could be less than its depreciated value at the time it
is sold. The market value of used rental equipment depends on several factors, including:
•
the market price for new equipment of a like kind;
• wear and tear on the equipment relative to its age and the performance of preventive maintenance;
•
•
•
•
the time of year that it is sold;
the supply of used equipment on the market;
the existence and capacities of different sales outlets;
the age of the equipment at the time it is sold;
• worldwide and domestic demand for used equipment; and
•
general economic conditions.
We include in income from operations the difference between the sales price and the depreciated value of an
item of equipment sold. Changes in our assumptions regarding depreciation could change our depreciation expense,
as well as the gain or loss realized upon disposal of equipment. Sales of our used rental equipment at prices that fall
significantly below our projections and/or in lesser quantities than we anticipate will have a negative impact on our
results of operations and cash flows.
22
We have operations outside the United States, including in Europe. As a result, we may incur losses from the
impact of foreign currency fluctuations and have higher costs than we otherwise would have due to the need
to comply with foreign laws.
Our operations in Canada and Europe are subject to the risks normally associated with international operations.
These include (i) the need to convert currencies, which could result in a gain or loss depending on fluctuations in
exchange rates and (ii) the need to comply with foreign laws and regulations, as well as U.S. laws and regulations
applicable to our operations in foreign jurisdictions. See Item 7A—Quantitative and Qualitative Disclosures About
Market Risk for additional information related to currency exchange risk.
In addition, on March 29, 2017, the United Kingdom (the “UK”) government triggered article 50 of the Treaty
on European Union (“Brexit”). This officially confirmed the UK’s intention to withdraw its membership from the
EU and the start of a two year negotiation process where the UK and the EU need to agree the terms of the
withdrawal and potentially give consideration to the future of the relationship between the parties. On November 14,
2018, the EU and the UK government agreed to the terms of a withdrawal agreement that required ratification by the
UK and the European Parliament ahead of the UK’s withdrawal on March 29, 2019. The deadline for UK’s
withdrawal has been subsequently extended to January 31, 2020; however it remains unclear whether the
withdrawal agreement, or any alternative agreement, will be finalized and ratified ahead of this revised deadline.
Uncertainty over whether the UK will ultimately withdraw from the EU, the timing for such withdrawal, as well as
the final outcome of the negotiations between the UK and the EU, could have an adverse effect on our business and
financial results. The long-term effects of Brexit will depend on the terms negotiated between the UK and the EU,
which may take years to complete and may include, among other things, greater restrictions on imports and exports
between the UK and EU countries, a fluctuation in currency exchange rates and additional regulatory complexity.
Our operations in the UK and Europe, as well as our North American operations, could be impacted by the global
economic uncertainty caused by Brexit or the actual withdrawal by the UK from the EU. If we are unable to manage
any of these risks effectively, our business could be adversely affected. Our operations in the EU represented an
immaterial part of our business as of December 31, 2019.
Item 1B. Unresolved Staff Comments
None.
23
Item 2.
Properties
As of January 1, 2020, we operated 1,175 rental locations. 1,024 of these locations are in the United States, 140
are in Canada and 11 are in Europe. The number of locations in each state, territory, province or country is shown in
the table below, as is the number of locations that are in our general rentals (GR) and trench, power and fluid
solutions (TPF) segments.
United States
• Alabama (GR 23, TPF 6)
• Maine (GR 4)
• Oklahoma (GR 25, TPF 4)
• Alaska (GR 2)
• Maryland (GR 13, TPF 7)
• Oregon (GR 10, TPF 4)
• Arizona (GR 14, TPF 5)
• Massachusetts (GR 14, TPF 4)
• Arkansas (GR 13, TPF 1)
• Michigan (GR 8, TPF 4)
•
•
Pennsylvania (GR 19, TPF 7)
Puerto Rico (GR 2)
• California (GR 79, TPF 32)
• Minnesota (GR 10, TPF 3)
• Rhode Island (GR 2, TPF 1)
• Colorado (GR 13, TPF 4)
• Mississippi (GR 13, TPF 2)
• Connecticut (GR 6, TPF 2)
• Missouri (GR 13, TPF 4)
• Delaware (GR 2, TPF 1)
• Montana (GR 1)
•
Florida (GR 42, TPF 24)
• Nebraska (GR 2, TPF 1)
•
•
•
•
South Carolina (GR 17, TPF 8)
South Dakota (GR 2)
Tennessee (GR 21, TPF 9)
Texas (GR 120, TPF 32)
• Georgia (GR 36, TPF 8)
• Nevada (GR 9, TPF 4)
• Utah (GR 3, TPF 3)
•
•
•
•
Idaho (GR 2)
• New Hampshire (GR 1, TPF 1)
• Vermont (GR 2)
Illinois (GR 14, TPF 8)
• New Jersey (GR 9, TPF 7)
• Virginia (GR 22, TPF 8)
Indiana (GR 6, TPF 1)
• New Mexico (GR 8, TPF 1)
• Washington (GR 20, TPF 7)
Iowa (GR 9, TPF 2)
• New York (GR 20, TPF 2)
• West Virginia (GR 5, TPF 1)
• Kansas (GR 12, TPF 2)
• North Carolina (GR 27, TPF 8)
• Wisconsin (GR 8, TPF 1)
• Kentucky (GR 10, TPF 1)
• North Dakota (GR 5)
• Wyoming (GR 4)
•
Louisiana (GR 34, TPF 13)
• Ohio (GR 17, TPF 8)
Canada
Europe
• Alberta (GR 27, TPF 9)
•
France (TPF 4)
• British Columbia (GR 23, TPF 5)
• Germany (TPF 4)
• Manitoba (GR 5)
• Netherlands (TPF 1)
• New Brunswick (GR 6, TPF 1)
• United Kingdom (TPF 2)
• Newfoundland (GR 6)
• Nova Scotia (GR 4, TPF 1)
• Ontario (GR 27, TPF 6)
•
Prince Edward Island (GR 1)
• Quebec (GR 7, TPF 3)
•
Saskatchewan (GR 7, TPF 2)
24
Our branch locations generally include facilities for displaying equipment and, depending on the location, may
include separate areas for equipment service, storage and displaying contractor supplies. We own 115 of our branch
locations and lease the other branch locations. We also lease or own other premises used for purposes such as
district and regional offices and service centers.
We have a fleet of approximately 12,500 vehicles. These vehicles are used for delivery, maintenance,
management and sales functions. Approximately 37 percent of this fleet is leased and the balance is owned.
Our corporate headquarters are located in Stamford, Connecticut, where we occupy approximately 47,000
square feet under a lease that expires in 2024. Additionally, we maintain other corporate facilities, including in
Shelton, Connecticut, where we occupy approximately 12,000 square feet under a lease that expires in 2021, and in
Scottsdale, Arizona, where we occupy approximately 20,000 square feet under a lease that expires in 2023. Further,
we maintain shared-service facilities in Tampa, Florida, where we occupy approximately 31,000 square feet under a
lease that expires in 2020 and in Charlotte, North Carolina, where we occupy approximately 55,000 square feet
under a lease that expires in 2020. We have additionally leased a new shared-service facility in Charlotte, North
Carolina, where we occupy approximately 100,000 square feet under a lease that expires in 2031, and this new
facility will consolidate the Tampa, Florida and Charlotte, North Carolina locations with leases expiring in 2020.
Item 3.
Legal Proceedings
A description of legal proceedings can be found in note 15 to our consolidated financial statements, included in
this report at Item 8—Financial Statements and Supplementary Data, and is incorporated by reference into this
Item 3.
Item 4.
(Removed and Reserved)
PART II
Item 5. Market For Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of
Equity Securities
Market Information
Holdings’ common stock trades on the New York Stock Exchange under the symbol “URI.” As of January 1,
2020, there were 66 holders of record of our common stock. The number of beneficial owners is substantially
greater than the number of record holders because a large portion of our common stock is held of record in broker
“street names.”
Purchases of Equity Securities by the Issuer
The following table provides information about acquisitions of Holdings’ common stock by Holdings during
the fourth quarter of 2019:
Period
Total Number of
Shares Purchased
Average Price
Paid Per Share
October 1, 2019 to October 31, 2019 . . . . . . . . . . . . . .
November 1, 2019 to November 30, 2019 . . . . . . . . . .
December 1, 2019 to December 31, 2019 . . . . . . . . . .
600,646 (1)
411,721 (1)
440,749 (1)
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1,453,116
$117.09
$151.40
$158.96
$139.51
25
Total Number of
Shares
Purchased as
Part of Publicly
Announced
Plans or
Programs (2)
597,993
408,120
429,193
1,435,306
(1)
In October 2019, November 2019 and December 2019, 2,653, 3,601 and 11,556 shares, respectively, were
withheld by Holdings to satisfy tax withholding obligations upon the vesting of restricted stock unit awards.
These shares were not acquired pursuant to any repurchase plan or program.
(2) On April 17, 2018, our Board authorized a $1.25 billion share repurchase program which commenced in July
2018. The program was completed in 2019, and there were no open share repurchase programs as of
December 31, 2019. In January 2020, our Board authorized a new $500 million share repurchase program,
which will commence in the first quarter of 2020 and which we intend to complete over twelve months.
Equity Compensation Plans
For information regarding equity compensation plans, see Item 12 of this annual report on Form 10-K.
26
Item 6.
Selected Financial Data
The following selected financial data reflects the results of operations and balance sheet data as of and for the
years ended December 31, 2015 to 2019. The following acquired companies are reflected in our results of
operations for all periods subsequent to the noted acquisition dates:
•
•
•
•
In April 2017, we completed the acquisition of NES Rentals Holdings II, Inc. (“NES”). NES had annual
revenues of approximately $369;
In October 2017, we completed the acquisition of Neff Corporation (“Neff”). Neff had annual revenues of
approximately $413;
In July 2018, we completed the acquisition of BakerCorp International Holdings, Inc. (“BakerCorp”).
BakerCorp had annual revenues of approximately $295; and
In October 2018, we completed the acquisition of Vander Holding Corporation and its subsidiaries
(“BlueLine”). BlueLine had annual revenues of approximately $786.
See note 4 to the consolidated financial statements for additional detail on the BakerCorp and BlueLine
acquisitions. The data below should be read in conjunction with, and is qualified by reference to, our Management’s
Discussion and Analysis and our consolidated financial statements and notes thereto contained elsewhere in this
report.
Income statement data:
Total revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total cost of revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Gross profit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Selling, general and administrative expenses . . . . . . . . . . . . . . . . . . . .
Merger related costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Restructuring charge . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Non-rental depreciation and amortization . . . . . . . . . . . . . . . . . . . . . .
Operating income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest expense, net
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other income, net
Income before provision (benefit) for income taxes . . . . . . . . . . . . . . .
Provision (benefit) for income taxes (1) . . . . . . . . . . . . . . . . . . . . . . . .
Net income (1)
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Basic earnings per share (1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Diluted earnings per share (1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Year Ended December 31,
2019
2018
2017
2016
2015
(in millions, except per share data)
$9,351
5,681
3,670
1,092
1
18
407
2,152
648
(10)
1,514
340
1,174
$15.18
$15.11
$8,047
4,683
3,364
1,038
36
31
308
1,951
481
(6)
1,476
380
1,096
$13.26
$13.12
$6,641
3,872
2,769
903
50
50
259
1,507
464
(5)
1,048
(298)
1,346
$15.91
$15.73
$5,762
3,359
2,403
719
—
14
255
1,415
511
(5)
909
343
566
$ 6.49
$ 6.45
$5,817
3,337
2,480
714
(26)
6
268
1,518
567
(12)
963
378
585
$ 6.14
$ 6.07
(1) 2017 includes the significant impact of the enactment of the Tax Cuts and Jobs Act (the “Tax Act”) discussed
further in note 14 to the consolidated financial statements. 2019 and 2018 reflect a lower effective tax rate than
the years prior to the enactment of the Tax Act. The Tax Act reduced the U.S. federal statutory tax rate from
35 percent to 21 percent.
Balance sheet data:
Total assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total debt
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Stockholders’ equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$18,970
11,428
3,830
$18,133
11,747
3,403
$15,030
9,440
3,106
$11,988
7,790
1,648
$12,083
8,162
1,476
December 31,
2019
2018
2017
2016
2015
(in millions)
27
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations (dollars
in millions, except per share data and unless otherwise indicated)
Executive Overview
We are the largest equipment rental company in the world, with an integrated network of 1,175 rental locations
in the U.S., Canada and Europe. As discussed in note 4 to the consolidated financial statements, in July 2018, we
completed the acquisition of BakerCorp, which allowed for our entry into select European markets. Although the
equipment rental industry is highly fragmented and diverse, we believe that we are well positioned to take advantage
of this environment because, as a larger company, we have more extensive resources and certain competitive
advantages. These include a fleet of rental equipment with a total original equipment cost (“OEC”) of $14.6 billion,
and a North American branch network that operates in 49 U.S. states and every Canadian province, and serves 99 of
the 100 largest metropolitan areas in the U.S. The BakerCorp acquisition discussed above added 11 European
locations in France, Germany, the United Kingdom and the Netherlands to our branch network. Our size also gives
us greater purchasing power, the ability to provide customers with a broader range of equipment and services, the
ability to provide customers with equipment
is more consistently well-maintained and therefore more
productive and reliable, and the ability to enhance the earning potential of our assets by transferring equipment
among branches to satisfy customer needs.
that
We offer approximately 4,000 classes of equipment for rent
includes
construction and industrial companies, manufacturers, utilities, municipalities, homeowners and government
entities. Our revenues are derived from the following sources: equipment rentals, sales of rental equipment, sales of
new equipment, contractor supplies sales and service and other revenues. In 2019, equipment rental revenues
represented 85 percent of our total revenues.
to a diverse customer base that
For the past several years, we have executed a strategy focused on improving the profitability of our core
equipment rental business through revenue growth, margin expansion and operational efficiencies. In particular, we
have focused on customer segmentation, customer service differentiation, rate management, fleet management and
operational efficiency.
In 2020, we expect to continue our disciplined focus on increasing our profitability and return on invested
capital. In particular, our strategy calls for:
•
•
•
•
•
A consistently superior standard of service to customers, often provided through a single point of contact;
The further optimization of our customer mix and fleet mix, with a dual objective: to enhance our
performance in serving our current customer base, and to focus on the accounts and customer types that are
best suited to our strategy for profitable growth. We believe these efforts will lead to even better service of
our target accounts, primarily large construction and industrial customers, as well as select
local
contractors. Our fleet team’s analyses are aligned with these objectives to identify trends in equipment
categories and define action plans that can generate improved returns;
A continued focus on “Lean” management techniques, including kaizen processes focused on continuous
improvement. We continue to implement Lean kaizen processes across our branch network, with the
objectives of: reducing the cycle time associated with renting our equipment to customers; improving
invoice accuracy and service quality; reducing the elapsed time for equipment pickup and delivery; and
improving the effectiveness and efficiency of our repair and maintenance operations;
A continued focus on Project XL, which is a set of eight specific work streams focused on driving
profitable growth through revenue opportunities and generating incremental profitability through cost
savings across our business;
The continued expansion of our trench, power and fluid solutions footprint, as well as our tools and onsite
services offerings, and the cross-selling of these services throughout our network, as exhibited by our
recent acquisition of BakerCorp discussed above. We plan to open at least 25 specialty rental branches/tool
hubs/onsite services locations in 2020 and continue to invest in specialty rental fleet to further position
28
United Rentals as a single source provider of total jobsite solutions through our extensive product and
service resources and technology offerings; and
•
The pursuit of strategic acquisitions to continue to expand our core equipment rental business, as exhibited
by our recently completed acquisitions of NES, Neff and BlueLine (which is discussed further in note 4 to
the consolidated financial statements). Strategic acquisitions allow us to invest our capital to expand our
business, further driving our ability to accomplish our strategic goals.
In 2020, based on our analyses of industry forecasts and macroeconomic indicators, we expect that the majority
of our end markets will continue to experience solid demand for equipment rental services. Specifically, we expect
that North American industry equipment rental revenue will increase approximately 3 percent, with similar growth
expected in the U.S. and Canada.
As discussed below, fleet productivity is a comprehensive metric that reflects the combined impact of changes
in rental rates, time utilization, and mix that contribute to the variance in owned equipment rental revenue. The pro
forma metrics below include the standalone, pre-acquisition results of BakerCorp and BlueLine. For the full year
2019:
•
Equipment rentals increased 14.8 percent and 4.1 percent year-over-year, on an actual and a pro forma
basis, respectively;
• Average OEC increased 17.7 percent and 4.9 percent year-over-year, on an actual and a pro forma basis,
respectively;
•
•
•
Fleet productivity decreased 2.2 percent primarily due to the impact of the BakerCorp and BlueLine
acquisitions. On a pro forma basis, fleet productivity increased 0.6 percent;
72 percent of equipment rental revenue was derived from key accounts, as compared to 71 percent in 2018.
Key accounts are each managed by a single point of contact to enhance customer service; and
The number of rental locations in our higher margin trench, power and fluid solutions (also referred to as
“specialty”) segment increased by 27 year-over-year primarily due to acquisitions and cold starts.
Financial Overview
In 2019, we took the following actions to improve our financial flexibility and liquidity, and to position us to
invest the necessary capital in our business:
•
•
Issued $750 principal amount of 5 1/4 percent Senior Notes due 2030;
Issued $750 principal amount of 3 7/8 percent Senior Secured Notes due 2027;
• Redeemed all $850 principal amount of our 5 3/4 percent Senior Notes;
• Redeemed all $1.0 billion principal amount of our 4 5/8 percent Senior Secured Notes;
• Amended and extended our ABL facility, including an increase in the facility size from $3.0 billion to
$3.75 billion; and
• Amended and extended our accounts receivable securitization facility.
As of December 31, 2019, we had available liquidity of $2.143 billion, including cash and cash equivalents of
$52.
Net income. Net income and diluted earnings per share for each of the three years in the period ended
December 31, 2019 are presented below. Net
income and diluted earnings per share for the year ended
December 31, 2017 include a substantial benefit associated with the enactment of the Tax Cuts and Jobs Act (the
“Tax Act”). The enactment of the Tax Act resulted in an estimated net income increase for the year ended
December 31, 2017 of $689, or $8.05 per diluted share, primarily due to a one-time revaluation of our net deferred
tax liability based on a U.S. federal tax rate of 21 percent, which was partially offset by the impact of a one-time
transition tax on our unremitted foreign earnings and profits, which we elected to pay over an eight-year period. The
29
Tax Act reduced the U.S. federal statutory tax rate from 35 percent to 21 percent, and 2019 and 2018 reflect the
lower tax rate. The Tax Act is discussed further in note 14 to the consolidated financial statements.
Year Ended December 31,
2019
2018
2017
Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Diluted earnings per share . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$1,174
$15.11
$1,096
$13.12
$1,346
$15.73
Net income and diluted earnings per share for each of the three years in the period ended December 31, 2019
include the after-tax impacts of the items below. The tax rates applied to the items below reflect the statutory rates
in the applicable entity. The reduced tax rates for 2019 and 2018 reflect the enactment of the Tax Act.
Tax rate applied to items
below . . . . . . . . . . . . . . . . .
25.3%
25.5%
38.5%
2019
2018
2017
Year Ended December 31,
Merger related costs (1) . . . . .
Merger related intangible asset
. . . . . . . . .
Impact on depreciation related
amortization (2)
to acquired fleet and
property and
equipment (3) . . . . . . . . . . .
Impact of the fair value
mark-up of acquired
fleet (4) . . . . . . . . . . . . . . . .
Restructuring charge (5) . . . . .
Asset impairment
charge (6) . . . . . . . . . . . . . .
Loss on extinguishment of
debt securities and
amendment of ABL
facility . . . . . . . . . . . . . . . . .
Contribution to
net income
(after-tax)
Impact on
diluted earnings
per share
Contribution to
net income
(after-tax)
Impact on
diluted earnings
per share
Contribution to
net income
(after-tax)
Impact on
diluted earnings
per share
$
(1)
(194)
$(0.01)
(2.48)
$ (27)
(147)
$(0.32)
$ (31)
$(0.36)
(1.76)
(99)
(1.15)
(0.39)
(16)
(0.19)
(5)
(0.05)
(30)
(56)
(14)
(4)
(0.72)
(0.18)
(0.05)
(49)
(23)
—
(45)
(0.58)
—
(0.59)
(0.28)
—
—
(50)
(31)
(1)
(0.59)
(0.36)
(0.01)
(33)
(0.39)
(1) This reflects transaction costs associated with the NES and Neff acquisitions that were completed in 2017, and
the BakerCorp and BlueLine acquisitions discussed in note 4 to the consolidated financial statements. Merger
related costs only include costs associated with major acquisitions that significantly impact our operations. For
additional information, see “Results of Operations-Other costs/(income)-merger related costs” below.
(2) This reflects the amortization of the intangible assets acquired in the RSC, National Pump, NES, Neff,
BakerCorp and BlueLine acquisitions.
(3) This reflects the impact of extending the useful lives of equipment acquired in the RSC, NES, Neff, BakerCorp
and BlueLine acquisitions, net of the impact of additional depreciation associated with the fair value mark-up
of such equipment.
(4) This reflects additional costs recorded in cost of rental equipment sales associated with the fair value mark-up
of rental equipment acquired in the RSC, NES, Neff and BlueLine acquisitions that was subsequently sold.
(5) As discussed in note 6 to our consolidated financial statements, this primarily reflects severance costs and
branch closure charges associated with our restructuring programs.
(6) This reflects write-offs of leasehold improvements and other fixed assets.
EBITDA GAAP Reconciliations. EBITDA represents the sum of net income, provision (benefit) for income
taxes, interest expense, net, depreciation of rental equipment and non-rental depreciation and amortization. Adjusted
EBITDA represents EBITDA plus the sum of the merger related costs, restructuring charge, stock compensation
expense, net, and the impact of the fair value mark-up of acquired fleet. These items are excluded from adjusted
30
EBITDA internally when evaluating our operating performance and for strategic planning and forecasting purposes,
and allow investors to make a more meaningful comparison between our core business operating results over
different periods of time, as well as with those of other similar companies. The EBITDA and adjusted EBITDA
margins represent EBITDA or adjusted EBITDA divided by total revenue. Management believes that EBITDA and
adjusted EBITDA, when viewed with the Company’s results under U.S. generally accepted accounting principles
(“GAAP”) and the accompanying reconciliations, provide useful information about operating performance and
period-over-period growth, and provide additional
for evaluating the operating
performance of our core business without regard to potential distortions. Additionally, management believes that
EBITDA and adjusted EBITDA help investors gain an understanding of the factors and trends affecting our ongoing
cash earnings, from which capital investments are made and debt is serviced. However, EBITDA and adjusted
EBITDA are not measures of financial performance or liquidity under GAAP and, accordingly, should not be
considered as alternatives to net
income or cash flow from operating activities as indicators of operating
performance or liquidity.
information that
is useful
The table below provides a reconciliation between net income and EBITDA and adjusted EBITDA:
Year Ended December 31,
2019
2018
2017
Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Provision (benefit) for income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest expense, net
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Depreciation of rental equipment
Non-rental depreciation and amortization . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$1,174
340
648
1,631
407
$1,096
380
481
1,363
308
$1,346
(298)
464
1,124
259
EBITDA . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
4,200
3,628
2,895
Merger related costs (1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Restructuring charge (2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Stock compensation expense, net (3)
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Impact of the fair value mark-up of acquired fleet (4) . . . . . . . . . . . . . . . . . . . . . . . . .
1
18
61
75
36
31
102
66
50
50
87
82
Adjusted EBITDA . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$4,355
$3,863
$3,164
31
The table below provides a reconciliation between net cash provided by operating activities and EBITDA and
adjusted EBITDA:
Net cash provided by operating activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Adjustments for items included in net cash provided by operating activities but excluded
from the calculation of EBITDA:
Year Ended December 31,
2019
2018
2017
$3,024
$2,853
$2,209
Amortization of deferred financing costs and original issue discounts . . . . . . . . . . . . . . .
Gain on sales of rental equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Gain on sales of non-rental equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Gain on insurance proceeds from damaged equipment
. . . . . . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Merger related costs (1)
Restructuring charge (2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Stock compensation expense, net (3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Loss on extinguishment of debt securities and amendment of ABL facility . . . . . . . . . . .
Changes in assets and liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cash paid for interest
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cash paid for income taxes, net
(12)
278
6
22
(36)
(31)
(102)
(15)
313
6
24
(1)
(18)
(61)
(61) —
124
170
455
581
71
238
(9)
220
4
21
(50)
(50)
(87)
(54)
129
357
205
EBITDA . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
4,200
3,628
2,895
Add back:
Merger related costs (1)
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Restructuring charge (2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Stock compensation expense, net (3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Impact of the fair value mark-up of acquired fleet (4) . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1
18
61
75
36
31
102
66
50
50
87
82
Adjusted EBITDA . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$4,355
$3,863
$3,164
(1) This reflects transaction costs associated with the NES and Neff acquisitions that were completed in 2017, and
the BakerCorp and BlueLine acquisitions discussed in note 4 to the consolidated financial statements. Merger
related costs only include costs associated with major acquisitions that significantly impact our operations. For
additional information, see “Results of Operations-Other costs/(income)-merger related costs” below.
(2) As discussed in note 6 to our consolidated financial statements, this primarily reflects severance costs and
branch closure charges associated with our restructuring programs.
(3) Represents non-cash, share-based payments associated with the granting of equity instruments.
(4) This reflects additional costs recorded in cost of rental equipment sales associated with the fair value mark-up
of rental equipment acquired in the RSC, NES, Neff and BlueLine acquisitions that was subsequently sold.
For the year ended December 31, 2019, EBITDA increased $572, or 15.8 percent, and adjusted EBITDA
increased $492, or 12.7 percent. For the year ended December 31, 2019, EBITDA margin decreased 20 basis points
to 44.9 percent, and adjusted EBITDA margin decreased 140 basis points to 46.6 percent. As discussed above, we
completed the acquisitions of BakerCorp and BlueLine in July 2018 and October 2018, respectively, and the
EBITDA and adjusted EBITDA increases for 2019 include the impact of these acquisitions. The decrease in the
adjusted EBITDA margin primarily reflects the impact of the BakerCorp and BlueLine acquisitions.
For the year ended December 31, 2018, EBITDA increased $733, or 25.3 percent, and adjusted EBITDA
increased $699, or 22.1 percent. For the year ended December 31, 2018, EBITDA margin increased 150 basis points
to 45.1 percent, and adjusted EBITDA margin increased 40 basis points to 48.0 percent. As discussed above, we
completed the acquisitions of NES, Neff, BakerCorp and BlueLine in April 2017, October 2017, July 2018 and
October 2018, respectively, and EBITDA and adjusted EBITDA for 2018 include the impact of these acquisitions.
The increase in the EBITDA margin primarily reflects i) a decrease in selling, general and administrative (“SG&A”)
expense as a percentage of revenue primarily due to a reduction in salaries and bonuses as a percentage of revenue
and ii) reduced merger related costs and restructuring charges. The increase in the adjusted EBITDA margin
32
primarily reflects a decrease in SG&A expense as a percentage of revenue primarily due to a reduction in salaries
and bonuses as a percentage of revenue.
Revenues. Revenues for each of the three years in the period ended December 31, 2019 were as follows:
Year Ended December 31,
Change
2019
2018
2017
2019
2018
Equipment rentals* . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Sales of rental equipment
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Sales of new equipment
Contractor supplies sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Service and other revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$7,964
831
268
104
184
$6,940
664
208
91
144
$5,715
550
178
80
118
14.8% 21.4%
25.2% 20.7%
28.8% 16.9%
14.3% 13.8%
27.8% 22.0%
Total revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$9,351
$8,047
$6,641
16.2% 21.2%
*Equipment rentals variance components:
Year-over-year change in average OEC . . . . . . . . . . . . . . . . . . . . . . . . . .
Assumed year-over-year inflation impact (1) . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fleet productivity (2)
Contribution from ancillary and re-rent revenue (3) . . . . . . . . . . . . . . . . .
Total change in equipment rentals . . . . . . . . . . . . . . . . . . . . . . . . . . . .
*Pro forma equipment rentals variance components (4):
Year-over-year change in average OEC . . . . . . . . . . . . . . . . . . . . . . . . . .
Assumed year-over-year inflation impact (1) . . . . . . . . . . . . . . . . . . . . . .
Fleet productivity (2)
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Contribution from ancillary and re-rent revenue (3) . . . . . . . . . . . . . . . . .
Total change in equipment rentals . . . . . . . . . . . . . . . . . . . . . . . . . . . .
17.7% 20.3%
(1.5)% (1.5)%
(2.2)% 1.9%
0.8% 0.7%
14.8% 21.4%
4.9% 6.6%
(1.5)% (1.5)%
0.6% 5.0%
0.1% 0.4%
4.1% 10.5%
(1) Reflects the estimated impact of inflation on the revenue productivity of fleet based on OEC, which is recorded
at cost.
(2) Reflects the combined impact of changes in rental rates, time utilization, and mix that contribute to the variance
in owned equipment rental revenue. See note 3 to the consolidated financial statements for a discussion of the
different types of equipment rentals revenue. Rental rate changes are calculated based on the year-over-year
variance in average contract rates, weighted by the prior period revenue mix. Time utilization is calculated by
dividing the amount of time an asset is on rent by the amount of time the asset has been owned during the year.
Mix includes the impact of changes in customer, fleet, geographic and segment mix.
(3) Reflects the combined impact of changes in the other types of equipment rentals revenue (see note 3 for further
detail), excluding owned equipment rental revenue.
(4) As discussed in note 4 to the consolidated financial statements, we completed the acquisitions of BakerCorp
and BlueLine in July 2018 and October 2018, respectively. Additionally, we completed the acquisition of NES
and Neff in April 2017 and October 2017, respectively. The pro forma information includes the standalone,
pre-acquisition results of NES, Neff, BakerCorp and BlueLine.
Equipment rentals include our revenues from renting equipment, as well as revenue related to the fees we
charge customers: for equipment delivery and pick-up; to protect the customer against liability for damage to our
equipment while on rent; for fuel; and for environmental costs. Collectively, these “ancillary fees” represented
approximately 13 percent of equipment rental revenue in 2019. Delivery and pick-up revenue, which represented
approximately seven percent of equipment rental revenue in 2019, is the most significant ancillary revenue
component. Sales of rental equipment represent our revenues from the sale of used rental equipment. Sales of new
equipment represent our revenues from the sale of new equipment. Contractor supplies sales represent our sales of
supplies utilized by contractors, which include construction consumables,
tools, small equipment and safety
supplies. Services and other revenues primarily represent our revenues earned from providing repair and
maintenance services on our customers’ fleet (including parts sales). See note 3 to our consolidated financial
statements for further discussion of our revenue recognition accounting.
33
2019 total revenues of $9.4 billion increased 16.2 percent compared with 2018. Equipment rentals and sales of
rental equipment are our largest revenue types (together, they accounted for 94 percent of total revenue for the year
ended December 31, 2019). Equipment rentals increased 14.8 percent, primarily due to a 17.7 percent increase in
average OEC, which includes the impact of the BakerCorp and BlueLine acquisitions. On a pro forma basis
rentals increased
including the standalone, pre-acquisition results of BakerCorp and BlueLine, equipment
4.1 percent, primarily due to a 4.9 percent increase in average OEC and a fleet productivity increase of 0.6 percent,
partially offset by the impact of fleet inflation. Sales of rental equipment increased 25.2 percent primarily due to
increased volume, which included the impact of the BlueLine acquisition, driven by a larger fleet size in a strong
used equipment market.
2018 total revenues of $8.0 billion increased 21.2 percent compared with 2017. Equipment rentals increased
21.4 percent, primarily due to a 20.3 percent increase in average OEC, which included the impact of the NES, Neff,
BakerCorp and BlueLine acquisitions. On a pro forma basis including the standalone, pre-acquisition results of
NES, Neff, BakerCorp and BlueLine, equipment rentals increased 10.5 percent, primarily due to a 6.6 percent
increase in average OEC and a fleet productivity increase of 5.0 percent, partially offset by the impact of inflation.
The fleet productivity increase reflected improving demand in many of our core markets. Sales of rental equipment
increased 20.7 percent primarily due to increased volume, driven by a significantly larger fleet size, in a strong used
equipment market. As noted above, average OEC increased 20.3 percent, which included the impact of the NES,
Neff, BakerCorp and BlueLine acquisitions.
Critical Accounting Policies
We prepare our consolidated financial statements in accordance with GAAP. A summary of our significant
accounting policies is contained in note 2 to our consolidated financial statements. In applying many accounting
principles, we make assumptions, estimates and/or judgments. These assumptions, estimates and/or judgments are
often subjective and may change based on changing circumstances or changes in our analysis. Material changes in
these assumptions, estimates and/or judgments have the potential to materially alter our results of operations. We
have identified below our accounting policies that we believe could potentially produce materially different results
if we were to change underlying assumptions, estimates and/or judgments. Although actual results may differ from
those estimates, we believe the estimates are reasonable and appropriate.
Allowance for Doubtful Accounts. We maintain allowances for doubtful accounts. These allowances reflect
our estimate of the amount of our receivables that we will be unable to collect based on historical write-off
experience. Our estimate could require change based on changing circumstances, including changes in the economy
or in the particular circumstances of individual customers. Accordingly, we may be required to increase or decrease
our allowances. Trade receivables that have contractual maturities of one year or less are written-off when they are
determined to be uncollectible based on the criteria necessary to qualify as a deduction for federal tax purposes.
Write-offs of such receivables require management approval based on specified dollar thresholds. During the years
ended December 31, 2019, 2018 and 2017, we recognized total additions, excluding acquisitions, to our allowances
for doubtful accounts of $42, $45 and $40, respectively, primarily 1) as a reduction to equipment rental revenue
(primarily for 2019 doubtful accounts associated with lease revenues) or 2) as bad debt expense within selling,
general and administrative expenses in our consolidated statements of income.
Useful Lives and Salvage Values of Rental Equipment and Property and Equipment. We depreciate rental
equipment and property and equipment over their estimated useful lives, after giving effect to an estimated salvage
value which ranges from zero percent to 10 percent of cost. Rental equipment is depreciated whether or not it is out
on rent.
The useful life of an asset is determined based on our estimate of the period over which the asset will generate
revenues; such periods are periodically reviewed for reasonableness. In addition, the salvage value, which is also
reviewed periodically for reasonableness, is determined based on our estimate of the minimum value we will realize
from the asset after such period. We may be required to change these estimates based on changes in our industry or
other changing circumstances. If these estimates change in the future, we may be required to recognize increased or
decreased depreciation expense for these assets.
34
To the extent that the useful lives of all of our rental equipment were to increase or decrease by one year, we
estimate that our annual depreciation expense would decrease or increase by approximately $187 or $243,
respectively. If the estimated salvage values of all of our rental equipment were to increase or decrease by one
percentage point, we estimate that our annual depreciation expense would change by approximately $19. Any
change in depreciation expense as a result of a hypothetical change in either useful lives or salvage values would
generally result in a proportional increase or decrease in the gross profit we would recognize upon the ultimate sale
of the asset. To the extent that the useful lives of all of our depreciable property and equipment were to increase or
decrease by one year, we estimate that our annual non-rental depreciation expense would decrease or increase by
approximately $31 or $48, respectively.
Acquisition Accounting. We have made a number of acquisitions in the past and may continue to make
acquisitions in the future. The assets acquired and liabilities assumed are recorded based on their respective fair
values at the date of acquisition. Long-lived assets (principally rental equipment), goodwill and other intangible
assets generally represent the largest components of our acquisitions. Rental equipment is valued utilizing either a
cost, market or income approach, or a combination of certain of these methods, depending on the asset being valued
and the availability of market or income data. The intangible assets that we have acquired are non-compete
agreements, customer relationships and trade names and associated trademarks. The estimated fair values of these
intangible assets reflect various assumptions about discount rates, revenue growth rates, operating margins, terminal
values, useful lives and other prospective financial information. Goodwill is calculated as the excess of the cost of
the acquired entity over the net of the fair value of the assets acquired and the liabilities assumed. Non-compete
agreements, customer relationships and trade names and associated trademarks are valued based on an excess
earnings or income approach based on projected cash flows.
Determining the fair value of the assets and liabilities acquired is judgmental in nature and can involve the use
of significant estimates and assumptions. The significant judgments include estimation of future cash flows, which
is dependent on forecasts; estimation of the long-term rate of growth; estimation of the useful life over which cash
flows will occur; and determination of a risk-adjusted weighted average cost of capital. When appropriate, our
estimates of the fair values of assets and liabilities acquired include assistance from independent third-party
appraisal firms. The judgments made in determining the estimated fair value assigned to the assets acquired, as well
as the estimated life of the assets, can materially impact net income in periods subsequent to the acquisition through
depreciation and amortization, and in certain instances through impairment charges, if the asset becomes impaired in
the future. As discussed below, we regularly review for impairments.
When we make an acquisition, we also acquire other assets and assume liabilities. These other assets and
liabilities typically include, but are not limited to, parts inventory, accounts receivable, accounts payable and other
working capital items. Because of their short-term nature, the fair values of these other assets and liabilities
generally approximate the book values on the acquired entities’ balance sheets.
Evaluation of Goodwill Impairment. Goodwill is tested for impairment annually or more frequently if an event
or circumstance indicates that an impairment loss may have been incurred. Application of the goodwill impairment
test requires judgment, including: the identification of reporting units; assignment of assets and liabilities to
reporting units; assignment of goodwill to reporting units; determination of the fair value of each reporting unit; and
an assumption as to the form of the transaction in which the reporting unit would be acquired by a market
participant (either a taxable or nontaxable transaction).
We estimate the fair value of our reporting units (which are our regions) using a combination of an income
approach based on the present value of estimated future cash flows and a market approach based on market price
data of shares of our Company and other corporations engaged in similar businesses as well as acquisition multiples
paid in recent transactions. We believe this approach, which utilizes multiple valuation techniques, yields the most
appropriate evidence of fair value. We review goodwill for impairment utilizing a two-step process. The first step of
the impairment test requires a comparison of the fair value of each of our reporting units’ net assets to the respective
carrying value of net assets. If the carrying value of a reporting unit’s net assets is less than its fair value, no
indication of impairment exists and a second step is not performed. If the carrying amount of a reporting unit’s net
35
assets is higher than its fair value, there is an indication that an impairment may exist and a second step must be
performed. In the second step, the impairment is calculated by comparing the implied fair value of the reporting
unit’s goodwill (as if purchase accounting were performed on the testing date) with the carrying amount of the
goodwill. If the carrying amount of the reporting unit’s goodwill is greater than the implied fair value of its
goodwill, an impairment loss must be recognized for the excess and charged to operations.
Inherent in our preparation of cash flow projections are assumptions and estimates derived from a review of
our operating results, business plans, expected growth rates, cost of capital and tax rates. We also make certain
forecasts about future economic conditions, interest rates and other market data. Many of the factors used in
assessing fair value are outside the control of management, and these assumptions and estimates may change in
future periods. Changes in assumptions or estimates could materially affect the estimate of the fair value of a
reporting unit, and therefore could affect the likelihood and amount of potential impairment. The following
assumptions are significant to our income approach:
Business Projections- We make assumptions about the level of equipment rental activity in the marketplace
and cost levels. These assumptions drive our planning assumptions for pricing and utilization and also
represent key inputs for developing our cash flow projections. These projections are developed using our
internal business plans over a ten-year planning period that are updated at least annually;
Long-term Growth Rates- Beyond the planning period, we also utilize an assumed long-term growth rate
representing the expected rate at which a reporting unit’s cash flow stream is projected to grow. These rates are
used to calculate the terminal value of our reporting units, and are added to the cash flows projected during our
ten-year planning period; and
Discount Rates- Each reporting unit’s estimated future cash flows are discounted at a rate that is consistent
with a weighted-average cost of capital that is likely to be expected by market participants. The weighted-
average cost of capital is an estimate of the overall after-tax rate of return required by equity and debt holders
of a business enterprise.
The market approach is one of the other methods used for estimating the fair value of our reporting units’
business enterprise. This approach takes two forms: The first is based on the market value (market capitalization
plus interest-bearing liabilities) and operating metrics (e.g., revenue and EBITDA) of companies engaged in the
same or similar line of business. The second form is based on multiples paid in recent acquisitions of companies.
Financial Accounting Standards Board (“FASB”) guidance permits entities to first assess qualitative factors to
determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount as
a basis for determining whether it is necessary to perform the two-step goodwill impairment test. As discussed in
note 2 to our consolidated financial statements, in 2020, we will adopt accounting guidance that eliminates the
second step from the goodwill impairment test (this guidance is not expected to have a significant impact on our
financial statements).
In connection with our goodwill impairment test that was conducted as of October 1, 2018, we bypassed the
qualitative assessment for each reporting unit and proceeded directly to the first step of the goodwill impairment
test. Our goodwill impairment testing as of this date indicated that all of our reporting units, excluding our Fluid
Solutions Europe reporting unit, had estimated fair values which exceeded their respective carrying amounts by at
least 52 percent. As discussed in note 4 to the consolidated financial statements, in July 2018, we completed the
acquisition of BakerCorp, which added 11 European locations to our branch network. The European locations are in
our Fluid Solutions Europe reporting unit. All of the assets in the Fluid Solutions Europe reporting unit were
acquired in the BakerCorp acquisition. The estimated fair value of our Fluid Solutions Europe reporting unit
exceeded its carrying amount by 7 percent. As all of the assets in the Fluid Solutions Europe reporting unit were
recorded at fair value as of the July 2018 acquisition date, we expected the percentage by which the Fluid Solutions
Europe reporting unit’s fair value exceeded its carrying value to be significantly less than the equivalent percentages
determined for our other reporting units.
In connection with our goodwill impairment test that was conducted as of October 1, 2019, we bypassed the
qualitative assessment for each reporting unit and proceeded directly to the first step of the goodwill impairment
36
test. Our goodwill impairment testing as of this date indicated that all of our reporting units, excluding our Fluid
Solutions Europe reporting unit, had estimated fair values which exceeded their respective carrying amounts by at
least 32 percent. As discussed above, in July 2018, we completed the acquisition of BakerCorp. All of the assets in
the Fluid Solutions Europe reporting unit were acquired in the BakerCorp acquisition. The estimated fair value of
our Fluid Solutions Europe reporting unit exceeded its carrying amount by 12 percent. As all of the assets in the
Fluid Solutions Europe reporting unit were recorded at fair value as of the July 2018 acquisition date, we expected
the percentage by which the Fluid Solutions Europe reporting unit’s fair value exceeded its carrying value to be
significantly less than the equivalent percentages determined for our other reporting units.
Impairment of Long-lived Assets (Excluding Goodwill). We review the recoverability of our rental equipment
and property and equipment when events or changes in circumstances occur that indicate that the carrying value of
the assets may not be recoverable. If there are such indications, we assess our ability to recover the carrying value of
the assets from their expected future pre-tax cash flows (undiscounted and without interest charges). If the expected
cash flows are less than the carrying value of the assets, an impairment loss is recognized for the difference between
the estimated fair value and carrying value. We also conduct impairment reviews in connection with branch
consolidations and other changes in our business. We recognized immaterial asset impairment charges during the
years ended December 31, 2019, 2018 and 2017.
In support of our review for indicators of impairment, we perform a review of all assets at the district level
relative to district performance and conclude whether indicators of impairment exist associated with our long-lived
assets, including rental equipment. We also specifically review the financial performance of our rental equipment.
Such review includes an estimate of the future rental revenues from our rental assets based on current and expected
utilization levels, the age of the assets and their remaining useful lives. Additionally, we estimate when the assets
are expected to be removed or retired from our rental fleet as well as the expected proceeds to be realized upon
disposition. Based on our most recently completed quarterly reviews, there were no indications of impairment
associated with our rental equipment or property and equipment.
Income Taxes. We recognize deferred tax assets and liabilities for certain future deductible or taxable
temporary differences expected to be reported in our income tax returns. These deferred tax assets and liabilities are
computed using the tax rates that are expected to apply in the periods when the related future deductible or taxable
temporary difference is expected to be settled or realized. In the case of deferred tax assets, the future realization of
the deferred tax benefits and carryforwards are determined with consideration to historical profitability, projected
future taxable income, the expected timing of the reversals of existing temporary differences, and tax planning
strategies. After consideration of all these factors, we recognize deferred tax assets when we believe that it is more
likely than not that we will realize them. The most significant positive evidence that we consider in the recognition
of deferred tax assets is the expected reversal of cumulative deferred tax liabilities resulting from book versus tax
depreciation of our rental equipment fleet that is well in excess of the deferred tax assets.
We use a two-step approach for recognizing and measuring tax benefits taken or expected to be taken in a tax
return regarding uncertainties in income tax positions. The first step is recognition: we determine whether it is more
likely than not that a tax position will be sustained upon examination, including resolution of any related appeals or
litigation processes, based on the technical merits of the position. In evaluating whether a tax position has met the
more-likely-than-not recognition threshold, we presume that the position will be examined by the appropriate taxing
authority with full knowledge of all relevant information. The second step is measurement: a tax position that meets
the more-likely-than-not recognition threshold is measured to determine the amount of benefit to recognize in the
financial statements. The tax position is measured at the largest amount of benefit that is greater than 50 percent
likely of being realized upon ultimate settlement.
We are subject to ongoing tax examinations and assessments in various jurisdictions. Accordingly, accruals for
tax contingencies are established based on the probable outcomes of such matters. Our ongoing assessments of the
probable outcomes of the examinations and related tax accruals require judgment and could increase or decrease our
effective tax rate as well as impact our operating results.
37
We have historically considered the undistributed earnings of our foreign subsidiaries to be indefinitely
reinvested, and, accordingly, no taxes have been provided on such earnings. We continue to evaluate our plans for
reinvestment or repatriation of unremitted foreign earnings and have not changed our previous indefinite
reinvestment determination following the enactment of the Tax Act discussed above. We have not repatriated funds
to the U.S. to satisfy domestic liquidity needs, nor do we anticipate the need to do so. The Tax Act required a
one-time transition tax for deemed repatriation of accumulated undistributed earnings of certain foreign
investments. As discussed in note 14 to the consolidated financial statements, we completed our accounting for the
tax effects of enactment of the Tax Act in 2018.
We regularly review our cash positions and our determination of permanent reinvestment of foreign earnings.
If we determine that all or a portion of such foreign earnings are no longer indefinitely reinvested, we may be
subject to additional foreign withholding taxes and U.S. state income taxes.
Reserves for Claims. We are exposed to various claims relating to our business, including those for which we
retain portions of the losses through the application of deductibles and self-insured retentions, which we sometimes
refer to as “self-insurance.” These claims include (i) workers’ compensation claims and (ii) claims by third parties
for injury or property damage involving our equipment, vehicles or personnel. These types of claims may take a
substantial amount of time to resolve and, accordingly, the ultimate liability associated with a particular claim may
not be known for an extended period of time. Our methodology for developing self-insurance reserves is based on
management estimates, which incorporate periodic actuarial valuations. Our estimation process considers, among
other matters, the cost of known claims over time, cost inflation and incurred but not reported claims. These
estimates may change based on, among other things, changes in our claims history or receipt of additional
information relevant to assessing the claims. Further, these estimates may prove to be inaccurate due to factors such
as adverse judicial determinations or settlements at higher than estimated amounts. Accordingly, we may be
required to increase or decrease our reserve levels.
Results of Operations
As discussed in note 5 to our consolidated financial statements, our reportable segments are general rentals and
trench, power and fluid solutions. The general rentals segment includes the rental of construction, aerial, industrial
and homeowner equipment and related services and activities. The general rentals segment’s customers include
construction and industrial companies, manufacturers, utilities, municipalities, homeowners and government
entities. This segment operates throughout the United States and Canada. The trench, power and fluid solutions
segment is comprised of: (i) the Trench Safety region, which rents trench safety equipment such as trench shields,
aluminum hydraulic shoring systems, slide rails, crossing plates, construction lasers and line testing equipment for
underground work, (ii) the Power and HVAC region, which rents power and HVAC equipment such as portable
diesel generators, electrical distribution equipment, and temperature control equipment including heating and
cooling equipment, and (iii) the Fluid Solutions and (iv) Fluid Solutions Europe regions, both of which rent
equipment primarily used for fluid containment, transfer and treatment. The trench, power and fluid solutions
segment’s customers include construction companies involved in infrastructure projects, municipalities and
industrial companies. This segment operates throughout the United States and in Canada and Europe.
As discussed in note 5 to our consolidated financial statements, we aggregate our eleven geographic regions—
Carolinas, Gulf South, Industrial (which serves the geographic Gulf region and has a strong industrial presence),
Mid-Atlantic, Mid Central, Midwest, Northeast, Pacific West, South, Southeast and Western Canada—into our
general rentals reporting segment. Historically, there have been variances in the levels of equipment rentals gross
margins achieved by these regions. For the five year period ended December 31, 2019, three of our general rentals’
regions had an equipment rentals gross margin that varied by between 10 percent and 22 percent from the equipment
rentals gross margins of the aggregated general rentals’ regions over the same period. For the five year period ended
December 31, 2019, the general rentals’ region with the lowest equipment rentals gross margin was Western
Canada. The Western Canada region’s equipment rentals gross margin of 33.2 percent for the five year period ended
December 31, 2019 was 22 percent less than the equipment rentals gross margins of the aggregated general rentals’
regions over the same period. The Western Canada region’s equipment rentals gross margin was less than the other
38
general rentals’ regions during this period primarily due to declines in the oil and gas business in the region. The
rental industry is cyclical, and there historically have been regions with equipment rentals gross margins that varied
by greater than 10 percent from the equipment rentals gross margins of the aggregated general rentals’ regions,
though the specific regions with margin variances of over 10 percent have fluctuated. We expect margin
convergence going forward given the cyclical nature of the rental industry, and monitor the margin variances and
confirm the expectation of future convergence on a quarterly basis. When monitoring for margin convergence, we
include projected future results.
We similarly monitor the margin variances for the regions in the trench, power and fluid solutions segment.
The trench, power and fluid solutions segment includes the locations acquired in the July 2018 BakerCorp
acquisition discussed in note 4 to the consolidated financial statements. As such, there is not a long history of the
acquired locations’ rental margins included in the trench, power and fluid solutions segment. When monitoring for
margin convergence, we include projected future results. We monitor the trench, power and fluid solutions segment
margin variances and confirm the expectation of
future convergence on a quarterly basis. The historic,
pre-acquisition margins for the acquired BakerCorp locations are lower than the margins achieved at the other
locations in the segment. We expect that the margins at the acquired locations will increase as we realize synergies
following the acquisition, as a result of which, we expect future margin convergence.
We believe that the regions that are aggregated into our segments have similar economic characteristics, as
each region is capital intensive, offers similar products to similar customers, uses similar methods to distribute its
products, and is subject to similar competitive risks. The aggregation of our regions also reflects the management
structure that we use for making operating decisions and assessing performance. Although we believe aggregating
these regions into our reporting segments for segment reporting purposes is appropriate, to the extent that there are
significant margin variances that do not converge, we may be required to disaggregate the regions into separate
reporting segments. Any such disaggregation would have no impact on our consolidated results of operations.
These segments align our external segment reporting with how management evaluates business performance
and allocates resources. We evaluate segment performance primarily based on segment equipment rentals gross
profit. Our revenues, operating results, and financial condition fluctuate from quarter to quarter reflecting the
seasonal rental patterns of our customers, with rental activity tending to be lower in the winter.
39
Revenues by segment were as follows:
General
rentals
Trench,
power and fluid
solutions
Year Ended December 31, 2019
Equipment rentals . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Sales of rental equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Sales of new equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Contractor supplies sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Service and other revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$6,202
768
238
71
157
Total revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$7,436
Year Ended December 31, 2018
Equipment rentals . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Sales of rental equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Sales of new equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Contractor supplies sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Service and other revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$5,550
619
186
68
127
Total revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$6,550
Year Ended December 31, 2017
Equipment rentals . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Sales of rental equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Sales of new equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Contractor supplies sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Service and other revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$4,727
509
159
65
105
Total revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$5,565
$1,762
63
30
33
27
$1,915
$1,390
45
22
23
17
$1,497
$ 988
41
19
15
13
$1,076
Total
$7,964
831
268
104
184
$9,351
$6,940
664
208
91
144
$8,047
$5,715
550
178
80
118
$6,641
Equipment rentals. 2019 equipment rentals of $8.0 billion increased 14.8 percent, primarily due to a
17.7 percent increase in average OEC, which includes the impact of the BakerCorp and BlueLine acquisitions. On a
pro forma basis including the standalone, pre-acquisition results of BakerCorp and BlueLine, equipment rentals
increased 4.1 percent, primarily due to a 4.9 percent increase in average OEC and a fleet productivity increase of
0.6 percent, partially offset by the impact of inflation. Equipment rentals represented 85 percent of total revenues in
2019.
On a segment basis, equipment rentals represented 83 percent and 92 percent of total revenues for general
rentals and trench, power and fluid solutions, respectively. General rentals equipment rentals increased 11.7 percent
as compared to 2018, primarily reflecting a 15.4 percent increase in average OEC, which includes the impact of the
BlueLine acquisition. On a pro forma basis including the standalone, pre-acquisition results of BlueLine, equipment
rental revenue increased 1.8 percent year-over-year, primarily due to a 3.8 percent increase in average OEC,
partially offset by the impact of fleet inflation. Trench, power and fluid solutions equipment rentals increased
26.8 percent as compared to 2018, primarily reflecting the impact of acquisitions, including BakerCorp, and cold
starts. On a pro forma basis including the standalone, pre-acquisition results of BakerCorp, equipment rental
revenue increased 12.8 percent year-over-year, primarily due to a 14.1 percent increase in average OEC, partially
offset by the impact of fleet inflation. The pro forma increase in average OEC includes the impact of cold starts and
acquisitions other than BakerCorp.
2018 equipment rentals of $6.9 billion increased 21.4 percent, primarily due to a 20.3 percent increase in
average OEC, which includes the impact of the NES, Neff, BakerCorp and BlueLine acquisitions. On a pro forma
basis including the standalone, pre-acquisition results of BakerCorp and BlueLine, equipment rentals increased
10.5 percent, primarily due to a 6.6 percent increase in average OEC and a fleet productivity increase of 5.0 percent,
partially offset by the impact of inflation. The fleet productivity increase reflected improving demand in many of
our core markets. Equipment rentals represented 86 percent of total revenues in 2018.
40
On a segment basis, equipment rentals represented 85 percent and 93 percent of total revenues for general
rentals and trench, power and fluid solutions, respectively. General rentals equipment rentals increased 17.4 percent
as compared to 2017, primarily reflecting a 17.9 percent increase in average OEC, which includes the impact of the
NES, Neff and BlueLine acquisitions. On a pro forma basis including the standalone, pre-acquisition results of NES,
Neff and BlueLine, equipment rental revenue increased 7.3 percent year-over-year, primarily due to a 5.5 percent
increase in average OEC. Trench, power and fluid solutions equipment rentals increased 40.7 percent as compared
to 2017, primarily reflecting a 43.0 percent increase in average OEC, which included the impact of the BakerCorp
acquisition. On a pro forma basis including the standalone, pre-acquisition results of BakerCorp, equipment rental
revenue increased 25.4 percent year-over-year, primarily due to a 16.7 percent increase in average OEC and
improved time utilization. The increased utilization reflects improved performance in our Fluid Solutions and Power
and HVAC regions. The improvement in the Fluid Solutions region reflects growth in revenue from upstream oil
and gas customers, which have experienced significant volatility in recent years. Additionally, due in part to the
upstream oil and gas volatility, we have sought to diversify our revenue mix to achieve a reduced portion of
business tied to oil and gas. We have diversified outside of oil and gas, and have grown our revenue from most of
our non oil and gas customers (for example, industrial, construction and mining customers). The Power and HVAC
region experienced growth in revenue from oil and gas, and non-residential construction, customers.
Sales of rental equipment. For the three years in the period ended December 31, 2019, sales of rental
equipment represented approximately 9 percent of our total revenues. Our general rentals segment accounted for
most of these sales. 2019 sales of rental equipment of $831 increased 25.2 percent from 2018 primarily reflecting
increased volume, which included the impact of the BlueLine acquisition, driven by a larger fleet size in a strong
used equipment market. Average OEC for the year ended December 31, 2019 increased 17.7 percent year-over-year.
2018 sales of rental equipment of $664 increased 20.7 percent from 2017 primarily reflecting increased volume,
driven by a significantly larger fleet size, in a strong used equipment market. Average OEC for the year ended
December 31, 2018 increased 20.3 percent year-over-year.
Sales of new equipment. For the three years in the period ended December 31, 2019, sales of new equipment
represented approximately 3 percent of our total revenues. Our general rentals segment accounted for most of these
sales. 2019 sales of new equipment of $268 increased 28.8 percent from 2018 primarily reflecting increased volume
driven by broad-based demand. 2018 sales of new equipment of $208 increased 16.9 percent from 2017 primarily
reflecting increased volume driven partially by some larger sales.
Sales of contractor supplies. For the three years in the period ended December 31, 2019, sales of contractor
supplies represented approximately 1 percent of our total revenues. Our general rentals segment accounted for most
of these sales. 2019 sales of contractor supplies did not change materially from 2018, and 2018 sales of contractor
supplies did not change materially from 2017.
Service and other revenues. For the three years in the period ended December 31, 2019, service and other
revenues represented approximately 2 percent of our total revenues. Our general rentals segment accounted for most
of these sales. 2019 service and other revenues of $184 increased 27.8 percent from 2018 primarily reflecting an
increased emphasis on this line of business and the impact of the BlueLine acquisition. 2018 service and other
revenues of $144 increased 22.0 percent from 2017 primarily reflecting an increased emphasis on this line of
business.
Fourth Quarter 2019 Items. As discussed in note 12 to our consolidated financial statements, in the fourth
quarter of 2019, we issued $750 aggregate principal amount of 3 7⁄ 8 percent Senior Secured Notes due 2027 and
redeemed all of our 4 5⁄ 8 percent Senior Secured Notes. Upon redemption, we recognized a loss of $29 in interest
expense, net. The loss represented the difference between the net carrying amount and the total purchase price of the
redeemed notes. In the fourth quarter of 2019, we also completed the $1.25 billion share repurchase program that
commenced in July 2018.
41
Fourth Quarter 2018 Items. The fourth quarter of 2018 includes $22 of merger related costs and $16 of
restructuring charges primarily associated with the BakerCorp and BlueLine acquisitions discussed in note 4 to our
consolidated financial statements. In the fourth quarter of 2018, we entered into a $1 billion senior secured term
loan facility and issued $1.1 billion principal amount of 6 1⁄ 2 percent Senior Notes due 2026. As discussed in note 4
to the consolidated financial statements, the proceeds from the 6 1⁄ 2 percent Senior Notes and borrowings under the
term loan facility were used to finance the acquisition of BlueLine in October 2018.
Segment Equipment Rentals Gross Profit
Segment equipment rentals gross profit and gross margin for each of the three years in the period ended
December 31, 2019 were as follows:
General
rentals
Trench,
power and fluid
solutions
Total
2019
2018
2017
Equipment Rentals Gross Profit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Equipment Rentals Gross Margin . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$2,407
38.8%
$ 800
45.4%
$3,207
40.3%
Equipment Rentals Gross Profit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Equipment Rentals Gross Margin . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$2,293
41.3%
$ 670
48.2%
$2,963
42.7%
Equipment Rentals Gross Profit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Equipment Rentals Gross Margin . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$1,950
41.3%
$ 490
49.6%
$2,440
42.7%
General rentals. For the three years in the period ended December 31, 2019, general rentals accounted for
77 percent of our total equipment rentals gross profit. This contribution percentage is consistent with general
rentals’ equipment rental revenue contribution over the same period. General rentals’ equipment rentals gross profit
in 2019 increased by $114, primarily due to increased equipment rentals, including the impact of the BlueLine
acquisition. As discussed above, equipment rentals increased 11.7 percent as compared to 2018, primarily reflecting
a 15.4 percent increase in average OEC. Equipment rentals gross margin decreased 250 basis points from 2018, due
primarily to the impact of the BlueLine acquisition and increased operating costs. The BlueLine acquisition was a
significant driver of the 17.7 percent depreciation increase, which exceeded the equipment rentals increase of
11.7 percent. Operating costs were impacted by repair and repositioning initiatives that resulted in increased repairs
and maintenance expense, which increased 19.8 percent (such increase includes the impact of both the BlueLine
acquisition and the repair and repositioning initiatives).
General rentals’ equipment rentals gross profit in 2018 increased $343, primarily due to increased equipment
rentals, including the impact of the NES, Neff and BlueLine acquisitions. Equipment rentals increased 17.4 percent
as compared to 2017, primarily reflecting a 17.9 percent increase in average OEC. On a pro forma basis including
the standalone, pre-acquisition results of NES, Neff and BlueLine, equipment rental revenue increased 7.3 percent
year-over-year, primarily due to a 5.5 percent increase in average OEC. Equipment rentals gross margin was flat
with 2017.
Trench, power and fluid solutions. For the year ended December 31, 2019, equipment rentals gross profit
increased by $130 and equipment rentals gross margin decreased 280 basis points from 2018. The increase in
equipment rentals gross profit primarily reflects increased equipment rentals revenue on a larger fleet. Year-over-
year, trench, power and fluid solutions equipment rentals increased 26.8 percent and average OEC increased
36.0 percent primarily due to the impact of acquisitions, including BakerCorp, and cold starts. On a pro forma basis
including the standalone, pre-acquisition results of BakerCorp, equipment rental revenue increased 12.8 percent
year-over-year, primarily due to a 14.1 percent increase in average OEC. The decrease in the equipment rentals
gross margin was primarily due to the impact of acquisitions.
For the year ended December 31, 2018, equipment rentals gross profit increased by $180 and equipment rentals
gross margin decreased 140 basis points from 2017. The increase in equipment rentals gross profit primarily reflects
42
increased equipment rentals revenue on a larger fleet. Year-over-year, trench, power and fluid solutions equipment
rentals increased 40.7 percent and average OEC increased 43.0 percent. The decrease in the equipment rentals gross
margin includes the impact of the BakerCorp acquisition and mix changes (in particular, fuel revenue, which
generates lower margins, increased). The historic, pre-acquisition margins for the acquired BakerCorp locations are
lower than the margins achieved at the other locations in the segment. We expect that the margins at the acquired
locations will increase as we realize synergies following the acquisition.
Gross Margin. Gross margins by revenue classification were as follows:
Year Ended December 31,
Change
2019
2018
2017
2019
2018
Total gross margin . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Equipment rentals . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . . . . . . .
Sales of rental equipment
Sales of new equipment
. . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Contractor supplies sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Service and other revenues . . . . . . . . . . . . . . . . . . . . . . . . . . .
39.2% 41.8% 41.7% (260) bps
40.3% 42.7% 42.7% (240) bps
37.7% 41.9% 40.0% (420) bps
13.8% 13.9% 14.6% (10) bps
29.8% 34.1% 30.0% (430) bps
80 bps
44.6% 43.8% 50.0%
10 bps
— bps
190 bps
(70) bps
410 bps
(620) bps
2019 gross margin of 39.2 percent decreased 260 basis points from 2018. Equipment rentals gross margin
decreased 240 basis points year-over-year, due primarily to the impact of the BlueLine and BakerCorp acquisitions
and increased operating costs. The BlueLine and BakerCorp acquisitions were significant drivers of the 19.7 percent
depreciation increase, which exceeded the equipment rentals increase of 14.8 percent. Operating costs were
impacted by repair and repositioning initiatives that resulted in increased repairs and maintenance expense, which
increased 22.4 percent (such increase includes the impact of both 1) the BlueLine and BakerCorp acquisitions and 2)
the repair and repositioning initiatives). On a pro forma basis including the standalone, pre-acquisition results of
BakerCorp and BlueLine, equipment rentals increased 4.1 percent, primarily due to a 4.9 percent increase in average
OEC and a fleet productivity increase of 0.6 percent, partially offset by the impact of inflation. Gross margin from
sales of rental equipment decreased 420 basis points from 2018 primarily due to lower margin sales of fleet acquired
in the BlueLine acquisition and changes in the mix of equipment sold and channel mix. The gross margin
fluctuations from sales of new equipment, contractor supplies sales and service and other revenues generally reflect
normal variability, and such margins did not have a significant impact on total gross margin (gross profit for these
revenue types represented 4 percent of total gross profit for the year ended December 31, 2019).
2018 gross margin of 41.8 percent increased 10 basis points. Equipment rentals gross margin was flat with
2017. Gross margin from sales of rental equipment increased 190 basis points, primarily reflecting improved pricing
and changes in the mix of equipment sold. The gross margin fluctuations from sales of new equipment, contractor
supplies sales and service and other revenues generally reflect normal variability, and such margins did not have a
significant impact on total gross margin (gross profit for these revenue types represented 4 percent of total gross
profit for the year ended December 31, 2018).
43
Other costs/(income)
The table below includes the other costs/(income) in our consolidated statements of income, as well as key
associated metrics, for the three years in the period ended December 31, 2019:
Selling, general and administrative (“SG&A”) expense . . .
SG&A expense as a percentage of revenue . . . . . . . . .
Merger related costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Restructuring charge . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Non-rental depreciation and amortization . . . . . . . . . . . . . .
Interest expense, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other income, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Provision (benefit) for income taxes . . . . . . . . . . . . . . . . . .
Effective tax rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Year Ended December 31,
Change
2019
2018
2017
2019
2018
$1,092
$1,038
$ 903
5.2%
11.7% 12.9% 13.6% (120) bps
15.0%
(70) bps
1
18
407
648
(10)
340
22.5% 25.7% (28.4)% (320) bps 5,410 bps
(97.2)%
(41.9)%
32.1%
34.7%
66.7%
(10.5)%
(28.0)%
(38.0)%
18.9%
3.7%
20.0%
(227.5)%
50
50
259
464
(5)
(298)
36
31
308
481
(6)
380
SG&A expense primarily includes sales force compensation,
third party
professional fees, management salaries, bad debt expense and clerical and administrative overhead. The decrease in
SG&A expense as a percentage of revenue for the year ended December 31, 2019 primarily reflects a reduction in
stock compensation as a percentage of revenue, and decreased bad debt expense. The reduced bad debt expense
primarily reflects our adoption in 2019 of an updated lease accounting standard (see note 13 to the consolidated
financial statements for further detail). This new standard requires that we recognize doubtful accounts associated
with lease revenues as a reduction to equipment rentals revenue (such amounts were recognized as SG&A expense
prior to 2019). The decrease in SG&A expense as a percentage of revenue for the year ended December 31, 2018
primarily reflects a reduction in salaries and bonuses as a percentage of revenue.
information technology costs,
The merger related costs reflect transaction costs associated with the NES and Neff acquisitions that were
completed in 2017, and the BakerCorp and BlueLine acquisitions discussed in note 4 to the consolidated financial
statements. We have made a number of acquisitions in the past and may continue to make acquisitions in the future.
Merger related costs only include costs associated with major acquisitions that significantly impact our operations.
The historic acquisitions that have included merger related costs are RSC, which had annual revenues of
approximately $1.5 billion prior to the acquisition, and National Pump, which had annual revenues of over $200
prior to the acquisition. NES had annual revenues of approximately $369 and Neff had annual revenues of
approximately $413. As discussed in note 4 to the consolidated financial statements, BakerCorp had annual
revenues of approximately $295 and BlueLine had annual revenues of approximately $786.
The restructuring charges for the years ended December 31, 2019, 2018 and 2017 primarily reflect severance
costs and branch closure charges associated with our restructuring programs. See note 6 to our consolidated
financial statements for additional information.
Non-rental depreciation and amortization includes (i) the amortization of other intangible assets and
(ii) depreciation expense associated with equipment that is not offered for rent (such as computers and office
equipment) and amortization expense associated with leasehold improvements. Our other intangible assets consist
of customer relationships, non-compete agreements and trade names and associated trademarks. The year-over-year
increases in non-rental depreciation and amortization for the years ended December 31, 2019 and 2018 primarily
reflect the impact of the Neff, BakerCorp and BlueLine acquisitions discussed above.
Interest expense, net for the years ended December 31, 2019 and 2017 included aggregate losses of $61 and
$54, respectively, associated with debt redemptions and the amendments of our ABL facility. Excluding the impact
of the 2019 losses, interest expense, net for the year ended December 31, 2019 increased year-over-year primarily
due to the impact of higher average debt. The year-over-year increase in average debt includes the impact of the
debt used to finance the BakerCorp and BlueLine acquisitions discussed above. Excluding the impact of the 2017
losses, interest expense, net for the year ended December 31, 2018 increased year-over-year primarily due to the
44
impact of higher average debt. The year-over-year increase in average debt includes the impact of the debt used to
finance the NES, Neff, BakerCorp and BlueLine acquisitions discussed above.
A detailed reconciliation of the effective tax rates to the U.S. federal statutory income tax rate is included in
note 14 to our consolidated financial statements. As discussed further in note 14, the income tax benefit for the year
ended December 31, 2017 includes the substantial impact of the enactment of the Tax Act discussed above. The Tax
Act reduced the U.S. federal statutory tax rate from 35 percent to 21 percent and the years ended December 31,
2019 and 2018 reflect the decreased tax rate.
Balance sheet. As discussed in note 13 to the consolidated financial statement, in 2019, we adopted an updated
lease accounting standard that resulted in the recognition of operating lease right-of-use assets and lease liabilities.
We adopted this standard using a transition method that does not require application to periods prior to adoption.
Accrued expenses and other liabilities increased by $70, or 10.3 percent, from December 31, 2018 to December 31,
2019, due partially to the accounting for operating leases under the updated accounting standard (accrued expenses
and other liabilities as of December 31, 2019 includes $178 of current operating lease liabilities). Excluding the
impact of the operating lease liabilities, accrued expenses and other liabilities decreased primarily due to an increase
in anticipated income tax refunds. Accounts payable decreased by $82, or 15.3 percent, from December 31, 2018 to
December 31, 2019 primarily due to the timing of (i) invoice payments and (ii) payroll taxes. See note 14 to the
consolidated financial statements for a discussion addressing our deferred tax liability.
Liquidity and Capital Resources.
We manage our liquidity using internal cash management practices, which are subject to (i) the policies and
cooperation of the financial institutions we utilize to maintain and provide cash management services, (ii) the terms
and other requirements of the agreements to which we are a party and (iii) the statutes, regulations and practices of
each of the local jurisdictions in which we operate. See “Financial Overview” above for a summary of the 2019
capital structure actions taken to improve our financial flexibility and liquidity.
Since 2012, we have repurchased a total of $3.7 billion of Holdings’ common stock under five completed share
repurchase programs. Additionally, in January 2020, our Board authorized a new $500 share repurchase program,
which will commence in the first quarter of 2020. We intend to complete the new program over twelve months. Our
principal existing sources of cash are cash generated from operations and from the sale of rental equipment, and
borrowings available under our ABL and accounts receivable securitization facilities. As of December 31, 2019, we
had cash and cash equivalents of $52. Cash equivalents at December 31, 2019 consist of direct obligations of
financial institutions rated A or better. We believe that our existing sources of cash will be sufficient to support our
existing operations over the next 12 months. The table below presents financial information associated with our
principal sources of cash as of and for the year December 31, 2019:
ABL facility:
Borrowing capacity, net of letters of credit
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Outstanding debt, net of debt issuance costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest rate at December 31, 2019 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Average month-end principal amount of debt outstanding . . . . . . . . . . . . . . . . . . . . . . . . . . .
Weighted-average interest rate on average debt outstanding . . . . . . . . . . . . . . . . . . . . . . . . .
Maximum month-end principal amount of debt outstanding . . . . . . . . . . . . . . . . . . . . . . . . .
$2,045
1,638
3.1%
1,601
3.7%
1,727
Accounts receivable securitization facility:
Borrowing capacity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Outstanding debt, net of debt issuance costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest rate at December 31, 2019 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Average month-end principal amount of debt outstanding . . . . . . . . . . . . . . . . . . . . . . . . . . .
Weighted-average interest rate on average debt outstanding . . . . . . . . . . . . . . . . . . . . . . . . .
Maximum month-end principal amount of debt outstanding . . . . . . . . . . . . . . . . . . . . . . . . .
46
929
2.6%
915
3.1%
967
45
We expect that our principal needs for cash relating to our operations over the next 12 months will be to fund
(i) operating activities and working capital, (ii) the purchase of rental equipment and inventory items offered for
sale, (iii) payments due under operating leases, (iv) debt service, (v) share repurchases and (vi) acquisitions. We
plan to fund such cash requirements from our existing sources of cash. In addition, we may seek additional
financing through the securitization of some of our real estate, the use of additional operating leases or other
financing sources as market conditions permit. For information on the scheduled principal and interest payments
coming due on our outstanding debt and on the payments coming due under our existing operating leases, see
“Certain Information Concerning Contractual Obligations.”
To access the capital markets, we rely on credit rating agencies to assign ratings to our securities as an
indicator of credit quality. Lower credit ratings generally result in higher borrowing costs and reduced access to debt
capital markets. Credit ratings also affect the costs of derivative transactions, including interest rate and foreign
currency derivative transactions. As a result, negative changes in our credit ratings could adversely impact our costs
of funding. Our credit ratings as of January 27, 2020 were as follows:
Moody’s . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Standard & Poor’s . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Ba2
BB
Stable
Stable
Corporate Rating
Outlook
A security rating is not a recommendation to buy, sell or hold securities. There is no assurance that any rating
will remain in effect for a given period of time or that any rating will not be revised or withdrawn by a rating agency
in the future.
The amount of our future capital expenditures will depend on a number of factors, including general economic
conditions and growth prospects. We expect that we will fund such expenditures from cash generated from
operations, proceeds from the sale of rental and non-rental equipment and, if required, borrowings available under
the ABL facility and accounts receivable securitization facility. Net rental capital expenditures (defined as purchases
of rental equipment less the proceeds from sales of rental equipment) were $1.30 billion and $1.44 billion in 2019
and 2018, respectively.
Loan Covenants and Compliance. As of December 31, 2019, we were in compliance with the covenants and
other provisions of the ABL, accounts receivable securitization and term loan facilities and the senior notes. Any
failure to be in compliance with any material provision or covenant of these agreements could have a material
adverse effect on our liquidity and operations.
The only financial covenant that currently exists under the ABL facility is the fixed charge coverage ratio.
Subject to certain limited exceptions specified in the ABL facility, the fixed charge coverage ratio covenant under
the ABL facility will only apply in the future if specified availability under the ABL facility falls below 10 percent
of the maximum revolver amount under the ABL facility. When certain conditions are met, cash and cash
equivalents and borrowing base collateral in excess of the ABL facility size may be included when calculating
specified availability under the ABL facility. As of December 31, 2019, specified availability under the ABL facility
exceeded the required threshold and, as a result, this financial covenant was inapplicable. Under our accounts
receivable securitization facility, we are required, among other things, to maintain certain financial tests relating to:
(i) the default ratio, (ii) the delinquency ratio, (iii) the dilution ratio and (iv) days sales outstanding. The accounts
receivable securitization facility also requires us to comply with the fixed charge coverage ratio under the ABL
facility, to the extent the ratio is applicable under the ABL facility.
URNA’s payment capacity is restricted under the covenants in the ABL and term loan facilities and the
indentures governing its outstanding indebtedness. Although this restricted capacity limits our ability to move
operating cash flows to Holdings, because of certain intercompany arrangements, we do not expect any material
adverse impact on Holdings’ ability to meet its cash obligations.
Sources and Uses of Cash. During 2019, we (i) generated cash from operating activities of $3.02 billion and
(ii) generated cash from the sale of rental and non-rental equipment of $868. We used cash during this period
46
principally to (i) purchase rental and non-rental equipment of $2.35 billion, (ii) purchase other companies for $249,
(iii) make debt payments, net of proceeds, of $418 and (iv) purchase shares of our common stock for $870. During
2018, we (i) generated cash from operating activities of $2.85 billion, (ii) generated cash from the sale of rental and
non-rental equipment of $687 and (iii) received cash from debt proceeds, net of payments, of $2.24 billion. We used
cash during this period principally to (i) purchase rental and non-rental equipment of $2.29 billion, (ii) purchase
other companies for $2.97 billion and (iii) purchase shares of our common stock for $817.
Free Cash Flow GAAP Reconciliation
We define “free cash flow” as net cash provided by operating activities less purchases of, and plus proceeds
from, equipment. The equipment purchases and proceeds are included in cash flows from investing activities.
Management believes that free cash flow provides useful additional information concerning cash flow available to
meet future debt service obligations and working capital requirements. However, free cash flow is not a measure of
financial performance or liquidity under GAAP. Accordingly, free cash flow should not be considered an alternative
to net income or cash flow from operating activities as an indicator of operating performance or liquidity. The table
below provides a reconciliation between net cash provided by operating activities and free cash flow.
Year Ended December 31,
2019
2018
2017
Net cash provided by operating activities . . . . . . . . . . . . . . . . . . . . . . .
Purchases of rental equipment
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Purchases of non-rental equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Proceeds from sales of rental equipment
. . . . . . . . . . . . . . . . . . . . . . . . .
Proceeds from sales of non-rental equipment . . . . . . . . . . . . . . . . . . . . . .
Insurance proceeds from damaged equipment . . . . . . . . . . . . . . . . . . . . .
$ 3,024
(2,132)
(218)
831
37
24
$ 2,853
(2,106)
(185)
664
23
22
$ 2,209
(1,769)
(120)
550
16
21
Free cash flow . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 1,566
$ 1,271
$
907
Free cash flow for the year ended December 31, 2019 was $1.566 billion, an increase of $295 as compared to
$1.271 billion for the year ended December 31, 2018. Free cash flow increased primarily due to increased cash
provided by operating activities and increased proceeds from sales of rental equipment. Net rental capital
expenditures (purchases of rental equipment less the proceeds from sales of rental equipment) decreased $141, or
10 percent, year-over-year. Free cash flow for the year ended December 31, 2018 was $1.271 billion, an increase of
$364 as compared to $907 for the year ended December 31, 2017. Free cash flow increased primarily due to
increased cash provided by operating activities and increased proceeds from sales of rental equipment, partially
offset by increased purchases of rental and non-rental equipment. Net rental capital expenditures increased $223, or
18 percent, year-over-year.
Certain Information Concerning Contractual Obligations. The table below provides certain information
concerning the payments coming due under certain categories of our existing contractual obligations as of
December 31, 2019:
. . . . . . . . . . . . . . . . . . . .
Debt and finance leases (1)
Interest due on debt (2) . . . . . . . . . . . . . . . . . . . . . . . .
Operating leases (1) . . . . . . . . . . . . . . . . . . . . . . . . . .
Service agreements (3) . . . . . . . . . . . . . . . . . . . . . . . .
Purchase obligations (4) . . . . . . . . . . . . . . . . . . . . . . .
Transition tax on unremitted foreign earnings and
2020
2021
2022
2023
2024
Thereafter
Total
$ 997
514
206
18
$ 40
503
180
18
1,552 —
$ 21
$ 32
500
501
141
107
18 —
—
—
$1,661
454
73
—
—
$8,765
982
91
—
—
$11,516
3,454
798
54
1,552
profits (5) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
—
—
—
—
—
14
14
Total (6) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$3,287
$741
$692
$628
$2,188
$9,852
$17,388
(1) The payments due with respect to a period represent (i) in the case of debt and finance leases, the scheduled
principal payments due in such period, and (ii) in the case of operating leases, the payments due in such period
47
for non-cancelable operating leases with initial or remaining terms of one year or more. See note 12 to the
consolidated financial statements for further debt information, and note 13 for further finance lease and
operating lease information.
(2) Estimated interest payments have been calculated based on the principal amount of debt and the applicable
interest rates as of December 31, 2019.
(3) These primarily represent service agreements with third parties to provide wireless and network services.
(4) As of December 31, 2019, we had outstanding purchase orders, which were negotiated in the ordinary course
of business, with our equipment and inventory suppliers. These purchase commitments can generally be
cancelled by us with 30 days notice and without cancellation penalties. The equipment and inventory receipts
from the suppliers for these purchases and related payments to the suppliers are expected to be completed
throughout 2020.
(5) As discussed further in note 14 to the consolidated financial statements, the Tax Act, which was enacted in
December 2017, included a transition tax on unremitted foreign earnings and profits, and we completed the
accounting for the transition tax in 2018. We have elected to pay the transition tax amount payable of $62 over
an eight-year period. The amount that we expect to pay as reflected in the table above represents the total we
owe, net of an overpayment of federal taxes, which we are required to apply to the transition tax.
(6) This information excludes $10 of unrecognized tax benefits. It is not possible to estimate the time period
during which these unrecognized tax benefits may be paid to tax authorities. Additionally, we are exposed to
various claims relating to our business, including those for which we retain portions of the losses through the
application of deductibles and self-insured retentions, which we sometimes refer to as “self-insurance.” Our
self-insurance reserves totaled $121 at December 31, 2019. Self-insurance liabilities are based on estimates and
actuarial assumptions and can fluctuate in both amount and in timing of cash settlement because historical
trends are not necessarily predictive of the future, and, accordingly, are not included in the table above.
Relationship between Holdings and URNA. Holdings is principally a holding company and primarily conducts
its operations through its wholly owned subsidiary, URNA, and subsidiaries of URNA. Holdings licenses its
tradename and other intangibles and provides certain services to URNA in connection with its operations. These
services principally include: (i) senior management services; (ii) finance and tax-related services and support;
(iii) information technology systems and support; (iv) acquisition-related services; (v) legal services; and (vi) human
resource support. In addition, Holdings leases certain equipment and real property that are made available for use by
URNA and its subsidiaries.
Item 7A. Quantitative and Qualitative Disclosures About Market Risk
Our exposure to market risk primarily consists of (i) interest rate risk associated with our variable and fixed
rate debt and (ii) foreign currency exchange rate risk associated with our foreign operations.
Interest Rate Risk. As of December 31, 2019, we had an aggregate of $3.5 billion of indebtedness that bears
interest at variable rates, comprised of borrowings under the ABL, accounts receivable securitization and term loan
facilities. See note 12 to our consolidated financial statements for the amounts outstanding, and the interest rates
thereon, as of December 31, 2019 under these facilities. As of December 31, 2019, based upon the amount of our
variable rate debt outstanding, our annual after-tax earnings would decrease by approximately $27 for each one
percentage point increase in the interest rates applicable to our variable rate debt.
The amount of variable rate indebtedness outstanding may fluctuate significantly. For additional information
concerning the terms of our variable rate debt, see note 12 to our consolidated financial statements.
At December 31, 2019, we had an aggregate of $7.9 billion of indebtedness that bears interest at fixed rates. A
one percentage point decrease in market interest rates as of December 31, 2019 would increase the fair value of our
fixed rate indebtedness by approximately six percent. For additional information concerning the fair value and terms
of our fixed rate debt, see note 11 (see “Fair Value of Financial Instruments”) and note 12 to our consolidated
financial statements.
48
Currency Exchange Risk. We operate in the U.S., Canada and Europe. As discussed in note 4 to the
consolidated financial statements, in July 2018, we completed the acquisition of BakerCorp, which allowed for our
entry into select European markets. Our presence in Europe is limited, and most of our foreign revenue and income
is from Canada. During the year ended December 31, 2019, our foreign subsidiaries accounted for $817, or
9 percent, of our total revenue of $9.351 billion, and $62, or 4 percent, of our total pretax income of $1.514 billion.
Based on the size of our foreign operations relative to the Company as a whole, we do not believe that a 10 percent
change in exchange rates would have a material impact on our earnings. We do not engage in purchasing forward
exchange contracts for speculative purposes.
49
Item 8.
Financial Statements and Supplementary Data
Report of Independent Registered Public Accounting Firm
To the Stockholders and the Board of Directors of United Rentals, Inc.
Opinion on the Financial Statements
We have audited the accompanying consolidated balance sheets of United Rentals, Inc. (“the Company”) as of
December 31, 2019 and 2018, and the related consolidated statements of income, comprehensive income,
stockholders’ equity and cash flows for each of the three years in the period ended December 31, 2019, and the
related notes and the financial statement schedule listed in the Index at Item 15(a) (collectively referred to as the
“consolidated financial statements”). In our opinion, the consolidated financial statements referred to above present
fairly, in all material respects, the financial position of the Company at December 31, 2019 and 2018, and the results
of its operations and its cash flows for each of the three years in the period ended December 31, 2019, in conformity
with U.S. generally accepted accounting principles.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board
(United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, 2019, based
on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring
Organizations of the Treadway Commission (2013 framework) and our report dated January 29, 2020 expressed an
unqualified opinion thereon.
Adoption of Accounting Standards Update (ASU) No. 2016-02
As discussed in Note 13 to the consolidated financial statements, the Company changed its method of
accounting for leases in 2019 due to the adoption of ASU No. 2016-02, Leases and associated amendments (Topic
842), using the modified retrospective method.
Basis for Opinion
These financial statements are the responsibility of the Company’s management. Our responsibility is to
express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm
registered with the PCAOB and are required to be independent with respect to the Company in accordance with the
U.S federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and
the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial statements are free of material
misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of
material misstatement of the financial statements, whether due to error or fraud, and performing procedures that
respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and
disclosures in the financial statements. Our audits also included evaluating the accounting principles used and
significant estimates made by management, as well as evaluating the overall presentation of the financial statements.
We believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matter
The critical audit matter communicated below is a matter arising from the current period audit of the financial
statements that was communicated or required to be communicated to the audit committee and that: (1) relates to
accounts or disclosures that are material to the financial statements and (2) involved our especially challenging,
subjective or complex judgments. The communication of the critical audit matter does not alter in any way our
opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical
50
audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to
which they relate.
Valuation of Goodwill
Description of
the Matter
At December 31, 2019, the Company’s goodwill was $5.2 billion. As discussed in Note 2 to the
consolidated financial statements, goodwill is tested for impairment at least annually at the
reporting unit level.
Auditing management’s annual goodwill impairment test was complex and highly judgmental
due to the significant estimations required to determine the fair value of the reporting units. In
particular,
the fair value estimates were sensitive to significant assumptions, including the
discount rates, revenue growth rates, EBITDA margin, capital expenditures, long-term growth
rates and market multiples, all of which are affected by expectations about future operational,
rental industry market or economic conditions.
How We
Addressed the
Matter in Our
Audit
We obtained an understanding, evaluated the design and tested the operating effectiveness of
including controls over
controls over the Company’s goodwill impairment review process,
management’s development and review of the significant assumptions described above and
review of the reasonableness of the data utilized in the Company’s valuation analysis.
To test the estimated fair value of the Company’s reporting units, we performed audit procedures
that included, among others, assessing methodologies and testing the significant assumptions
discussed above and the underlying data used by the Company in its analysis. We compared the
significant assumptions used by management to current industry and economic trends and key
performance indicators, and evaluated whether changes in the company’s business would affect
the significant assumptions. We assessed the historical accuracy of management’s estimates and
performed sensitivity analyses of significant assumptions to evaluate the changes in the fair value
of the reporting units that would result from changes in the assumptions. In performing our
testing, we utilized internal valuation specialists to assist us in evaluating the Company’s
valuation model and related significant assumptions. In addition, we tested management’s
reconciliation of the fair value of the reporting units to the market capitalization of the Company.
/s/ Ernst & Young LLP
We have served as the Company’s auditor since 1997.
Stamford, Connecticut
January 29, 2020
51
UNITED RENTALS, INC.
CONSOLIDATED BALANCE SHEETS
(In millions, except share data)
ASSETS
Cash and cash equivalents . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accounts receivable, net of allowance for doubtful accounts of $103 at December 31, 2019 and
$93 at December 31, 2018 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Inventory . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Prepaid expenses and other assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total current assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Rental equipment, net
Property and equipment, net
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Goodwill . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other intangible assets, net
Operating lease right-of-use assets (note 13) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other long-term assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
December 31,
2019
2018
$
52
$
43
1,530
120
140
1,842
9,787
604
5,154
895
669
19
1,545
109
64
1,761
9,600
614
5,058
1,084
—
16
Total assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$18,970
$18,133
LIABILITIES AND STOCKHOLDERS’ EQUITY
Short-term debt and current maturities of long-term debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accounts payable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accrued expenses and other liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total current liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Long-term debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Operating lease liabilities (note 13) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other long-term liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$
$
997
454
747
903
536
677
2,198
10,431
1,887
533
91
2,116
10,844
1,687
—
83
Total liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
15,140
14,730
Common stock—$0.01 par value, 500,000,000 shares authorized, 113,825,667 and 74,362,195
shares issued and outstanding, respectively, at December 31, 2019 and 112,907,209 and
79,872,956 shares issued and outstanding, respectively, at December 31, 2018 . . . . . . . . . . .
Additional paid-in capital . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Retained earnings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Treasury stock at cost—39,463,472 and 33,034,253 shares at December 31, 2019 and
December 31, 2018, respectively . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accumulated other comprehensive loss . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1
2,440
5,275
1
2,408
4,101
(3,700)
(186)
(2,870)
(237)
Total stockholders’ equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
3,830
3,403
Total liabilities and stockholders’ equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$18,970
$18,133
See accompanying notes.
52
UNITED RENTALS, INC.
CONSOLIDATED STATEMENTS OF INCOME
(In millions, except per share amounts)
Year Ended December 31,
2019
2018
2017
Revenues:
Equipment rentals . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Sales of rental equipment
Sales of new equipment
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Contractor supplies sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Service and other revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$7,964
831
268
104
184
$6,940
664
208
91
144
$5,715
550
178
80
118
Total revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
9,351
8,047
6,641
Cost of revenues:
Cost of equipment rentals, excluding depreciation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Depreciation of rental equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cost of rental equipment sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cost of new equipment sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cost of contractor supplies sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cost of service and other revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total cost of revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Gross profit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Selling, general and administrative expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Merger related costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Restructuring charge . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Non-rental depreciation and amortization . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Operating income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest expense, net
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other income, net
Income before provision (benefit) for income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Provision (benefit) for income taxes (note 14) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
3,126
1,631
518
231
73
102
5,681
3,670
1,092
1
18
407
2,152
648
(10)
1,514
340
2,614
1,363
386
179
60
81
4,683
3,364
1,038
36
31
308
1,951
481
(6)
1,476
380
2,151
1,124
330
152
56
59
3,872
2,769
903
50
50
259
1,507
464
(5)
1,048
(298)
Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$1,174
$1,096
$1,346
Basic earnings per share . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Diluted earnings per share . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$15.18
$15.11
$13.26
$13.12
$15.91
$15.73
See accompanying notes.
53
UNITED RENTALS, INC.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(In millions)
Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other comprehensive income (loss):
Foreign currency translation adjustments (1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fixed price diesel swaps . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other comprehensive (loss) income (1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Year Ended December 31,
2019
2018
2017
$1,174
$1,096
$1,346
49
2
51
(84)
(2) —
67
(86)
67
Comprehensive income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$1,225
$1,010
$1,413
(1) There were no material reclassifications from accumulated other comprehensive loss reflected in other
comprehensive income (loss) during the years ended December 31, 2019, 2018 or 2017. There is no tax impact
related to the foreign currency translation adjustments, as the earnings are considered permanently reinvested
(see note 14 to the consolidated financial statements for further discussion addressing this determination).
There were no material taxes associated with other comprehensive income (loss) during the years ended
December 31, 2019, 2018 or 2017.
See accompanying notes.
54
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S
UNITED RENTALS, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
Cash Flows From Operating Activities:
Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Amortization of deferred financing costs and original issue discounts . . . . . . . . . . . .
Gain on sales of rental equipment
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Gain on sales of non-rental equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Gain on insurance proceeds from damaged equipment . . . . . . . . . . . . . . . . . . . . . . . .
Stock compensation expense, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Merger related costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Restructuring charge . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Loss on repurchase/redemption of debt securities and amendment of ABL
facility . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Increase (decrease) in deferred taxes (note 14) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Changes in operating assets and liabilities:
Decrease (increase) in accounts receivable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(Increase) decrease in inventory . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(Increase) decrease in prepaid expenses and other assets . . . . . . . . . . . . . . . . . . . . . .
(Decrease) increase in accounts payable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(Decrease) increase in accrued expenses and other liabilities . . . . . . . . . . . . . . . . . . .
Net cash provided by operating activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cash Flows From Investing Activities:
Purchases of rental equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Purchases of non-rental equipment
Proceeds from sales of rental equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Proceeds from sales of non-rental equipment
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Insurance proceeds from damaged equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Purchases of other companies, net of cash acquired . . . . . . . . . . . . . . . . . . . . . . . . . .
Purchases of investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net cash used in investing activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cash Flows From Financing Activities:
Proceeds from debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Payments of debt
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Payments of financing costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Proceeds from the exercise of common stock options . . . . . . . . . . . . . . . . . . . . . . . . .
Common stock repurchased . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net cash (used in) provided by financing activities . . . . . . . . . . . . . . . . . . . . . . . . .
Effect of foreign exchange rates . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net increase (decrease) in cash and cash equivalents . . . . . . . . . . . . . . . . . . . . . . .
Cash and cash equivalents at beginning of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cash and cash equivalents at end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Supplemental disclosure of cash flow information:
Cash paid for interest . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cash paid for income taxes, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$
$
See accompanying notes.
58
Year Ended December 31,
2019
2018
2017
(In millions)
$ 1,174
$ 1,096
$ 1,346
2,038
15
(313)
(6)
(24)
61
1
18
61
204
39
(8)
(59)
(86)
(91)
1,671
12
(278)
(6)
(22)
102
36
31
—
257
(115)
(20)
75
49
(35)
1,383
9
(220)
(4)
(21)
87
50
50
54
(533)
(184)
1
(20)
141
70
3,024
2,853
2,209
(2,132)
(218)
831
37
24
(249)
(3)
(2,106)
(185)
664
23
22
(2,966)
(3)
(1,769)
(120)
550
16
21
(2,377)
(5)
(1,710)
(4,551)
(3,684)
9,260
(9,678)
(28)
11
(870)
(1,305)
—
9
43
52
581
238
12,178
(9,942)
(24)
2
(817)
1,397
(8)
(309)
352
$
$
$
$
43
455
71
11,801
(10,207)
(44)
3
(56)
1,497
18
40
312
352
357
205
UNITED RENTALS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(dollars in millions, except per share data and unless otherwise indicated)
1. Organization, Description of Business and Consolidation
United Rentals, Inc. (“Holdings”) is principally a holding company and conducts its operations primarily
through its wholly owned subsidiary, United Rentals (North America), Inc. (“URNA”), and subsidiaries of URNA.
Holdings’ primary asset is its sole ownership of all issued and outstanding shares of common stock of URNA.
URNA’s various credit agreements and debt instruments place restrictions on its ability to transfer funds to its
stockholder. As used in this report, the terms the “Company,” “United Rentals,” “we,” “us,” and “our” refer to
United Rentals, Inc. and its subsidiaries, unless otherwise indicated.
We rent equipment
to a diverse customer base that
includes construction and industrial companies,
manufacturers, utilities, municipalities, homeowners and others in the United States, Canada and Europe. As
discussed in note 4 to the consolidated financial statements, with the recently completed acquisition of BakerCorp
International Holdings, Inc. (“BakerCorp”), which added 11 European locations in France, Germany, the United
Kingdom and the Netherlands to our branch network, we entered into select European markets. In addition to
renting equipment, we sell new and used rental equipment, as well as related contractor supplies, parts and service.
The accompanying consolidated financial statements include our accounts and those of our controlled
subsidiary companies. All significant intercompany accounts and transactions have been eliminated. We consolidate
variable interest entities if we are deemed the primary beneficiary of the entity.
2. Summary of Significant Accounting Policies
Cash Equivalents
We consider all highly liquid instruments with maturities of three months or less when purchased to be cash
equivalents. Our cash equivalents at December 31, 2019 and 2018 consist of direct obligations of financial
institutions rated A or better.
Allowance for Doubtful Accounts
We maintain allowances for doubtful accounts. These allowances reflect our estimate of the amount of our
receivables that we will be unable to collect based on historical write-off experience. Our estimate could require
change based on changing circumstances, including changes in the economy or in the particular circumstances of
individual customers. Accordingly, we may be required to increase or decrease our allowances. Trade receivables
that have contractual maturities of one year or less are written-off when they are determined to be uncollectible
based on the criteria necessary to qualify as a deduction for federal tax purposes. Write-offs of such receivables
require management approval based on specified dollar thresholds. See note 3 to our consolidated financial
statements for further detail.
Inventory
Inventory consists of new equipment, contractor supplies, tools, parts, fuel and related supply items. Inventory
is stated at the lower of cost or market. Cost is determined, depending on the type of inventory, using either a
specific identification, weighted-average or first-in, first-out method.
Rental Equipment
Rental equipment, which includes service and delivery vehicles, is recorded at cost and depreciated over the
estimated useful life of the equipment using the straight-line method. The range of estimated useful lives for rental
equipment is two to 20 years. Rental equipment is depreciated to a salvage value of zero to 10 percent of cost.
Rental equipment is depreciated whether or not it is out on rent.
59
Property and Equipment
Property and equipment are recorded at cost and depreciated over their estimated useful lives using the
straight-line method. The range of estimated useful lives for property and equipment is two to 39 years. Ordinary
repair and maintenance costs are charged to expense as incurred. Leasehold improvements are amortized using the
straight-line method over their estimated useful lives or the remaining life of the lease, whichever is shorter.
Acquisition Accounting
We have made a number of acquisitions in the past and may continue to make acquisitions in the future. The
assets acquired and liabilities assumed are recorded based on their respective fair values at the date of acquisition.
Long-lived assets (principally rental equipment), goodwill and other intangible assets generally represent the largest
components of our acquisitions. Rental equipment is valued utilizing either a cost, market or income approach, or a
combination of certain of these methods, depending on the asset being valued and the availability of market or
income data. The intangible assets that we have acquired are non-compete agreements, customer relationships and
trade names and associated trademarks. The estimated fair values of these intangible assets reflect various
assumptions about discount rates, revenue growth rates, operating margins, terminal values, useful lives and other
prospective financial information. Goodwill is calculated as the excess of the cost of the acquired entity over the net
of the fair value of the assets acquired and the liabilities assumed. Non-compete agreements, customer relationships
and trade names and associated trademarks are valued based on an excess earnings or income approach based on
projected cash flows.
Determining the fair value of the assets and liabilities acquired is judgmental in nature and can involve the use
of significant estimates and assumptions. The judgments made in determining the estimated fair value assigned to
the assets acquired, as well as the estimated life of the assets, can materially impact net income in periods
subsequent to the acquisition through depreciation and amortization, and in certain instances through impairment
charges, if the asset becomes impaired in the future. As discussed below, we regularly review for impairments.
When we make an acquisition, we also acquire other assets and assume liabilities. These other assets and
liabilities typically include, but are not limited to, parts inventory, accounts receivable, accounts payable and other
working capital items. Because of their short-term nature, the fair values of these other assets and liabilities
generally approximate the book values on the acquired entities’ balance sheets.
Evaluation of Goodwill Impairment
Goodwill is tested for impairment annually or more frequently if an event or circumstance indicates that an
impairment loss may have been incurred. Application of the goodwill impairment test requires judgment, including:
the identification of reporting units; assignment of assets and liabilities to reporting units; assignment of goodwill to
reporting units; determination of the fair value of each reporting unit; and an assumption as to the form of the
transaction in which the reporting unit would be acquired by a market participant (either a taxable or nontaxable
transaction).
We estimate the fair value of our reporting units (which are our regions) using a combination of an income
approach based on the present value of estimated future cash flows and a market approach based on market price
data of shares of our Company and other corporations engaged in similar businesses as well as acquisition multiples
paid in recent transactions within our industry (including our own acquisitions). We believe this approach, which
utilizes multiple valuation techniques, yields the most appropriate evidence of fair value. We review goodwill for
impairment utilizing a two-step process. The first step of the impairment test requires a comparison of the fair value
of each of our reporting units’ net assets to the respective carrying value of net assets. If the carrying value of a
reporting unit’s net assets is less than its fair value, no indication of impairment exists and a second step is not
performed. If the carrying amount of a reporting unit’s net assets is higher than its fair value, there is an indication
that an impairment may exist and a second step must be performed. In the second step, the impairment is calculated
by comparing the implied fair value of the reporting unit’s goodwill (as if purchase accounting were performed on
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the testing date) with the carrying amount of the goodwill. If the carrying amount of the reporting unit’s goodwill is
greater than the implied fair value of its goodwill, an impairment loss must be recognized for the excess and charged
to operations.
Financial Accounting Standards Board (“FASB”) guidance permits entities to first assess qualitative factors to
determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount as
a basis for determining whether it is necessary to perform the two-step goodwill impairment test. As discussed
below (see “New Accounting Pronouncements-Simplifying the Test for Goodwill Impairment”), in 2020, we will
adopt accounting guidance that eliminates the second step from the goodwill impairment test (this guidance is not
expected to have a significant impact on our financial statements).
In connection with our goodwill impairment test that was conducted as of October 1, 2018, we bypassed the
qualitative assessment for each reporting unit and proceeded directly to the first step of the goodwill impairment
test. Our goodwill impairment testing as of this date indicated that all of our reporting units, excluding our Fluid
Solutions Europe reporting unit, had estimated fair values which exceeded their respective carrying amounts by at
least 52 percent. As discussed in note 4 to the consolidated financial statements, in July 2018, we completed the
acquisition of BakerCorp, which added 11 European locations to our branch network. The European locations are in
our Fluid Solutions Europe reporting unit. All of the assets in the Fluid Solutions Europe reporting unit were
acquired in the BakerCorp acquisition. The estimated fair value of our Fluid Solutions Europe reporting unit
exceeded its carrying amount by 7 percent. As all of the assets in the Fluid Solutions Europe reporting unit were
recorded at fair value as of the July 2018 acquisition date, we expected the percentage by which the Fluid Solutions
Europe reporting unit’s fair value exceeded its carrying value to be significantly less than the equivalent percentages
determined for our other reporting units.
In connection with our goodwill impairment test that was conducted as of October 1, 2019, we bypassed the
qualitative assessment for each reporting unit and proceeded directly to the first step of the goodwill impairment
test. Our goodwill impairment testing as of this date indicated that all of our reporting units, excluding our Fluid
Solutions Europe reporting unit, had estimated fair values which exceeded their respective carrying amounts by at
least 32 percent. As discussed above, in July 2018, we completed the acquisition of BakerCorp. All of the assets in
the Fluid Solutions Europe reporting unit were acquired in the BakerCorp acquisition. The estimated fair value of
our Fluid Solutions Europe reporting unit exceeded its carrying amount by 12 percent. As all of the assets in the
Fluid Solutions Europe reporting unit were recorded at fair value as of the July 2018 acquisition date, we expected
the percentage by which the Fluid Solutions Europe reporting unit’s fair value exceeded its carrying value to be
significantly less than the equivalent percentages determined for our other reporting units.
Restructuring Charges
Costs associated with exit or disposal activities, including lease termination costs and certain employee
severance costs associated with restructuring, branch closings or other activities, are recognized at fair value when
they are incurred.
Other Intangible Assets
Other intangible assets consist of non-compete agreements, customer relationships and trade names and
associated trademarks. The non-compete agreements are being amortized on a straight-line basis over initial periods
of approximately 5 years. The customer relationships are being amortized either using the sum of the years’ digits
method or on a straight-line basis over initial periods ranging from 5 to 15 years. The trade names and associated
trademarks are being amortized using the sum of the years’ digits method over initial periods of approximately 5
years. We believe that the amortization methods used reflect the estimated pattern in which the economic benefits
will be consumed.
Long-Lived Assets
Long-lived assets are recorded at the lower of amortized cost or fair value. As part of an ongoing review of the
valuation of long-lived assets, we assess the carrying value of such assets if facts and circumstances suggest they
61
may be impaired. If this review indicates the carrying value of such an asset may not be recoverable, as determined
by an undiscounted cash flow analysis over the remaining useful life, the carrying value would be reduced to its
estimated fair value.
Translation of Foreign Currency
Assets and liabilities of our foreign subsidiaries that have a functional currency other than U.S. dollars are
translated into U.S. dollars using exchange rates at the balance sheet date. Revenues and expenses are translated at
average exchange rates effective during the year. Foreign currency translation gains and losses are included as a
component of accumulated other comprehensive (loss) income within stockholders’ equity.
Revenue Recognition
As discussed in note 3 to our consolidated financial statements, in 2018, we adopted updated FASB revenue
recognition guidance (“Topic 606”). Topic 606 replaced Topic 605, which was the revenue recognition accounting
standard in effect for the year ended December 31, 2017. As discussed in note 13 to our consolidated financial
statements, in 2019, we adopted updated FASB lease accounting guidance (“Topic 842”). Topic 842 replaced Topic
840, which was the lease accounting standard in effect for the years ended December 31, 2018 and 2017. As
discussed in note 3, most of our revenue is accounted for under Topic 842. The discussion below addresses our
primary revenue types based on the accounting standard used to determine the accounting.
Lease revenues (Topic 842)
The accounting for the significant types of revenue that are accounted for under Topic 842 is discussed below.
Owned equipment rentals: Owned equipment rentals represent revenues from renting equipment that we own.
We account for such rentals as operating leases.
Re-rent revenue: Re-rent revenue reflects revenues from equipment that we rent from vendors and then rent to
our customers. We account for such rentals as subleases. The accounting for re-rent revenue is the same as the
accounting for owned equipment rentals described above.
Revenues from contracts with customers (Topic 606)
The accounting for the significant types of revenue that are accounted for under Topic 606 is discussed below.
Delivery and pick-up: Delivery and pick-up revenue associated with renting equipment is recognized when the
service is performed.
Sales of rental equipment, new equipment and contractor supplies are recognized at the time of delivery to,
or pick-up by, the customer and when collectibility is probable.
Service and other revenues primarily represent revenues earned from providing repair and maintenance
services on our customers’ fleet (including parts sales). Service revenue is recognized as the services are performed.
See note 3 to our consolidated financial statements for further discussion of our revenue accounting.
Delivery Expense
Equipment rentals include our revenues from fees we charge for equipment delivery. Delivery costs are
charged to operations as incurred, and are included in cost of revenues on our consolidated statements of income.
Advertising Expense
We promote our business through local and national advertising in various media, including television, trade
publications, branded sponsorships, yellow pages, the internet, radio and direct mail. Advertising costs are generally
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expensed as incurred. These costs may include the development costs for branded content and advertising
campaigns. Advertising expense, net of the qualified advertising reimbursements discussed below, was immaterial
for the years ended December 31, 2019, 2018 and 2017.
We receive reimbursements
services. Such
reimbursements that meet the applicable criteria under U.S. generally accepted accounting principles (“GAAP”) are
offset against advertising costs in the period in which we recognize the incremental advertising cost. The amounts of
qualified advertising reimbursements that reduced advertising expense were $49, $41 and $35 for the years ended
December 31, 2019, 2018 and 2017, respectively.
for advertising that promotes a vendor’s products or
Insurance
We are insured for general liability, workers’ compensation and automobile liability, subject to deductibles or
self-insured retentions per occurrence. Losses within the deductible amounts are accrued based upon the aggregate
liability for reported claims incurred, as well as an estimated liability for claims incurred but not yet reported. These
liabilities are not discounted. The Company is also self-insured for group medical claims but purchases “stop loss”
insurance to protect itself from any one significant loss.
Income Taxes
We use the liability method of accounting for income taxes. Under this method, deferred tax assets and
liabilities are determined based on the differences between the financial statement and tax bases of assets and
liabilities and are measured using the tax rates and laws that are expected to be in effect when the differences are
expected to reverse. Recognition of deferred tax assets is limited to amounts considered by management to be more
likely than not to be realized in future periods. The most significant positive evidence that we consider in the
recognition of deferred tax assets is the expected reversal of cumulative deferred tax liabilities resulting from book
versus tax depreciation of our rental equipment fleet that is well in excess of the deferred tax assets.
We use a two-step approach for recognizing and measuring tax benefits taken or expected to be taken in a tax
return regarding uncertainties in income tax positions. The first step is recognition: we determine whether it is more
likely than not that a tax position will be sustained upon examination, including resolution of any related appeals or
litigation processes, based on the technical merits of the position. In evaluating whether a tax position has met the
more-likely-than-not recognition threshold, we presume that the position will be examined by the appropriate taxing
authority with full knowledge of all relevant information. The second step is measurement: a tax position that meets
the more-likely-than-not recognition threshold is measured to determine the amount of benefit to recognize in the
financial statements. The tax position is measured at the largest amount of benefit that is greater than 50 percent
likely of being realized upon ultimate settlement. Differences between tax positions taken in a tax return and
amounts recognized in the financial statements will generally result in one or more of the following: an increase in a
liability for income taxes payable, a reduction of an income tax refund receivable, a reduction in a deferred tax asset
or an increase in a deferred tax liability.
The Tax Cuts and Jobs Act (the “Tax Act”), which was enacted in December 2017, had a substantial impact on
our income tax benefit for the year ended December 31, 2017. The Tax Act reduced the U.S. federal statutory tax
rate from 35 percent to 21 percent and the years ended December 31, 2019 and 2018 reflect the decreased tax rate.
See note 14 to the consolidated financial statements for further detail.
We have historically considered the undistributed earnings of our foreign subsidiaries to be indefinitely
reinvested, and, accordingly, no taxes have been provided on such earnings. We continue to evaluate our plans for
reinvestment or repatriation of unremitted foreign earnings and have not changed our previous indefinite
reinvestment determination following the enactment of the Tax Act. We have not repatriated funds to the U.S. to
satisfy domestic liquidity needs, nor do we anticipate the need to do so. The Tax Act required a one-time transition
tax for deemed repatriation of accumulated undistributed earnings of certain foreign investments. As discussed in
note 14 to the consolidated financial statements, we completed our accounting for the tax effects of enactment of the
Tax Act in 2018.
63
We regularly review our cash positions and our determination of permanent reinvestment of foreign earnings.
If we determine that all or a portion of such foreign earnings are no longer indefinitely reinvested, we may be
subject to additional foreign withholding taxes and U.S. state income taxes.
Use of Estimates
The preparation of financial statements in conformity with GAAP requires management to make estimates and
assumptions that affect the amounts reported in the financial statements and accompanying notes. Significant
estimates impact the calculation of the allowance for doubtful accounts, depreciation and amortization, income taxes
and reserves for claims. Actual results could materially differ from those estimates.
Concentrations of Credit Risk
Financial instruments that potentially subject us to significant concentrations of credit risk include cash and
cash equivalents and accounts receivable. We maintain cash and cash equivalents with high quality financial
institutions. Concentration of credit risk with respect
to receivables is limited because a large number of
geographically diverse customers makes up our customer base (see note 3 to our consolidated financial statements
for further detail). We manage credit risk through credit approvals, credit limits and other monitoring procedures.
Stock-Based Compensation
We measure stock-based compensation at the grant date based on the fair value of the award and recognize
stock-based compensation expense over the requisite service period. Determining the fair value of stock option
awards requires judgment, including estimating stock price volatility, forfeiture rates and expected option life.
Restricted stock awards are valued based on the fair value of the stock on the grant date and the related
compensation expense is recognized over the service period. Similarly, for time-based restricted stock awards
subject to graded vesting, we recognize compensation cost on a straight-line basis over the requisite service period.
For performance-based restricted stock units (“RSUs”), compensation expense is recognized if satisfaction of the
performance condition is considered probable. We recognize forfeitures of stock-based compensation as they occur.
New Accounting Pronouncements
Measurement of Credit Losses on Financial Instruments. In June 2016, the FASB issued guidance that will
require companies to present assets held at amortized cost and available for sale debt securities net of the amount
expected to be collected. The guidance requires the measurement of expected credit losses to be based on relevant
information from past events, including historical experiences, current conditions and reasonable and supportable
forecasts that affect collectibility. The guidance will be effective for fiscal years and interim periods beginning after
December 15, 2019. Different components of the guidance require modified retrospective or prospective adoption.
This guidance does not apply to receivables arising from operating leases. As discussed in note 3 to the consolidated
financial statements, most of our equipment rental revenue is accounted for as lease revenue (such revenue
represented 78 percent of our total revenues for the year ended December 31, 2019). We will adopt this guidance
when effective, and the impact of adoption on our financial statements is not material. The future impact of this
guidance will be limited to our non-operating lease receivables, and will depend on future market conditions and
forecast expectations.
Simplifying the Test for Goodwill Impairment. In January 2017, the FASB issued guidance intended to simplify
the subsequent accounting for goodwill acquired in a business combination. Prior guidance required utilizing a
two-step process to review goodwill for impairment. A second step was required if there was an indication that an
impairment may exist, and the second step required calculating the potential impairment by comparing the implied
fair value of the reporting unit’s goodwill (as if purchase accounting were performed on the testing date) with the
carrying amount of the goodwill. The new guidance eliminates the second step from the goodwill impairment test.
Under the new guidance, an entity should perform its annual, or interim, goodwill impairment test by comparing the
fair value of a reporting unit with its carrying amount, and then recognize an impairment charge for the amount by
64
which the carrying amount exceeds the reporting unit’s fair value (although the loss should not exceed the total
amount of goodwill allocated to the reporting unit). The guidance requires prospective adoption and will be
effective for annual or interim goodwill impairment tests in fiscal years beginning after December 15, 2019. We will
adopt this guidance when effective, and it is not expected to have a significant impact on our financial statements.
Simplifying the Accounting for Income Taxes. In December 2019, the FASB issued guidance intended to
simplify the accounting for income taxes. The guidance removes the following exceptions: 1) exception to the
incremental approach for intraperiod tax allocation when there is a loss from continuing operations and income or a
gain from other items, 2) exception to the requirement to recognize a deferred tax liability for equity method
investments when a foreign subsidiary becomes an equity method investment, 3) exception to the ability not to
recognize a deferred tax liability for a foreign subsidiary when a foreign equity method investment becomes a
subsidiary and 4) exception to the general methodology for calculating income taxes in an interim period when a
year-to-date loss exceeds the anticipated loss for the year. Additionally, the guidance simplifies the accounting for
income taxes by: 1) requiring that an entity recognize a franchise tax (or similar tax) that is partially based on
income as an income-based tax and account for any incremental amount incurred as a non-income-based tax, 2)
requiring that an entity evaluate when a step up in the tax basis of goodwill should be considered part of the
business combination in which the book goodwill was originally recognized and when it should be considered a
separate transaction, 3) specifying that an entity is not required to allocate the consolidated amount of current and
deferred tax expense to a legal entity that is not subject to tax in its separate financial statements (although the entity
may elect to do so (on an entity-by-entity basis) for a legal entity that is both not subject to tax and disregarded by
the taxing authority), 4) requiring that an entity reflect the effect of an enacted change in tax laws or rates in the
annual effective tax rate computation in the interim period that includes the enactment date and 5) making minor
improvements for income tax accounting related to employee stock ownership plans and investments in qualified
affordable housing projects accounted for using the equity method. The guidance will be effective for fiscal years
and interim periods beginning after December 15, 2020. Different components of the guidance require retrospective,
modified retrospective or prospective adoption, and early adoption is permitted. We are currently assessing whether
we will early adopt this guidance, and the impact on our financial statements is not currently estimable.
Guidance Adopted in 2019
Leases. See note 13 to our consolidated financial statements for a discussion of our lease accounting following
our adoption of an updated FASB lease accounting standard in 2019.
3. Revenue Recognition
Revenue Recognition Accounting Standards
In May 2014, and in subsequent updates, the FASB issued guidance (“Topic 606”) to clarify the principles for
recognizing revenue. Topic 606 replaced Topic 605, which was the revenue recognition standard in effect through
December 31, 2017, as reflected in the table below. We adopted Topic 606 on January 1, 2018. Topic 606 includes
the required steps to achieve the core principle that an entity should recognize revenue to depict the transfer of
promised goods or services to customers in an amount that reflects the consideration to which the entity expects to
be entitled in exchange for those goods or services.
In March 2016, the FASB issued updated lease accounting guidance (“Topic 842”), as explained further in note
13 to the consolidated financial statements. We adopted Topic 842 on January 1, 2019. Topic 842 is an update to
Topic 840, which was the lease accounting standard in place through December 31, 2018. As reflected below, most
of our revenue is accounted for under Topic 842 (Topic 840 for 2018 and 2017). There were no significant changes
to our revenue accounting upon adoption of Topic 842.
We recognize revenue in accordance with two different accounting standards: 1) Topic 606 and 2) Topic 842.
Under Topic 606, revenue from contracts with customers is measured based on the consideration specified in the
contract with the customer, and excludes any sales incentives and amounts collected on behalf of third parties. A
65
performance obligation is a promise in a contract to transfer a distinct good or service to a customer, and is the unit
of account under Topic 606. As reflected below, most of our revenue is accounted for under Topic 842. Our
contracts with customers generally do not include multiple performance obligations. We recognize revenue when
we satisfy a performance obligation by transferring control over a product or service to a customer. The amount of
revenue recognized reflects the consideration we expect to be entitled to in exchange for such products or services.
Nature of goods and services
In the following table, revenue is summarized by type and by the applicable accounting standard.
Year Ended December 31,
Topic
842
2019
Topic
606
Total
Topic
840
2018
Topic
606
Total
Topic
840
2017
Topic
605
Total
$6,777
155
$ — $6,777
155
—
$5,946
138
$ — $5,946
138
—
$4,928
106
$ — $4,928
106
—
Revenues:
Owned equipment rentals . . . . .
Re-rent revenue . . . . . . . . . . . . .
Ancillary and other rental
revenues:
Delivery and pick-up . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . .
—
356
Total ancillary and other rental
revenues . . . . . . . . . . . . . . . .
356
Total equipment rentals . . . . .
7,288
. . . . .
Sales of rental equipment
Sales of new equipment
. . . . . .
Contractor supplies sales . . . . . .
Service and other revenues . . . .
—
—
—
—
564
112
676
676
831
268
104
184
564
468
—
287
1,032
7,964
287
6,371
831
268
104
184
—
—
—
—
477
92
569
569
664
208
91
144
477
379
—
228
856
228
6,940
5,262
664
208
91
144
—
—
—
—
389
64
453
453
550
178
80
118
389
292
681
5,715
550
178
80
118
Total revenues . . . . . . . . . . . . .
$7,288
$2,063
$9,351
$6,371
$1,676
$8,047
$5,262
$1,379
$6,641
Revenues by reportable segment and geographical market are presented in note 5 of the consolidated financial
statements using the revenue captions reflected in our consolidated statements of operations. The majority of our
revenue is recognized in our general rentals segment and in the U.S. (for the year ended December 31, 2019,
80 percent and 91 percent of total revenues, respectively). We believe that the disaggregation of our revenue from
contracts to customers as reflected above, coupled with the further discussion below and the reportable segment and
geographical market disclosures in note 5, depicts how the nature, amount, timing and uncertainty of our revenue
and cash flows are affected by economic factors.
Lease revenues (Topic 842)
The accounting for the types of revenue that are accounted for under Topic 842 is discussed below.
Owned equipment rentals represent our most significant revenue type (they accounted for 72 percent of total
revenues for the year ended December 31, 2019) and are governed by our standard rental contract. We account for
such rentals as operating leases. The lease terms are included in our contracts, and the determination of whether our
contracts contain leases generally does not require significant assumptions or judgments. Our lease revenues do not
include material amounts of variable payments.
Owned equipment rentals: Owned equipment rentals represent revenues from renting equipment that we own.
We do not generally provide an option for the lessee to purchase the rented equipment at the end of the lease, and do
not generate material revenue from sales of equipment under such options.
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We recognize revenues from renting equipment on a straight-line basis. Our rental contract periods are hourly,
daily, weekly or monthly. By way of example, if a customer were to rent a piece of equipment and the daily, weekly
and monthly rental rates for that particular piece were (in actual dollars) $100, $300 and $900, respectively, we
would recognize revenue of $32.14 per day. The daily rate for recognition purposes is calculated by dividing the
monthly rate of $900 by the monthly term of 28 days. This daily rate assumes that the equipment will be on rent for
the full 28 days, as we are unsure of when the customer will return the equipment and therefore unsure of which
rental contract period will apply.
As part of this straight-line methodology, when the equipment is returned, we recognize as incremental revenue
the excess, if any, between the amount the customer is contractually required to pay, which is based on the rental
contract period applicable to the actual number of days the equipment was out on rent, over the cumulative amount
of revenue recognized to date. In any given accounting period, we will have customers return equipment and be
contractually required to pay us more than the cumulative amount of revenue recognized to date under the straight-
line methodology. For instance, continuing the above example, if the customer rented the above piece of equipment
on December 29 and returned it at the close of business on January 1, we would recognize incremental revenue on
January 1 of $171.44 (in actual dollars, representing the difference between the amount
the customer is
contractually required to pay, or $300 at the weekly rate, and the cumulative amount recognized to date on a
straight-line basis, or $128.56, which represents four days at $32.14 per day).
We record amounts billed to customers in excess of recognizable revenue as deferred revenue on our balance
sheet. We had deferred revenue (associated with both Topic 842/840 and Topic 606) of $55 and $56 as of
December 31, 2019 and 2018, respectively.
As noted above, we are unsure of when the customer will return rented equipment. As such, we do not know
how much the customer will owe us upon return of the equipment and cannot provide a maturity analysis of future
lease payments. Our equipment is generally rented for short periods of time (significantly less than a year). Lessees
do not provide residual value guarantees on rented equipment.
We expect to derive significant future benefits from our equipment following the end of the rental term. Our
rentals are generally short-term in nature, and our equipment is typically rented for the majority of the time that we
own it. We additionally recognize revenue from sales of rental equipment when we dispose of the equipment.
Re-rent revenue: Re-rent revenue reflects revenues from equipment that we rent from vendors and then rent to
our customers. We account for such rentals as subleases. The accounting for re-rent revenue is the same as the
accounting for owned equipment rentals described above.
“Other” equipment rental revenue is primarily comprised of 1) Rental Protection Plan (or “RPP”) revenue
associated with the damage waiver customers can purchase when they rent our equipment to protect against
potential loss or damage, 2) environmental charges associated with the rental of equipment, and 3) charges for
rented equipment that is damaged by our customers.
Revenues from contracts with customers (Topic 606)
The accounting for the types of revenue that are accounted for under Topic 606 is discussed below.
Substantially all of our revenues under Topic 606 are recognized at a point-in-time rather than over time.
Delivery and pick-up: Delivery and pick-up revenue associated with renting equipment is recognized when the
service is performed.
“Other” equipment rental revenue is primarily comprised of revenues associated with the consumption of fuel
by our customers which are recognized when the equipment is returned by the customer (and consumption, if any,
can be measured).
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Sales of rental equipment, new equipment and contractor supplies are recognized at the time of delivery to,
or pick-up by, the customer and when collectibility is probable.
Service and other revenues primarily represent revenues earned from providing repair and maintenance
services on our customers’ fleet (including parts sales). Service revenue is recognized as the services are performed.
Receivables and contract assets and liabilities
As reflected above, most of our equipment rental revenue is accounted for under Topic 842 (such revenue
represented 78 percent of our total revenues for the year ended December 31, 2019). The customers that are
responsible for the remaining revenue that is accounted for under Topic 606 are generally the same customers that
rent our 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 842, the
discussions below on credit risk and our allowances for doubtful accounts address receivables arising from revenues
from both Topic 606 (Topic 605 for 2017) and Topic 842 (Topic 840 for 2018 and 2017).
Concentration of credit risk with respect to our receivables is limited because a large number of geographically
diverse customers makes up our customer base. Our largest customer accounted for less than one percent of total
revenues in each of 2019, 2018, and 2017. Our customer with the largest receivable balance represented
approximately one percent of total receivables at December 31, 2019 and 2018. We manage credit risk through
credit approvals, credit limits and other monitoring procedures.
Our allowances for doubtful accounts reflect our estimate of the amount of our receivables that we will be
unable to collect based on historical write-off experience. Our estimate could require change based on changing
circumstances, including changes in the economy or in the particular circumstances of individual customers.
Accordingly, we may be required to increase or decrease our allowances. Trade receivables that have contractual
maturities of one year or less are written-off when they are determined to be uncollectible based on the criteria
necessary to qualify as a deduction for federal tax purposes. Write-offs of such receivables require management
approval based on specified dollar thresholds. During the years ended December 31, 2019, 2018 and 2017, we
recognized total additions, excluding acquisitions, to our allowances for doubtful accounts of $42, $45 and $40,
respectively, primarily 1) as a reduction to equipment rental revenue (primarily for 2019 doubtful accounts
associated with lease revenues) or 2) as bad debt expense within selling, general and administrative expenses in our
consolidated statements of income.
We do not have material contract assets, or impairment losses associated therewith, or material contract
liabilities, associated with contracts with customers. Our contracts with customers do not generally result in material
amounts billed to customers in excess of recognizable revenue. We did not recognize material revenue during the
years ended December 31, 2019 and December 31, 2018 that was included in the contract liability balance as of the
beginning of such periods.
Performance obligations
Most of our Topic 606 revenue is recognized at a point-in-time, rather than over time. Accordingly, in any
particular period, we do not generally recognize a significant amount of revenue from performance obligations
satisfied (or partially satisfied) in previous periods, and the amounts of such revenue recognized during the years
ended December 31, 2019 and December 31, 2018 were not material. We also do not expect to recognize material
revenue in the future related to performance obligations that were unsatisfied (or partially unsatisfied) as of
December 31, 2019.
Payment terms
Our Topic 606 revenues do not include material amounts of variable consideration. Our payment terms vary by
the type and location of our customer and the products or services offered. The time between invoicing and when
68
payment is due is not significant. Our contracts do not generally include a significant financing component. For
certain products or services and customer types, we require payment before the products or services are delivered to
the customer. Our contracts with customers do not generally result in significant obligations associated with returns,
refunds or warranties. See above for a discussion of how we manage credit risk.
Revenue is recognized net of taxes collected from customers, which are subsequently remitted to governmental
authorities.
Contract costs
We do not recognize any assets associated with the incremental costs of obtaining a contract with a customer
(for example, a sales commission) that we expect to recover. Most of our revenue is recognized at a point-in-time or
over a period of one year or less, and we use the practical expedient that allows us to recognize the incremental costs
of obtaining a contract as an expense when incurred if the amortization period of the asset that we otherwise would
have recognized is one year or less.
Contract estimates and judgments
Our revenues accounted for under Topic 606 generally do not require significant estimates or judgments,
primarily for the following reasons:
•
The transaction price is generally fixed and stated in our contracts;
• As noted above, our contracts generally do not include multiple performance obligations, and accordingly
do not generally require estimates of the standalone selling price for each performance obligation;
• Our revenues do not include material amounts of variable consideration, or result in significant obligations
associated with returns, refunds or warranties; and
• Most of our revenue is recognized as of a point-in-time and the timing of the satisfaction of the applicable
performance obligations is readily determinable. As noted above, our Topic 606 revenue is generally
recognized at the time of delivery to, or pick-up by, the customer.
Our revenues accounted for under Topic 842 also generally do not require significant estimates or judgments.
We monitor and review our estimated standalone selling prices on a regular basis.
4. Acquisitions
BakerCorp Acquisition
In July 2018, we completed the acquisition of BakerCorp. BakerCorp was a leading multinational provider of
tank, pump, filtration and trench shoring rental solutions for a broad range of industrial and construction
applications. BakerCorp had approximately 950 employees, and its operations were primarily concentrated in the
United States and Canada, where it had 46 locations. BakerCorp also had 11 locations in France, Germany, the
United Kingdom and the Netherlands. BakerCorp had annual revenues of approximately $295. The acquisition:
• Augmented our bundled solutions for fluid storage, transfer and treatment;
•
•
Expanded our strategic account base; and
Provided a significant opportunity to increase revenue and enhance customer service by cross-selling to our
broader customer base.
The aggregate consideration paid was approximately $720. The acquisition and related fees and expenses were
funded through drawings on our ABL facility.
69
The following table summarizes the fair values of the assets acquired and liabilities assumed.
Accounts receivable, net of allowance for doubtful accounts (1) . . . . . . . . . . . . . . . . . . . . . . . . . . .
Inventory . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Rental equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Property and equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Intangibles (2)
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total identifiable assets acquired . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Current liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total liabilities assumed . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net identifiable assets acquired . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Goodwill (3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 74
4
268
25
171
3
545
(60)
(13)
(73)
472
248
Net assets acquired . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$720
(1) The fair value of accounts receivables acquired was $74, and the gross contractual amount was $81. We
estimated that $7 would be uncollectible.
(2) The following table reflects the fair values and useful lives of the acquired intangible assets identified based on
our purchase accounting assessments:
Customer relationships . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Trade names and associated trademarks . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fair value
Life (years)
$166
5
$171
8
5
(3) All of the goodwill was assigned to our trench, power and fluid solutions segment. The level of goodwill that
the value of
resulted from the acquisition is primarily reflective of BakerCorp’s going-concern value,
BakerCorp’s assembled workforce, new customer relationships expected to arise from the acquisition, and
operational synergies that we expect to achieve that are not associated with the identifiable assets. $6 of
goodwill is expected to be deductible for income tax purposes.
The years ended December 31, 2019 and 2018 include BakerCorp acquisition-related costs which are included
in “Merger related costs” in our consolidated statements of income. The merger related costs are comprised of
financial and legal advisory fees.
Since the acquisition date, significant amounts of fleet have been moved between URI locations and the
acquired BakerCorp locations, and it is not practicable to reasonably estimate the amounts of revenue and earnings
of BakerCorp since the acquisition date. The impact of the BakerCorp acquisition on our equipment rentals revenue
is primarily reflected in the increase in average OEC of 17.7 percent for the year ended December 31, 2019 (such
increase also includes the impact of the acquisition of BlueLine discussed below).
BlueLine Acquisition
In October 2018, we completed the acquisition of BlueLine. BlueLine was one of the ten largest equipment
rental companies in North America and served customers in the construction and industrial sectors with a focus on
mid-sized and local accounts. BlueLine had 114 locations and over 1,700 employees based in 25 U.S. states, Canada
and Puerto Rico. BlueLine had annual revenues of approximately $786. The acquisition:
•
Expanded our equipment rental capacity in many of the largest metropolitan areas in North America,
including both U.S. coasts, the Gulf South and Ontario;
70
•
Provided a well-diversified customer base with a balanced mix of commercial construction and industrial
accounts;
• Added more mid-sized and local accounts to our customer base; and
•
Provided a significant opportunity to increase revenue and enhance customer service by cross-selling to our
broader customer base.
The aggregate consideration paid was approximately $2.069 billion. The acquisition and related fees and
expenses were funded through borrowings under a new $1 billion senior secured term loan credit facility (the “term
loan facility”) and the issuance of $1.1 billion principal amount of 6 1/2 percent Senior Notes due 2026.
The following table summarizes the fair values of the assets acquired and liabilities assumed.
Accounts receivable, net of allowance for doubtful accounts (1) . . . . . . . . . . . . . . . . . .
Inventory . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Rental equipment
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Property and equipment
Intangibles (customer relationships) (2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total identifiable assets acquired . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . .
Short-term debt and current maturities of long-term debt (3)
Current liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Long-term debt (3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other long-term liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total liabilities assumed . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net identifiable assets acquired . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Goodwill (4) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 117
7
1,078
71
230
47
1,550
(12)
(140)
(23)
(4)
(179)
1,371
698
Net assets acquired . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$2,069
(1) The fair value of accounts receivables acquired was $117, and the gross contractual amount was $125. We
estimated that $8 would be uncollectible.
(2) The customer relationships are being amortized over a 5 year life.
(3) The acquired debt reflects finance lease obligations.
(4) All of the goodwill was assigned to our general rentals segment. The level of goodwill that resulted from the
acquisition is primarily reflective of BlueLine’s going-concern value, the value of BlueLine’s assembled
workforce, new customer relationships expected to arise from the acquisition, and operational synergies that we
expect to achieve that are not associated with the identifiable assets. $25 of goodwill is expected to be
deductible for income tax purposes.
The years ended December 31, 2019 and 2018 include BlueLine acquisition-related costs which are included in
“Merger related costs” in our consolidated statements of income. The merger related costs are comprised of
financial and legal advisory fees. In addition to the acquisition-related costs reflected in our consolidated statements
of income, the debt issuance costs associated with the issuance of debt to fund the acquisition are reflected, net of
amortization subsequent to the acquisition date, in long-term debt in our consolidated balance sheets.
Since the acquisition date, significant amounts of fleet have been moved between URI locations and the
acquired BlueLine locations, and it is not practicable to reasonably estimate the amounts of revenue and earnings of
BlueLine since the acquisition date. The impact of the BlueLine acquisition on our equipment rentals revenue is
primarily reflected in the increase in average OEC of 17.7 percent for the year ended December 31, 2019 (such
increase also includes the impact of the acquisition of BakerCorp discussed above).
71
Pro forma financial information
The pro forma information below gives effect to the BakerCorp and BlueLine acquisitions as if they had been
completed on January 1, 2018 (“the pro forma acquisition date”). The pro forma information is not necessarily
indicative of our results of operations had the acquisitions been completed on the above date, nor is it necessarily
indicative of our future results. The pro forma information does not reflect any cost savings from operating
efficiencies or synergies that could result from the acquisitions, and also does not reflect additional revenue
opportunities following the acquisitions. The table below presents unaudited pro forma consolidated income
statement information as if BakerCorp and BlueLine had been included in our consolidated results for the year
ended December 31, 2018.
Historic/pro forma revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Historic/combined pretax income (loss)
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Pro forma adjustments to pretax income (loss):
Impact of fair value mark-ups/useful life changes on depreciation (1) . . . . . . . . . .
Impact of the fair value mark-up of acquired fleet on cost of rental equipment
sales (2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Intangible asset amortization (3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest expense (4)
Elimination of historic interest (5) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Elimination of merger related costs (6) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Restructuring charges (7) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Pro forma pretax income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Year Ended December 31, 2018
United
Rentals
Baker
Corp
Blue
Line
Total
$8,047
1,476
$184
(84)
$ 665
(169)
$8,896
1,223
(8)
(5)
(13)
—
(23)
(14)
30
67
(6)
(13)
(64)
(92)
106
166
(16)
(13)
(87)
(106)
136
233
(22)
$1,351
(1) Depreciation of rental equipment and non-rental depreciation were adjusted for the fair value mark-ups, and the
changes in useful lives and salvage values, of the equipment acquired in the BakerCorp and BlueLine
acquisitions.
(2) Cost of rental equipment sales was adjusted for the fair value mark-ups of rental equipment acquired in the
BlueLine acquisition. BakerCorp did not historically recognize a material amount of rental equipment sales,
and accordingly no adjustment was required for BakerCorp.
(3) The intangible assets acquired in the BakerCorp and BlueLine acquisitions were amortized.
(4) As discussed above, we issued debt to partially fund the BakerCorp and BlueLine acquisitions. Interest expense
was adjusted to reflect these changes in our debt portfolio.
(5) Historic interest, including losses on repurchase/redemption of debt securities, on debt that is not part of the
combined entity was eliminated.
(6) Merger related costs primarily comprised of financial and legal advisory fees associated with the BakerCorp
and BlueLine acquisitions were eliminated as they were assumed to have been recognized prior to the pro
forma acquisition date. The adjustment for BakerCorp includes $57 of merger related costs recognized by
BakerCorp prior to the acquisition. The adjustment for BlueLine includes $142 of merger related costs
recognized by BlueLine prior to the acquisition.
(7) As discussed in note 6 to the consolidated financial statements, in 2019, we completed a restructuring program
associated with the BakerCorp and BlueLine acquisitions. The adjustments above reflect the restructuring
charges recognized under this program. The restructuring charges reflected in our consolidated statements of
income also include non acquisition-related restructuring charges, as discussed in note 6.
5. Segment Information
Our reportable segments are i) general rentals and ii) trench, power and fluid solutions. Our regions discussed
below, which are our operating segments, are aggregated into our reportable segments. We believe that the regions
that are aggregated into our reportable segments have similar economic characteristics, as each region is capital
72
intensive, offers similar products to similar customers, uses similar methods to distribute its products, and is subject
to similar competitive risks. The aggregation of our regions also reflects the management structure that we use for
making operating decisions and assessing performance. We evaluate segment performance primarily based on
segment equipment rentals gross profit.
The general rentals segment includes the rental of i) general construction and industrial equipment, such as
backhoes, skid-steer loaders, forklifts, earthmoving equipment and material handling equipment, ii) aerial work
platforms, such as boom lifts and scissor lifts and iii) general tools and light equipment, such as pressure washers,
water pumps and power tools. The general rentals segment reflects the aggregation of 11 geographic regions—
Carolinas, Gulf South, Industrial (which serves the geographic Gulf region and has a strong industrial presence),
Mid-Atlantic, Mid Central, Midwest, Northeast, Pacific West, South, Southeast and Western Canada—and operates
throughout the United States and Canada.
The trench, power and fluid solutions segment includes the rental of specialty construction products such as i)
trench safety equipment, such as trench shields, aluminum hydraulic shoring systems, slide rails, crossing plates,
construction lasers and line testing equipment for underground work, ii) power and HVAC equipment, such as
portable diesel generators, electrical distribution equipment, and temperature control equipment and iii) fluid
solutions equipment primarily used for fluid containment, transfer and treatment. The trench, power and fluid
solutions segment is comprised of the following regions, each of which primarily rents the corresponding equipment
type described above: i) the Trench Safety region, ii) the Power and HVAC region, iii) the Fluid Solutions region
and iv) the Fluid Solutions Europe region. The trench, power and fluid solutions segment’s customers include
construction companies involved in infrastructure projects, municipalities and industrial companies. This segment
operates throughout the United States and in Canada and Europe.
The following table presents the percentage of equipment rental revenue by equipment type for the years ended
December 31, 2019, 2018 and 2017:
Year Ended December 31,
2019
2018
2017
Primarily rented by our general rentals segment:
General construction and industrial equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Aerial work platforms . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
General tools and light equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
43% 44% 43%
28% 28% 32%
7%
8%
8%
Primarily rented by our trench, power and fluid solutions segment:
Power and HVAC equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Trench safety equipment
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fluid solutions equipment
8%
6%
7%
8%
6%
6%
7%
6%
5%
The accounting policies for our segments are the same as those described in the summary of significant
accounting policies in note 2. Certain corporate costs, including those related to selling, finance, legal, risk
management, human resources, corporate management and information technology systems, are deemed to be of an
operating nature and are allocated to our segments based primarily on rental fleet size.
73
The following table sets forth financial information by segment as of and for the years ended December 31,
2019, 2018 and 2017:
2019
General
rentals
Trench,
power and fluid
solutions
Total
2018
2017
Equipment rentals . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Sales of rental equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Sales of new equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Contractor supplies sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Service and other revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 6,202
768
238
71
157
Total revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
7,436
Depreciation and amortization expense . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Equipment rentals gross profit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Capital expenditures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Equipment rentals . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Sales of rental equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Sales of new equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Contractor supplies sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Service and other revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1,681
2,407
1,967
$16,036
$ 5,550
619
186
68
127
Total revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
6,550
Depreciation and amortization expense . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Equipment rentals gross profit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Capital expenditures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Equipment rentals . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Sales of rental equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Sales of new equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Contractor supplies sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Service and other revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1,410
2,293
1,980
$15,597
$ 4,727
509
159
65
105
Total revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
5,565
Depreciation and amortization expense . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Equipment rentals gross profit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Capital expenditures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1,188
1,950
1,675
$13,351
$1,762
63
30
33
27
1,915
357
800
383
$2,934
$1,390
45
22
23
17
1,497
261
670
311
$2,536
$ 988
41
19
15
13
1,076
195
490
214
$1,679
$ 7,964
831
268
104
184
9,351
2,038
3,207
2,350
$18,970
$ 6,940
664
208
91
144
8,047
1,671
2,963
2,291
$18,133
$ 5,715
550
178
80
118
6,641
1,383
2,440
1,889
$15,030
74
Equipment rentals gross profit is the primary measure management reviews to make operating decisions and
assess segment performance. The following is a reconciliation of equipment rentals gross profit to income before
provision (benefit) for income taxes:
Year Ended December 31,
2019
2018
2017
Total equipment rentals gross profit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Gross profit from other lines of business . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Selling, general and administrative expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Merger related costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Restructuring charge . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Non-rental depreciation and amortization . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest expense, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other income, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 3,207
463
(1,092)
(1)
(18)
(407)
(648)
10
$ 2,963 $2,440
329
(903)
(50)
(50)
(259)
(464)
5
401
(1,038)
(36)
(31)
(308)
(481)
6
Income before provision (benefit) for income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 1,514
$ 1,476
$1,048
We operate in the United States, Canada and Europe. As discussed in note 4 to the consolidated financial
statements, in July 2018, we completed the acquisition of BakerCorp, which allowed for our entry into select
European markets. Our presence in Europe is limited, and the foreign information in the table below primarily
reflects Canada. The following table presents geographic area information for the years ended December 31, 2019,
2018 and 2017, except for balance sheet information, which is presented as of December 31, 2019 and 2018:
Domestic
Foreign
Total
2019
2018
2017
Equipment rentals . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Sales of rental equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Sales of new equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Contractor supplies sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Service and other revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$7,283
757
238
92
164
Total revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
8,534
Rental equipment, net
Property and equipment, net
Goodwill and other intangible assets, net
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Equipment rentals . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Sales of rental equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Sales of new equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Contractor supplies sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Service and other revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
8,995
554
$5,592
$6,388
609
184
80
126
Total revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
7,387
Rental equipment, net
Property and equipment, net
Goodwill and other intangible assets, net
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Equipment rentals . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Sales of rental equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Sales of new equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Contractor supplies sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Service and other revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
8,910
559
$5,665
$5,253
494
157
70
102
Total revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$6,076
$681
74
30
12
20
817
792
50
$457
$552
55
24
11
18
660
690
55
$477
$462
56
21
10
16
$565
$7,964
831
268
104
184
9,351
9,787
604
$6,049
$6,940
664
208
91
144
8,047
9,600
614
$6,142
$5,715
550
178
80
118
$6,641
75
6. Restructuring Charges
Restructuring charges primarily include severance costs associated with headcount reductions, as well as
branch closure charges. We incur severance costs and branch closure charges in the ordinary course of our business.
We only include such costs that are part of a restructuring program as restructuring charges. Since the first such
program was initiated in 2008, we have completed four restructuring programs and have incurred total restructuring
charges of $333.
Closed Restructuring Programs
Our closed restructuring programs were initiated either in recognition of a challenging economic environment
or following the completion of certain significant acquisitions. As of December 31, 2019, the total liability
associated with the closed restructuring programs was $11. As of December 31, 2019, we have incurred total
restructuring charges under the closed restructuring programs of $288, comprised of $171 of branch closure charges
and $117 of severance and other costs.
BakerCorp/BlueLine Restructuring Program
In the third quarter of 2018, we initiated a restructuring program following the closing of the BakerCorp
acquisition discussed in note 4 to the consolidated financial statements. The restructuring program also includes
actions undertaken associated with the BlueLine acquisition discussed in note 4 to the consolidated financial
statements. We completed this restructuring program in 2019.
The table below provides certain information concerning our restructuring charges under the BakerCorp/
BlueLine restructuring program:
Description
Year ended December 31, 2018:
Branch closure charges . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Severance and other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Year ended December 31, 2019:
Branch closure charges . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Severance and other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Beginning
Reserve Balance
Charged to
Costs and
Expenses (1)
Payments
and Other
Ending
Reserve Balance
$—
—
$—
$
3
9
$ 12
$ 4
18
$22
$16
6
$22
$ (1)
(9)
$(10)
$(11)
(14)
$(25)
$ 3
9
$12
$ 8
1
$ 9
(1) Reflected in our consolidated statements of income as “Restructuring charge” (such charge also includes
activity under our other restructuring programs). The restructuring charges are not allocated to our segments.
As of December 31, 2019, we have incurred total restructuring charges under the BakerCorp/BlueLine
restructuring program of $44, comprised of $20 of branch closure charges and $24 of severance and other
costs.
2020-2021 Cost Savings Restructuring Program
In the fourth quarter of 2019, we initiated a restructuring program associated with the consolidation of certain
common functions, the relocation of our shared-service facilities and certain other cost reduction measures. We
expect to complete the restructuring program in the first half of 2021. The total costs expected to be incurred in
connection with the program are not currently estimable, as we are still identifying the actions that will be
undertaken. As of December 31, 2019, we have not recognized material costs under this program, and the liability
balance associated with the program is not material.
76
7. Rental Equipment
Rental equipment consists of the following:
Rental equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Less accumulated depreciation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$14,852
(5,065)
$13,962
(4,362)
Rental equipment, net
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 9,787
$ 9,600
December 31,
2019
2018
8. Property and Equipment
Property and equipment consist of the following:
Land . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Buildings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Non-rental vehicles . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Machinery and equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Furniture and fixtures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Leasehold improvements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Less accumulated depreciation and amortization . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
December 31,
2019
2018
$ 101
210
168
157
328
348
$ 103
209
200
135
278
302
1,312
(708)
1,227
(613)
Property and equipment, net
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 604
$ 614
9. Goodwill and Other Intangible Assets
The following table presents the changes in the carrying amount of goodwill for each of the three years in the
period ended December 31, 2019:
General rentals
Trench,
power and fluid
solutions
Balance at January 1, 2017 (1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Goodwill related to acquisitions (2) (3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign currency translation and other adjustments . . . . . . . . . . . . . . . . . . .
Balance at December 31, 2017 (1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Goodwill related to acquisitions (2) (3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign currency translation and other adjustments . . . . . . . . . . . . . . . . . . .
Balance at December 31, 2018 (1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Goodwill related to acquisitions (2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign currency translation and other adjustments . . . . . . . . . . . . . . . . . . .
$2,797
797
13
3,607
752
(17)
4,342
10
10
$463
8
4
475
247
(6)
716
73
3
Total
$3,260
805
17
4,082
999
(23)
5,058
83
13
Balance at December 31, 2019 (1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$4,362
$792
$5,154
(1) The total carrying amount of goodwill for all periods in the table above is reflected net of $1.557 billion of
(2)
accumulated impairment charges, which were primarily recorded in our general rentals segment.
Includes goodwill adjustments for the effect on goodwill of changes to net assets acquired during the
measurement period, which were not significant to our previously reported operating results or financial
condition.
(3) For additional detail on the acquisitions of BakerCorp and BlueLine in July 2018 and October 2018,
respectively, which accounted for most of the 2018 goodwill related to acquisitions, see note 4 to our
77
consolidated financial statements. The acquisitions of NES and Neff accounted for most of the 2017 goodwill
related to acquisitions.
Other intangible assets were comprised of the following at December 31, 2019 and 2018:
December 31, 2019
Weighted-
Average Remaining
Amortization Period
Gross
Carrying
Amount
Accumulated
Amortization
Net
Amount
Non-compete agreements . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Customer relationships . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Trade names and associated trademarks . . . . . . . . . . . . . . . . . .
43 months
7 years
4 years
24
$
$2,246
5
$
14
$
$1,364
2
$
$ 10
$882
3
$
December 31, 2018
Weighted-
Average Remaining
Amortization Period
Gross
Carrying
Amount
Accumulated
Amortization
Net
Amount
Non-compete agreements . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Customer relationships . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Trade names and associated trademarks . . . . . . . . . . . . . . . . . .
31 months
7 years
5 years
$
24
$2,148
5
$
$
16
$1,076
1
$
$
8
$1,072
4
$
Amortization expense for other intangible assets was $290, $213 and $173 for the years ended December 31,
2019, 2018 and 2017, respectively.
As of December 31, 2019, estimated amortization expense for other intangible assets for each of the next five
years and thereafter was as follows:
2020 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2021 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2022 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2023 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2024 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Thereafter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$250
205
160
116
75
89
$895
10. Accrued Expenses and Other Liabilities and Other Long-Term Liabilities
Accrued expenses and other liabilities consist of the following:
Self-insurance accruals . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accrued compensation and benefit costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Property and income taxes payable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Restructuring reserves (1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest payable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred revenue (2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
National accounts accrual
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Operating lease liability (3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other (4) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
December 31,
2019
2018
$ 46
$ 59
127
86
103
26
31
20
147
142
56
55
87
69
178 —
98
94
Accrued expenses and other liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$747
$677
(1) Primarily relates to branch closure charges and severance costs. See note 6 for additional detail.
78
(2) Reflects amounts billed to customers in excess of recognizable revenue. See note 3 for additional detail.
(3) As discussed in note 13, we adopted an updated lease accounting standard on January 1, 2019, which resulted
in recognition of operating lease liabilities (the amount reflected above represents the current portion of the
liability). We adopted the new standard using a transition method that does not require application to periods
prior to adoption.
(4) Other includes multiple items, none of which are individually significant.
Other long-term liabilities consist of the following:
Self-insurance accruals . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Income taxes payable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accrued compensation and benefit costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other long-term liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
December 31,
2019
2018
$62
14
15
$91
$60
14
9
$83
11. Fair Value Measurements
As of December 31, 2019 and 2018, the amounts of our assets and liabilities that were accounted for at fair
value were immaterial.
Fair value measurements are categorized in one of the following three levels based on the lowest level input
that is significant to the fair value measurement in its entirety:
Level 1—Inputs to the valuation methodology are unadjusted quoted prices in active markets for identical
assets or liabilities.
Level 2—Observable inputs other than quoted prices in active markets for identical assets or liabilities include:
a) quoted prices for similar assets or liabilities in active markets;
b) quoted prices for identical or similar assets or liabilities in inactive markets;
c) inputs other than quoted prices that are observable for the asset or liability;
d) inputs that are derived principally from or corroborated by observable market data by correlation or other
means.
If the asset or liability has a specified (contractual) term, the Level 2 input must be observable for substantially
the full term of the asset or liability.
Level 3—Inputs to the valuation methodology are unobservable (i.e., supported by little or no market activity)
and significant to the fair value measure.
79
Fair Value of Financial Instruments
The carrying amounts reported in our consolidated balance sheets for accounts receivable, accounts payable
and accrued expenses and other liabilities approximate fair value due to the immediate to short-term maturity of
these financial instruments. The fair values of our ABL, accounts receivable securitization and term loan facilities
and finance/capital leases (the classification of such leases changed upon adoption of a new lease accounting
standard, as explained further in note 13 to the consolidated financial statements) approximated their book values as
of December 31, 2019 and 2018. The estimated fair values of our other financial instruments, all of which are
categorized in Level 1 of the fair value hierarchy, as of December 31, 2019 and 2018 have been calculated based
upon available market information, and were as follows:
December 31, 2019
December 31, 2018
Carrying
Amount
Fair
Value
Carrying
Amount
Fair
Value
Senior notes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$7,755
$8,176
$8,102
$7,632
12. Debt
Debt, net of unamortized original issue premiums and unamortized debt issuance costs, consists of the
following:
December 31,
2019
2018
Accounts receivable securitization facility expiring 2020 (1) . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$3.75 billion ABL facility expiring 2024 (1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Term loan facility expiring 2025 (1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
4 5/8 percent Senior Secured Notes due 2023 (2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
5 3/4 percent Senior Notes due 2024 (3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
5 1/2 percent Senior Notes due 2025 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
4 5/8 percent Senior Notes due 2025 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
5 7/8 percent Senior Notes due 2026 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
6 1/2 percent Senior Notes due 2026 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
5 1/2 percent Senior Notes due 2027 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
3 7/8 percent Senior Secured Notes due 2027 (4) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
4 7/8 percent Senior Notes due 2028 (5) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
4 7/8 percent Senior Notes due 2028 (5) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
5 1/4 percent Senior Notes due 2030 (6) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Finance leases (7) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Capital leases (7) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$
929
1,638
979
—
—
795
742
999
1,089
992
741
1,652
4
741
127
—
$
850
1,685
988
994
842
794
741
999
1,087
991
—
1,650
4
—
—
122
Total debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Less short-term portion . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
11,428
(997)
11,747
(903)
Total long-term debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$10,431
$10,844
80
(1) The table below presents financial information associated with our variable rate indebtedness as of and for the
year ended December 31, 2019. We have borrowed the full available amount under the term loan facility. The
principal obligation under the term loan facility is required to be repaid in quarterly installments in an
aggregate amount equal to 1.0 percent per annum, with the balance due at the maturity of the facility. The
average amount of debt outstanding under the term loan facility decreases slightly each quarter due to the
requirement to repay a portion of the principal obligation.
Borrowing capacity, net of letters of credit
. . . . . . . . . . . . . . . . .
Letters of credit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest rate at December 31, 2019 . . . . . . . . . . . . . . . . . . . . . . . .
Average month-end debt outstanding . . . . . . . . . . . . . . . . . . . . . .
Weighted-average interest rate on average debt outstanding . . . .
Maximum month-end debt outstanding . . . . . . . . . . . . . . . . . . . .
Accounts
receivable
securitization
facility
Term loan
facility
$ 46
$—
2.6%
915
3.1%
967
3.5%
993
4.0%
998
ABL facility
$2,045
56
3.1%
1,601
3.7%
1,727
(2)
(3)
(4)
In November 2019, URNA redeemed all of its 4 5/8 percent Senior Secured Notes. Upon redemption, we
recognized a loss of $29 in interest expense, net. The loss represented the difference between the net carrying
amount and the total purchase price of the redeemed notes.
In May 2019, URNA redeemed all of its 5 3/4 percent Senior Notes. Upon redemption, we recognized a loss of
$32 in interest expense, net. The loss represented the difference between the net carrying amount and the total
purchase price of the redeemed notes.
In November 2019, URNA issued $750 aggregate principal amount of 3 7/8 percent Senior Secured Notes due
2027. The proceeds were primarily used to partially finance the redemption of 4 5/8 percent Senior Secured
Notes discussed above. See below for additional detail on the issued debt.
(5) URNA separately issued 4 7/8 percent Senior Notes in August 2017 and in September 2017. Following the
issuances, we consummated an exchange offer pursuant to which most of the 4 7/8 percent Senior Notes issued
in September 2017 were exchanged for additional notes fungible with the 4 7/8 percent Senior Notes issued in
August 2017.
In May 2019, URNA issued $750 aggregate principal amount of 5 1/4 percent Senior Notes due 2030. The
proceeds were primarily used to partially finance the redemption of 5 3/4 percent Senior Notes discussed above.
See below for additional detail on the issued debt.
(6)
(7) As discussed in note 13 to the consolidated financial statements, we adopted an updated lease accounting
standard on January 1, 2019. Upon adoption of the new standard, the leases that were previously classified as
capital leases through December 31, 2018 were classified as finance leases. There were no significant changes
to the accounting upon this change in classification.
Short-term debt
As of December 31, 2019, our short-term debt primarily reflects $929 of borrowings under our accounts
information associated with the accounts
receivable securitization facility. See the table above for financial
receivable securitization facility.
Accounts receivable securitization facility. In 2019,
the accounts receivable securitization facility was
amended, primarily to extend the maturity date. The amended facility expires on June 26, 2020, has a facility size of
$975, and may be extended on a 364-day basis by mutual agreement of the Company and the lenders under the
facility. Borrowings under the facility are reflected as short-term debt on our consolidated balance sheets. Key
provisions of the facility include the following:
•
borrowings are permitted only to the extent that the face amount of the receivables in the collateral pool,
net of applicable reserves, exceeds the outstanding loans by a specified amount. As of December 31, 2019,
there were $1.046 billion of receivables, net of applicable reserves, in the collateral pool;
81
•
•
•
the receivables in the collateral pool are the lenders’ only source of repayment;
upon early termination of the facility, no new amounts will be advanced under the facility and collections
on the receivables securing the facility will be used to repay the outstanding borrowings; and
standard termination events including, without limitation, a change of control of Holdings, URNA or
certain of its subsidiaries, a failure to make payments, a failure to comply with standard default,
delinquency, dilution and days sales outstanding covenants, or breach of the fixed charge coverage ratio
covenant under the ABL facility (if applicable).
Long-term debt
ABL facility. In June 2008, Holdings, URNA, and certain of our subsidiaries entered into a credit agreement
providing for a five-year $1.25 billion ABL facility, a portion of which is available for borrowing in Canadian
dollars. The ABL facility was subsequently upsized and extended, and a portion of the facility is also now available
for borrowing in British Pounds and Euros by certain subsidiaries of URNA in Europe. The size of the ABL facility
was $3.75 billion as of December 31, 2019. See the table above for financial information associated with the ABL
facility.
The ABL facility is subject to, among other things, the terms of a borrowing base derived from the value of
eligible rental equipment and eligible inventory. The borrowing base is subject to certain reserves and caps
customary for financings of this type. All amounts borrowed under the credit agreement must be repaid on or before
February 2024. Loans under the credit agreement bear interest, at URNA’s option: (i) in the case of loans in U.S.
dollars, at a rate equal to the London interbank offered rate or an alternate base rate, in each case plus a spread,
(ii) in the case of loans in Canadian dollars, at a rate equal to the Canadian prime rate or an alternate rate (Bankers’
Acceptance Rate), in each case plus a spread, (iii) in the case of loans in Euros, at a rate equal to the London
interbank offered rate or an alternate base rate, in each case plus a spread, or (iv) in the case of loans in British
pounds, at a rate equal to the London interbank offered rate or an alternate base rate, in each case plus a spread. The
interest rates under the credit agreement are subject
to change based on the availability in the facility. A
commitment fee accrues on any unused portion of the commitments under the credit agreement at a fixed rate per
annum. Ongoing extensions of credit under the credit agreement are subject to customary conditions, including
sufficient availability under the borrowing base. As discussed below (see “Loan Covenants and Compliance”), the
only financial covenant
that currently exists in the ABL facility is the fixed charge coverage ratio. As of
December 31, 2019, availability under the ABL facility has exceeded the required threshold and, as a result, this
financial covenant was inapplicable. In addition, the credit agreement contains customary negative covenants
applicable to Holdings, URNA and our subsidiaries, including negative covenants that restrict the ability of such
entities to, among other things, (i) incur additional indebtedness or engage in certain other types of financing
transactions, (ii) allow certain liens to attach to assets, (iii) repurchase, or pay dividends or make certain other
restricted payments on, capital stock and certain other securities, (iv) prepay certain indebtedness and (v) make
acquisitions and investments. The U.S. dollar borrowings under the credit agreement are secured by substantially all
of our assets and substantially all of the assets of certain of our U.S. subsidiaries (other than real property and
certain accounts receivable). The U.S. dollar borrowings under the credit agreement are guaranteed by Holdings and
by URNA and, subject to certain exceptions, our domestic subsidiaries. Borrowings under the credit agreement by
URNA’s Canadian subsidiaries are also secured by substantially all the assets of URNA’s Canadian subsidiaries and
supported by guarantees from the Canadian subsidiaries and from Holdings and URNA, and, subject to certain
exceptions, our domestic subsidiaries. Borrowings under the credit agreement by URNA’s subsidiaries in Europe
and Puerto Rico are guaranteed by Holdings, URNA, URNA’s Canadian subsidiaries and, subject to certain
exceptions, our domestic subsidiaries and secured by substantially all the assets of our U.S. subsidiaries (other than
real property and certain accounts receivable) and substantially all the assets of URNA’s Canadian subsidiaries.
Under the ABL facility, a change of control (as defined in the credit agreement) constitutes an event of default,
entitling our lenders, among other things, to terminate our ABL facility and to require us to repay outstanding
borrowings.
82
Term loan facility. In October 2018, Holdings, URNA, and certain of our subsidiaries entered into a $1 billion
senior secured term loan facility. See the table above for financial information associated with the term loan facility.
The term loan facility is guaranteed by Holdings and the same domestic subsidiaries that guarantee the U.S. dollar
borrowings under the ABL facility. In addition, the obligations under the term loan facility are secured by first
priority security interests in the same collateral that secures the U.S. dollar borrowings under the ABL facility, on a
pari passu basis with the ABL facility.
The principal obligations under the term loan facility are to be repaid in quarterly installments in an aggregate
amount equal to 1.0 percent per annum, with the balance due at the maturity of the term loan facility. The term loan
facility matures on October 31, 2025. Amounts drawn under the term loan facility bear annual interest, at URNA’s
option, at either the London interbank offered rate plus a margin of 1.75 percent or at an alternative base rate plus a
margin of 0.75 percent.
The term loan facility contains customary negative covenants applicable to URNA and its subsidiaries,
including negative covenants that restrict the ability of such entities to, among other things, (i) incur additional
indebtedness; (ii) incur additional liens; (iii) make dividends and other restricted payments; and (iv) engage in
mergers, acquisitions and dispositions. The term loan facility does not include any financial covenants. Under the
term loan facility, a change of control (as defined in the credit agreement) constitutes an event of default, entitling
our lenders to, among other things, terminate the term loan facility and require us to repay outstanding loans.
5 1/2 percent Senior Notes due 2025. In March 2015, URNA issued $800 aggregate principal amount of
5 1/2 percent Senior Notes which are due July 15, 2025 (the “2025 5 1/2 percent Notes”). The net proceeds from the
issuance were approximately $792 (after deducting offering expenses). The 2025 5 1/2 percent Notes are unsecured
and are guaranteed by Holdings and certain domestic subsidiaries of URNA. The 2025 5 1/2 percent Notes may be
redeemed on or after July 15, 2020, at specified redemption prices that range from 102.75 percent in 2020, to
100 percent in 2023 and thereafter, plus accrued and unpaid interest, if any. The indenture governing the 2025
5 1/2 percent Notes contains certain restrictive covenants, including, among others, limitations on (i) liens; (ii)
additional indebtedness; (iii) mergers, consolidations and acquisitions; (iv) sales, transfers and other dispositions of
assets; (v) loans and other investments; (vi) dividends and other distributions, stock repurchases and redemptions
and other restricted payments; (vii) restrictions affecting subsidiaries; (viii) transactions with affiliates and
(ix) designations of unrestricted subsidiaries, as well as a requirement to timely file periodic reports with the SEC.
Each of the restrictive covenants is subject to important exceptions and qualifications that would allow URNA and
its subsidiaries to engage in these activities under certain conditions. The indenture also requires that, in the event of
a change of control (as defined in the indenture), URNA must make an offer to purchase all of the then-outstanding
2025 5 1/2 percent Notes tendered at a purchase price in cash equal to 101 percent of the principal amount thereof,
plus accrued and unpaid interest, if any, thereon.
4 5/8 percent Senior Notes due 2025. In September 2017, URNA issued $750 principal amount of 4 5/8 percent
Senior Notes (the “4 5/8 percent Notes”) which are due October 15, 2025. The net proceeds from the issuance were
approximately $741 (after deducting offering expenses). The 4 5/8 percent Notes are unsecured and are guaranteed
by Holdings and certain domestic subsidiaries of URNA. The 4 5/8 percent Notes may be redeemed on or after
October 15, 2020, at specified redemption prices that range from 102.313 percent in 2020, to 100 percent in 2022
and thereafter, in each case, plus accrued and unpaid interest, if any. The indenture governing the 4 5/8 percent Notes
contains certain restrictive covenants,
(ii) mergers and
consolidations; (iii) sales, transfers and other dispositions of assets; (iv) dividends and other distributions, stock
repurchases and redemptions and other restricted payments; and (v) designations of unrestricted subsidiaries, as well
as a requirement to timely file periodic reports with the SEC. Each of the restrictive covenants is subject to
important exceptions and qualifications that would allow URNA and its subsidiaries to engage in these activities
under certain conditions. In addition, the covenant relating to dividends and other distributions, stock repurchases
and redemptions and other restricted payments and the requirements relating to additional subsidiary guarantors will
not apply to URNA and its restricted subsidiaries during any period when the 4 5/8 percent Notes are rated
investment grade by both Standard & Poor’s Ratings Services and Moody’s Investors Service, Inc., or, in certain
circumstances, another rating agency selected by URNA, provided at such time no default under the indenture has
including, among others,
limitations on (i)
liens;
83
occurred and is continuing. The indenture also requires that, in the event of a change of control (as defined in the
indenture), URNA must make an offer to purchase all of the then-outstanding 4 5/8 percent Notes tendered at a
purchase price in cash equal to 101 percent of the principal amount thereof, plus accrued and unpaid interest, if any,
thereon.
5 7/8 percent Senior Notes due 2026. In May 2016, URNA issued $750 aggregate principal amount of
5 7/8 percent Senior Notes (the “5 7/8 percent Notes”) which are due September 15, 2026. In February 2017, URNA
issued $250 aggregate principal amount of 5 7/8 percent Notes as an add-on to the existing 5 7/8 percent Notes, after
which the aggregate principal amount of outstanding 5 7/8 percent Notes was $1.0 billion. The notes issued in
February 2017 have identical terms, and are fungible, with the existing 5 7/8 percent Notes. The net proceeds from
the issuances were approximately $999 (including the original
issue premium and after deducting offering
expenses). The 5 7/8 percent Notes are unsecured and are guaranteed by Holdings and certain domestic subsidiaries
of URNA. The 5 7/8 percent Notes may be redeemed on or after September 15, 2021, at specified redemption prices
that range from 102.938 percent in 2021, to 100 percent in 2024 and thereafter, plus accrued and unpaid interest, if
any. The indenture governing the 5 7/8 percent Notes contains certain restrictive covenants, including, among others,
limitations on (i) liens; (ii) additional indebtedness; (iii) mergers, consolidations and acquisitions; (iv) sales,
transfers and other dispositions of assets; (v) loans and other investments; (vi) dividends and other distributions,
stock repurchases and redemptions and other
restrictions affecting subsidiaries;
(viii) transactions with affiliates; and (ix) designations of unrestricted subsidiaries, as well as a requirement to
timely file periodic reports with the SEC. Each of the restrictive covenants is subject to important exceptions and
qualifications that would allow URNA and its subsidiaries to engage in these activities under certain conditions. The
indenture also requires that, in the event of a change of control (as defined in the indenture), URNA must make an
offer to purchase all of the then-outstanding 5 7/8 percent Notes tendered at a purchase price in cash equal to
101 percent of the principal amount thereof, plus accrued and unpaid interest, if any, thereon. The carrying value of
the 5 7/8 percent Notes includes the $9 unamortized portion of the original issue premium recognized in conjunction
with the February 2017 issuance, which is being amortized through the maturity date in 2026. The effective interest
rate on the 5 7/8 percent Notes is 5.7 percent.
restricted payments;
(vii)
6 1/2 percent Senior Notes due 2026. In October 2018, URNA issued $1.1 billion aggregate principal amount of
6 1/2 percent Senior Notes (the “6 1/2 percent Notes”) which are due December 15, 2026. The net proceeds from the
issuance were approximately $1.089 billion (after deducting offering expenses). The 6 1/2 percent Notes are
unsecured and are guaranteed by Holdings and certain domestic subsidiaries of URNA. The 6 1/2 percent Notes may
be redeemed on or after December 15, 2021, at specified redemption prices that range from 103.250 percent in
2021, to 100 percent in 2024 and thereafter, in each case, plus accrued and unpaid interest, if any. The indenture
governing the 6 1/2 percent Notes contains certain restrictive covenants, including, among others, limitations on
(i) liens; (ii) mergers and consolidations; (iii) sales, transfers and other dispositions of assets; (iv) dividends and
other distributions, stock repurchases and redemptions and other restricted payments; and (v) designations of
unrestricted subsidiaries, as well as a requirement to timely file periodic reports with the SEC. Each of the
restrictive covenants is subject
to important exceptions and qualifications that would allow URNA and its
subsidiaries to engage in these activities under certain conditions. In addition, the covenant relating to dividends and
other distributions, stock repurchases and redemptions and other restricted payments and the requirements relating
to additional subsidiary guarantors will not apply to URNA and its restricted subsidiaries during any period when
the 6 1/2 percent Notes are rated investment grade by both Standard & Poor’s Ratings Services and Moody’s
Investors Service, Inc., or, in certain circumstances, another rating agency selected by URNA, provided at such time
no default under the indenture has occurred and is continuing. The indenture also requires that, in the event of a
change of control (as defined in the indenture), URNA must make an offer to purchase all of the then-outstanding
6 1/2 percent Notes tendered at a purchase price in cash equal to 101 percent of the principal amount thereof, plus
accrued and unpaid interest, if any, thereon.
5 1/2 percent Senior Notes due 2027. In November 2016, URNA issued $750 aggregate principal amount of
5 1/2 percent Senior Notes which are due May 15, 2027 (the “2027 5 1/2 percent Notes”). In February 2017, URNA
issued $250 aggregate principal amount of 2027 5 1/2 percent Notes as an add-on to the existing 2027 5 1/2 percent
Notes, after which the aggregate principal amount of outstanding 2027 5 1/2 percent Notes was $1.0 billion. The
84
notes issued in February 2017 have identical terms, and are fungible, with the existing 2027 5 1/2 percent Notes. The
net proceeds from the issuances were approximately $991 (including the original issue premium and after deducting
offering expenses). The 2027 5 1/2 percent Notes are unsecured and are guaranteed by Holdings and certain domestic
subsidiaries of URNA. The 2027 5 1/2 percent Notes may be redeemed on or after May 15, 2022, at specified
redemption prices that range from 102.75 percent in 2022, to 100 percent in 2025 and thereafter, plus accrued and
unpaid interest, if any. The indenture governing the 2027 5 1/2 percent Notes contains certain restrictive covenants,
including, among others, limitations on (i) liens; (ii) additional indebtedness; (iii) mergers, consolidations and
acquisitions; (iv) sales, transfers and other dispositions of assets; (v) loans and other investments; (vi) dividends and
other distributions, stock repurchases and redemptions and other restricted payments; (vii) restrictions affecting
subsidiaries; (viii) transactions with affiliates; and (ix) designations of unrestricted subsidiaries, as well as a
requirement to timely file periodic reports with the SEC. Each of the restrictive covenants is subject to important
exceptions and qualifications that would allow URNA and its subsidiaries to engage in these activities under certain
conditions. The indenture also requires that, in the event of a change of control (as defined in the indenture), URNA
must make an offer to purchase all of the then-outstanding 2027 5 1/2 percent Notes tendered at a purchase price in
cash equal to 101 percent of the principal amount thereof, plus accrued and unpaid interest, if any, thereon. The
carrying value of the 2027 5 1/2 percent Notes includes the $3 unamortized portion of the original issue premium
recognized in conjunction with the February 2017 issuance, which is being amortized through the maturity date in
2027. The effective interest rate on the 2027 5 1/2 percent Notes is 5.5 percent.
3 7/8 percent Senior Secured Notes due 2027. In November 2019, URNA issued $750 aggregate principal
amount of 3 7/8 percent Senior Secured Notes (the “3 7/8 percent Notes”) which are due November 15, 2027. The net
proceeds from the issuance were approximately $741 (after deducting offering expenses). The 3 7/8 percent Notes
are guaranteed by Holdings and certain domestic subsidiaries of URNA and are secured on a second-priority basis
by liens on substantially all of URNA’s and the guarantors’ assets that secure the ABL facility and the term loan
facility, subject to certain exceptions. The 3 7/8 percent Notes may be redeemed on or after November 15, 2022, at
specified redemption prices that range from 101.938 percent in 2022, to 100 percent in 2025 and thereafter, in each
case, plus accrued and unpaid interest, if any. In addition, at any time on or prior to November 15, 2022, up to
40 percent of the aggregate principal amount of the 3 7/8 percent Notes may be redeemed with the net cash proceeds
of certain equity offerings at a redemption price equal to 103.875 percent of the aggregate principal amount of the
notes plus accrued and unpaid interest, if any. The indenture governing the 3 7/8 percent Notes contains certain
restrictive covenants, including, among others, limitations on (i) liens and (ii) mergers and consolidations, as well as
a requirement to timely file periodic reports with the SEC. Each of the restrictive covenants is subject to important
exceptions and qualifications that would allow URNA and its subsidiaries to engage in these activities under certain
conditions. In addition, the requirements to provide subsidiary guarantees, to give further assurances and to make an
offer to repurchase the notes upon the occurrence of a change of control will not apply to URNA and its restricted
subsidiaries during any period when the 3 7/8 percent Notes are rated investment grade by both Standard & Poor’s
Ratings Services and Moody’s Investors Service, Inc., or, in certain circumstances, another rating agency selected
by URNA, provided at such time no default under the indenture has occurred and is continuing. The indenture also
requires that, in the event of a change of control (as defined in the indenture), URNA must make an offer to
purchase all of the then-outstanding 3 7/8 percent Notes tendered at a purchase price in cash equal to 101 percent of
the principal amount thereof, plus accrued and unpaid interest, if any, thereon.
4 7/8 percent Senior Notes due 2028. In August 2017, URNA issued $925 principal amount of 4 7/8 percent
Senior Notes (the “Initial 4 7/8 percent Notes”) which are due January 15, 2028. The net proceeds from the issuance
were approximately $913 (after deducting offering expenses). The Initial 4 7/8 percent Notes are unsecured and are
guaranteed by Holdings and certain domestic subsidiaries of URNA. The Initial 4 7/8 percent Notes may be
redeemed on or after January 15, 2023, at specified redemption prices that range from 102.438 percent in 2023, to
100 percent in 2026 and thereafter, in each case, plus accrued and unpaid interest, if any. The indenture governing
the Initial 4 7/8 percent Notes contains certain restrictive covenants, including, among others, limitations on (i) liens;
(ii) mergers and consolidations; (iii) sales, transfers and other dispositions of assets; (iv) dividends and other
distributions, stock repurchases and redemptions and other restricted payments; and (v) designations of unrestricted
subsidiaries, as well as a requirement to timely file periodic reports with the SEC. Each of the restrictive covenants
is subject to important exceptions and qualifications that would allow URNA and its subsidiaries to engage in these
85
activities under certain conditions. In addition, the covenant relating to dividends and other distributions, stock
repurchases and redemptions and other restricted payments and the requirements relating to additional subsidiary
guarantors will not apply to URNA and its restricted subsidiaries during any period when the Initial 4 7/8 percent
Notes are rated investment grade by both Standard & Poor’s Ratings Services and Moody’s Investors Service, Inc.,
or, in certain circumstances, another rating agency selected by URNA, provided at such time no default under the
indenture has occurred and is continuing. The indenture also requires that, in the event of a change of control (as
defined in the indenture), URNA must make an offer to purchase all of the then-outstanding Initial 4 7/8 percent
Notes tendered at a purchase price in cash equal to 101 percent of the principal amount thereof, plus accrued and
unpaid interest, if any, thereon.
In September 2017, URNA issued $750 principal amount of 4 7/8 percent Senior Notes (the “Subsequent
4 7/8 percent Notes”) which are due January 15, 2028. The net proceeds from the issuance were approximately $743
(including the original issue premium and after deducting offering expenses). The Subsequent 4 7/8 percent Notes
represent a separate a distinct series of notes from the Initial 4 7/8 percent Notes. The Subsequent 4 7/8 percent Notes
are unsecured and are guaranteed by Holdings and certain domestic subsidiaries of URNA. The Subsequent
4 7/8 percent Notes may be redeemed on or after January 15, 2023, at specified redemption prices that range from
102.438 percent in 2023, to 100 percent in 2026 and thereafter, in each case, plus accrued and unpaid interest, if
any. The indenture governing the Subsequent 4 7/8 percent Notes contains certain restrictive covenants, including,
among others, limitations on (i) liens; (ii) mergers and consolidations; (iii) sales, transfers and other dispositions of
assets; (iv) dividends and other distributions, stock repurchases and redemptions and other restricted payments; and
(v) designations of unrestricted subsidiaries, as well as a requirement to timely file periodic reports with the SEC.
Each of the restrictive covenants is subject to important exceptions and qualifications that would allow URNA and
its subsidiaries to engage in these activities under certain conditions. In addition, the covenant relating to dividends
and other distributions, stock repurchases and redemptions and other restricted payments and the requirements
relating to additional subsidiary guarantors will not apply to URNA and its restricted subsidiaries during any period
when the Subsequent 4 7/8 percent Notes are rated investment grade by both Standard & Poor’s Ratings Services and
Moody’s Investors Service, Inc., or, in certain circumstances, another rating agency selected by URNA, provided at
such time no default under the indenture has occurred and is continuing. The indenture also requires that, in the
event of a change of control (as defined in the indenture), URNA must make an offer to purchase all of the then-
outstanding Subsequent 4 7/8 percent Notes tendered at a purchase price in cash equal to 101 percent of the principal
amount thereof, plus accrued and unpaid interest, if any, thereon. The effective interest rate on the Subsequent
4 7/8 percent Notes is 4.84 percent.
In December 2017, we consummated an exchange offer pursuant to which approximately $744 principal
amount of Subsequent 4 7/8 percent Notes were exchanged for additional Initial 4 7/8 percent Notes issued under the
indenture governing the Initial 4 7/8 percent Notes and fungible with the Initial 4 7/8 percent Notes. As of
December 31, 2019, the principal amounts outstanding were $1.669 billion for the Initial 4 7/8 percent Notes and $4
for the Subsequent 4 7/8 percent Notes. The carrying value of the Initial 4 7/8 percent Notes includes $1 of the
unamortized original issue premium, which is being amortized through the maturity date in 2028. The effective
interest rate on the Initial 4 7/8 percent Notes is 4.86 percent.
5 1/4 percent Senior Notes due 2030. In May 2019, URNA issued $750 aggregate principal amount of
5 1/4 percent Senior Notes (the “5 1/4 percent Notes”) which are due January 15, 2030. The net proceeds from the
issuance were approximately $741 (after deducting offering expenses). The 5 1/4 percent Notes are unsecured and
are guaranteed by Holdings and certain domestic subsidiaries of URNA. The 5 1/4 percent Notes may be redeemed
on or after January 15, 2025, at specified redemption prices that range from 102.625 percent in 2025, to 100 percent
in 2028 and thereafter, in each case, plus accrued and unpaid interest, if any. In addition, at any time on or prior to
January 15, 2023, up to 40 percent of the aggregate principal amount of the 5 1/4 percent Notes may be redeemed
with the net cash proceeds of certain equity offerings at a redemption price equal to 105.250 percent of the
aggregate principal amount of the notes plus accrued and unpaid interest, if any. The indenture governing the
5 1/4 percent Notes contains certain restrictive covenants, including, among others, limitations on (i) liens; (ii)
mergers and consolidations; and (iii) dividends and other distributions, stock repurchases and redemptions and other
restricted payments, as well as a requirement to timely file periodic reports with the SEC. Each of the restrictive
86
covenants is subject to important exceptions and qualifications that would allow URNA and its subsidiaries to
engage in these activities under certain conditions. In addition, the covenant relating to dividends and other
distributions, stock repurchases and redemptions and other restricted payments and the requirements relating to
additional subsidiary guarantors will not apply to URNA and its restricted subsidiaries during any period when the
5 1/4 percent Notes are rated investment grade by both Standard & Poor’s Ratings Services and Moody’s Investors
Service, Inc., or, in certain circumstances, another rating agency selected by URNA, provided at such time no
default under the indenture has occurred and is continuing. The indenture also requires that, in the event of a change
of control (as defined in the indenture), URNA must make an offer to purchase all of the then-outstanding
5 1/4 percent Notes tendered at a purchase price in cash equal to 101 percent of the principal amount thereof, plus
accrued and unpaid interest, if any, thereon.
Loan Covenants and Compliance
As of December 31, 2019, we were in compliance with the covenants and other provisions of the ABL,
accounts receivable securitization and term loan facilities and the senior notes. Any failure to be in compliance with
any material provision or covenant of these agreements could have a material adverse effect on our liquidity and
operations.
The only financial covenant that currently exists under the ABL facility is the fixed charge coverage ratio.
Subject to certain limited exceptions specified in the ABL facility, the fixed charge coverage ratio covenant under
the ABL facility will only apply in the future if specified availability under the ABL facility falls below 10 percent
of the maximum revolver amount under the ABL facility. When certain conditions are met, cash and cash
equivalents and borrowing base collateral in excess of the ABL facility size may be included when calculating
specified availability under the ABL facility. As of December 31, 2019, specified availability under the ABL facility
exceeded the required threshold and, as a result, this financial covenant was inapplicable. Under our accounts
receivable securitization facility, we are required, among other things, to maintain certain financial tests relating to:
(i) the default ratio, (ii) the delinquency ratio, (iii) the dilution ratio and (iv) days sales outstanding. The accounts
receivable securitization facility also requires us to comply with the fixed charge coverage ratio under the ABL
facility, to the extent the ratio is applicable under the ABL facility.
Maturities
Debt maturities (exclusive of any unamortized original issue premiums and unamortized debt issuance costs)
for each of the next five years and thereafter at December 31, 2019 are as follows:
2020 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2021 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2022 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2023 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2024 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Thereafter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$
997
40
32
21
1,661
8,765
Total
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$11,516
13. Leases
Adoption of Accounting Standards Codification (“ASC”) Topic 842, “Leases”
In March 2016, the FASB issued guidance (“Topic 842”) to increase transparency and comparability among
organizations by requiring (1) recognition of lease assets and lease liabilities on the balance sheet and (2) disclosure
of key information about leasing arrangements. Some changes to the lessor accounting guidance were made to align
both of the following: (1) the lessor accounting guidance with certain changes made to the lessee accounting
guidance and (2) key aspects of the lessor accounting model with revenue recognition guidance. We adopted Topic
87
842 at the required adoption date of January 1, 2019, using the transition method that allowed us to initially apply
Topic 842 as of January 1, 2019 and recognize a cumulative-effect adjustment to the opening balance of retained
earnings in the period of adoption. We used the package of practical expedients permitted under the transition
guidance that allowed us to not reassess: (1) whether any expired or existing contracts are or contain leases,
(2) lease classification for any expired or existing leases and (3) initial direct costs for any expired or existing leases.
We additionally used, for our real estate operating leases, the practical expedient that allows lessees to treat the lease
and non-lease components of leases as a single lease component. We did not recognize a material adjustment to the
opening balance of retained earnings upon adoption. Because of the transition method we used to adopt Topic 842,
Topic 842 was not applied to periods prior to adoption and the adoption of Topic 842 had no impact on our
previously reported results.
As discussed in note 3 to the consolidated financial statements, most of our equipment rental revenues, which
accounted for 85 percent of total revenues for the year ended December 31, 2019, were accounted for under the
previous lease accounting standard through December 31, 2018 and are accounted for under Topic 842 following
adoption. There were no significant changes to our revenue accounting upon adoption of Topic 842. See note 3 for a
discussion of our revenue accounting (such discussion includes lessor disclosures required under Topic 842).
The adoption of Topic 842 had a material impact on our consolidated balance sheet due to the recognition of
right-of-use (“ROU”) assets and lease liabilities, as discussed further below. The adoption of Topic 842 did not have
a material impact on our consolidated income statement (as noted above, although a significant portion of our
revenue is accounted for under Topic 842 following adoption, there were no significant changes to our revenue
accounting upon adoption) or our consolidated cash flow statement.
Lease Accounting
We determine if an arrangement is a lease at inception. Our material lease contracts are generally for real estate
or vehicles, and the determination of whether such contracts contain leases generally does not require significant
estimates or judgments. We lease real estate and equipment under operating leases. We lease a significant portion of
our branch locations, and also lease other premises used for purposes such as district and regional offices and
service centers. Our finance lease obligations consist primarily of rental equipment (primarily vehicles) and building
leases.
Operating leases result in the recognition of ROU assets and lease liabilities on the balance sheet. ROU assets
represent our right to use the leased asset for the lease term and lease liabilities represent our obligation to make
lease payments. Operating lease ROU assets and liabilities are recognized at commencement date based on the
present value of lease payments over the lease term. As most of our leases do not provide an implicit rate, we use
our estimated incremental borrowing rate at the commencement date to determine the present value of lease
payments. The operating lease ROU assets also include any lease payments made and exclude lease incentives. Our
lease terms may include options, at our sole discretion, to extend or terminate the lease that we are reasonably
certain to exercise. The amount of payments associated with such options reflected in the “Maturity of lease
liabilities” table below is not material. Most real estate leases include one or more options to renew, with renewal
terms that can extend the lease term from 1 to 5 years or more. Lease expense is recognized on a straight-line basis
over the lease term.
Leases with an initial term of 12 months or less are not recorded on the balance sheet. Lease expense on such
leases is recognized on a straight-line basis over the lease term. The primary leases we enter into with initial terms
of 12 months or less are for equipment that we rent from vendors and then rent to our customers. We generate
sublease revenue from such leases that we refer to as “re-rent revenue” as discussed in note 3 to the consolidated
financial statements. Apart from the re-rent revenue discussed in note 3, we do not generate material sublease
income.
We have lease agreements with lease and non-lease components, and, for our real estate operating leases, we
account for the lease and non-lease components as a single lease component. Our lease agreements do not contain
any material residual value guarantees or material restrictive covenants.
88
The tables below present financial information associated with our leases. This information is only presented as
of, and for the year ended, December 31, 2019 because, as noted above, we adopted Topic 842 using a transition
method that does not require application to periods prior to adoption.
Classification
December 31,
2019
Assets
Operating lease assets . . . . . . . . . . Operating lease right-of-use assets
Finance lease assets . . . . . . . . . . . Rental equipment
Less accumulated depreciation
Rental equipment, net
Property and equipment, net:
Non-rental vehicles
Buildings
Less accumulated depreciation and amortization
Property and equipment, net
Total leased assets . . . . . . . . . . . . . . . .
Liabilities
Current
Operating . . . . . . . . . . . . . . . . . . . Accrued expenses and other liabilities
Finance . . . . . . . . . . . . . . . . . . . . . Short-term debt and current maturities of long-term debt
Long-term
Operating . . . . . . . . . . . . . . . . . . . Operating lease liabilities
Finance . . . . . . . . . . . . . . . . . . . . . Long-term debt
Total lease liabilities . . . . . . . . . . . . . .
Lease cost
Classification
Operating lease cost (1)
. . . . . . . . . . . Cost of equipment rentals, excluding depreciation (1)
Selling, general and administrative expenses
Restructuring charge
Finance lease cost
Amortization of leased assets . . . . Depreciation of rental equipment
Interest on lease liabilities . . . . . .
Sublease income (2) . . . . . . . . . . . . . . .
Net lease cost . . . . . . . . . . . . . . . . . . . .
Non-rental depreciation and amortization
Interest expense, net
$669
286
(89)
197
8
18
(15)
11
877
178
58
533
69
$838
Year Ended
December 31,
2019
$ 370
10
16
28
2
6
(157)
$ 275
(1)
Includes variable lease costs, which are immaterial. Cost of equipment rentals, excluding depreciation for the
year ended December 31, 2019 includes $142 of short-term lease costs associated with equipment that we rent
from vendors and then rent to our customers, as discussed further above. Apart from these costs, short-term
lease costs are immaterial.
(2) Primarily reflects re-rent revenue as discussed further above.
89
Maturity of lease liabilities (as of December 31, 2019)
2020 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2021 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2022 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2023 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2024 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Thereafter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Less amount representing interest . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Operating
leases (1)
Finance
leases (2)
$206
180
141
107
73
91
798
(87)
$ 60
33
24
12
1
6
136
(9)
Present value of lease liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$711
$127
(1) Reflects payments for non-cancelable operating leases with initial or remaining terms of one year or more as of
December 31, 2019. The table above does not include any legally binding minimum lease payments for leases
signed but not yet commenced, and such leases are not material in the aggregate.
(2) The table above does not include any legally binding minimum lease payments for leases signed but not yet
commenced, and such leases are not material in the aggregate.
Lease term and discount rate
Weighted-average remaining lease term (years)
Operating leases . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Finance leases . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Weighted-average discount rate
Operating leases . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Finance leases . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other information
December 31,
2019
4.8
3.2
4.7%
4.0%
Year Ended
December 31,
2019
Cash paid for amounts included in the measurement of lease liabilities
Operating cash flows from operating leases . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Operating cash flows from finance leases . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Financing cash flows from finance leases . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Leased assets obtained in exchange for new operating lease liabilities . . . . . . . . . . . . . . . . . . . . . . . . . .
Leased assets obtained in exchange for new finance lease liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$202
6
47
201
$ 55
90
As discussed above, we adopted Topic 842 on January 1, 2019. Topic 842 is an update to Topic 840, which
was the lease accounting standard in place through December 31, 2018. Upon adoption of Topic 842, the leases that
were previously classified as capital leases through December 31, 2018 were classified as finance leases. There were
no significant changes to the accounting upon this change in classification. The following table presents historic
financial statement information for our leases (accounted for under Topic 840) for the years ended December 31,
2018 and 2017, except for balance sheet information, which is presented as of December 31, 2018:
2018
2017
Capital leases
Depreciation of rental equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Non-rental depreciation and amortization . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Rental equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Less accumulated depreciation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Rental equipment, net
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Property and equipment, net: . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Non-rental vehicles . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Buildings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Less accumulated depreciation and amortization . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Property and equipment, net
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Capital lease obligations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 22
1
257
(86)
171
6
16
(12)
10
122
$ 21
2
Operating leases
Rent expense on non-cancelable leases (1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$179
$160
(1) Rent expense on non-cancelable operating leases does not include short-term lease costs associated with
equipment that we rent from vendors and then rent to our customers (which is a component of the 2019
operating lease costs under Topic 842 as reflected in the table above). Under Topic 840, rental payments under
leases with terms of a month or less that were not renewed are not included in rent expense, and we excluded
such expenses because of the short-term duration of the arrangements under which we rented equipment from
vendors and then rented such equipment to our customers. The amount of such rentals was $121 and $94 for
the years ended December 31, 2018 and 2017, respectively.
14.
Income Taxes
The Tax Act was enacted in December 2017. The Tax Act reduced the U.S. federal corporate tax rate from
35 percent to 21 percent, required companies to pay a one-time transition tax on earnings of certain foreign
subsidiaries that were previously tax deferred and created new taxes on certain foreign earnings. We completed our
accounting for the tax effects of enactment of the Tax Act in 2018. During the year ended December 31, 2017, we
recognized the reasonably estimated (i) effects on our existing deferred tax balances and (ii) one-time transition tax.
During the year ended December 31, 2018, we finalized the accounting for the enactment of the Tax Act. The
following table presents the impact of the accounting for the enactment of the Tax Act on our provision (benefit) for
income taxes for the years ended December 31, 2018 and 2017:
Revaluation of deferred tax balances (1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
One-time transition tax (2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total provision (benefit) for income taxes impact . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Year ended December 31,
2018
$1
5
$6
2017
$(746)
57
$(689)
(1) Reflects the revaluation of our net deferred tax liability based on a U.S. federal tax rate of 21 percent.
(2) Reflects a one-time transition tax on our unremitted foreign earnings and profits. See below for further
discussion addressing our unremitted foreign earnings and profits.
91
The substantial 2017 impact of the enactment of the Tax Act discussed above is reflected in the tables below.
The components of the provision (benefit) for income taxes for each of the three years in the period ended
December 31, 2019 are as follows:
Current
Federal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
State and local . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred
Federal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
State and local . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Year ended December 31,
2019
2018
2017
$ 97
(6)
45
136
$ 47
18
58
123
$ 190
15
30
235
185
14
5
204
243
3
11
257
(580)
(2)
49
(533)
Total
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$340
$380
$(298)
A reconciliation of the provision (benefit) for income taxes and the amount computed by applying the statutory
federal income tax rates (21 percent for the years ended December 31, 2019 and 2018 and 35 percent for the year
ended December 31, 2017) to the income before provision (benefit) for income taxes for each of the three years in
the period ended December 31, 2019 is as follows:
Year ended December 31,
2019
2018
2017
Computed tax at statutory tax rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
State income taxes, net of federal tax benefit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other permanent items . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Enactment of the Tax Act . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . —
Foreign tax rate differential . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$318
43
(20)
(1)
Total
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$340
The components of deferred income tax assets (liabilities) are as follows:
$310
54
6
6
4
$380
$ 367
34
(3)
(689)
(7)
$(298)
December 31,
2019
December 31,
2018
Reserves and allowances . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Debt cancellation and other
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net operating loss and credit carryforwards . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Operating lease assets (1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$
Total deferred tax assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Less: valuation allowance (2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total net deferred tax assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Property and equipment
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Operating lease liabilities (1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Intangibles . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total deferred tax liability . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
111
8
371
182
672
(43)
629
(2,135)
(182)
(199)
(2,516)
$
126
11
435
—
572
(46)
526
(1,976)
—
(237)
(2,213)
Total net deferred tax liability . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$(1,887)
$(1,687)
92
(1) As discussed in note 13 to the consolidated financial statements, in 2019, we adopted an updated lease
accounting standard that resulted in the recognition of operating lease right-of-use assets and lease liabilities.
We adopted this standard using a transition method that does not require application to periods prior to
adoption.
(2) Relates to foreign tax credits, state net operating loss carryforwards, and state tax credits that may not be
realized.
We file income tax returns in the U.S., Canada and Europe. Without exception, we have completed our
domestic and international income tax examinations, or the statute of limitations has expired in the respective
jurisdictions, for years prior to 2010.
For financial reporting purposes, income before provision for income taxes for our foreign subsidiaries was
$62, $71 and $48 for the years ended December 31, 2019, 2018 and 2017, respectively.
We have historically considered the undistributed earnings of our foreign subsidiaries to be indefinitely
reinvested, and, accordingly, no taxes have been provided on such earnings. We continue to evaluate our plans for
reinvestment or repatriation of unremitted foreign earnings and have not changed our previous indefinite
reinvestment determination following the enactment of the Tax Act. We have not repatriated funds to the U.S. to
satisfy domestic liquidity needs, nor do we anticipate the need to do so. The Tax Act required a one-time transition
tax for deemed repatriation of accumulated undistributed earnings of certain foreign investments, and, as discussed
above, we completed the accounting for the transition tax in 2018. If we determine that all or a portion of our
foreign earnings are no longer indefinitely reinvested, we may be subject to additional foreign withholding taxes and
U.S. state income taxes. At December 31, 2019, unremitted earnings of foreign subsidiaries were $726.
Determination of the amount of unrecognized deferred tax liability on these unremitted earnings is not practicable.
We have net operating loss carryforwards (“NOLs”) of $1.217 billion for federal income tax purposes that
expire from 2023 through 2037, $15 for foreign income tax purposes that expire from 2024 through 2037 and $994
for state income tax purposes that expire from 2020 through 2037.
15. Commitments and Contingencies
We are subject to a number of claims and proceedings that generally arise in the ordinary conduct of our
business. These matters include, but are not limited to, general liability claims (including personal injury, product
liability, and property and automobile claims), indemnification and guarantee obligations, employee injuries and
employment-related claims, self-insurance obligations and contract and real estate matters. Based on advice of
counsel and available information, including current status or stage of proceeding, and taking into account accruals
included in our consolidated balance sheets for matters where we have established them, we currently believe that
any liabilities ultimately resulting from these ordinary course claims and proceedings will not, individually or in the
aggregate, have a material adverse effect on our consolidated financial position, results of operations or cash flows.
Indemnification
The Company indemnifies its officers and directors pursuant to indemnification agreements and may in
addition indemnify these individuals as permitted by Delaware law.
Employee Benefit Plans
We currently sponsor two defined contribution 401(k) retirement plans, which are subject to the provisions of
the Employee Retirement Income Security Act of 1974. We also sponsor a deferred profit sharing plan and a
registered retirement savings plan for the benefit of the full-time employees of our Canadian subsidiaries. Under
these plans, we match a percentage of the participants’ contributions up to a specified amount. Company
contributions to the plans were $37, $31 and $26 in the years ended December 31, 2019, 2018 and 2017,
respectively.
93
Environmental Matters
The Company and its operations are subject to various laws and related regulations governing environmental
matters. Under such laws, an owner or lessee of real estate may be liable for the costs of removal or remediation of
certain hazardous or toxic substances located on or in, or emanating from, such property, as well as investigation of
property damage. We incur ongoing expenses associated with the performance of appropriate remediation at certain
locations.
16. Common Stock
We have 500 million authorized shares of common stock, $0.01 par value. At December 31, 2019 and 2018,
there were 0.0 million and 0.5 million shares of common stock reserved for issuance pursuant to options granted
under our stock option plans, respectively.
As of December 31, 2019, there were an aggregate of 0.9 million outstanding time and performance-based
RSUs and 2.5 million shares available for grants of stock and options under our 2019 Long Term Incentive Plan.
A summary of the transactions within the Company’s stock option plans follows (shares in thousands):
Weighted-
Average
Exercise Price
Shares
463
Outstanding at December 31, 2018 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Granted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . —
Exercised . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Canceled . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(425)
(1)
Outstanding at December 31, 2019 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Exercisable at December 31, 2019 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
37
31
27.47
—
25.51
22.25
50.40
$44.85
The following table presents information associated with stock options as of December 31, 2019 and 2018, and
for the years ended December 31, 2019, 2018 and 2017:
Intrinsic value of options outstanding as of December 31 . . . . . . . . .
Intrinsic value of options exercisable as of December 31 . . . . . . . . .
Intrinsic value of options exercised . . . . . . . . . . . . . . . . . . . . . . . . . .
Weighted-average grant date fair value per option . . . . . . . . . . . . . . .
$
4
4
45
$—
$ 35
33
13
$—
6
$84.60
2019
2018
2017
In addition to stock options, the Company issues time-based and performance-based RSUs to certain officers
and key executives under various equity incentive plans. The RSUs automatically convert to shares of common
stock on a one-for-one basis as the awards vest. The time-based RSUs typically vest over a three year vesting period
beginning 12 months from the grant date and thereafter annually on the anniversary of the grant date. The
performance-based RSUs vest based on the achievement of the performance conditions during the applicable
performance periods (currently the calendar year). There were 493 thousand shares of common stock issued upon
vesting of RSUs during 2019, net of 304 thousand shares surrendered to satisfy tax obligations. The Company
measures the value of RSUs at fair value based on the closing price of the underlying common stock on the grant
date. The Company amortizes the fair value of outstanding RSUs as stock-based compensation expense over the
requisite service period on a straight-line basis, or sooner if the employee effectively vests upon termination of
employment under certain circumstances. For performance-based RSUs, compensation expense is recognized to the
extent that the satisfaction of the performance condition is considered probable.
94
A summary of RSUs granted follows (RSUs in thousands):
Year Ended December 31,
2019
2018
2017
RSUs granted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . .
Weighted-average grant date price per unit
456
$124.37
566
$175.79
809
$130.96
As of December 31, 2019, the total pretax compensation cost not yet recognized by the Company with regard
to unvested RSUs was $38. The weighted-average period over which this compensation cost is expected to be
recognized is 1.8 years.
A summary of RSU activity for the year ended December 31, 2019 follows (RSUs in thousands):
Nonvested as of December 31, 2018 . . . . . . . . . . . . . . . . . . . . . . .
Granted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Vested . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Forfeited . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nonvested as of December 31, 2019 . . . . . . . . . . . . . . . . . . . . . . .
Weighted-
Average
Grant Date Fair
Value
$116.26
124.37
129.50
147.91
$104.40
Stock Units
649
456
(611)
(33)
461
The total fair value of RSUs vested during the fiscal years ended December 31, 2019, 2018 and 2017 was $80,
$114, and $101, respectively.
Dividend Policy. Holdings has not paid dividends on its common stock since inception. The payment of any
future dividends or the authorization of stock repurchases or other recapitalizations will be determined by our Board
of Directors in light of conditions then existing, including earnings, financial condition and capital requirements,
financing agreements, business conditions, stock price and other factors. The terms of certain agreements governing
our outstanding indebtedness contain certain limitations on our ability to move operating cash flows to Holdings
and/or to pay dividends on, or effect repurchases of, our common stock. In addition, under Delaware law, dividends
may only be paid out of surplus or current or prior year’s net profits.
Stockholders’ Rights Plan. Our stockholders’ rights plan expired in accordance with its terms on September 27,
2011. Our Board of Directors elected not to renew or extend the plan.
17. Quarterly Financial Information (Unaudited)
For the year ended December 31, 2019 (1):
Total revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Gross profit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Operating income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net income (1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Earnings per share—basic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Earnings per share—diluted (3) . . . . . . . . . . . . . . . . . . . . . . . . . .
For the year ended December 31, 2018 (2):
Total revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Gross profit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Operating income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net income (2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Earnings per share—basic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Earnings per share—diluted (3) . . . . . . . . . . . . . . . . . . . . . . . . . .
95
First
Quarter
Second
Quarter
Third
Quarter
Fourth
Quarter
Full
Year
$2,117
761
368
175
2.21
2.19
$1,734
646
340
183
2.18
2.15
$2,290
911
529
270
3.45
3.44
$1,891
782
470
270
3.22
3.20
$2,488
1,033
656
391
5.10
5.08
$2,116
938
578
333
4.05
4.01
$2,456
965
599
338
4.51
4.49
$2,306
998
563
310
3.84
3.80
$9,351
3,670
2,152
1,174
15.18
15.11
$8,047
3,364
1,951
1,096
13.26
13.12
(1) As discussed in note 12 to our consolidated financial statements, in the fourth quarter of 2019, we issued $750
aggregate principal amount of 3 7/8 percent Senior Secured Notes due 2027 and redeemed all of our
4 5/8 percent Senior Secured Notes. Upon redemption, we recognized a loss of $29 in interest expense, net. The
loss represented the difference between the net carrying amount and the total purchase price of the redeemed
notes.
(2) The fourth quarter of 2018 included $22 of merger related costs and $16 of restructuring charges primarily
associated with the BakerCorp and BlueLine acquisitions discussed in note 4 to our consolidated financial
statements.
(3) Diluted earnings per share includes the after-tax impacts of the following:
First
Quarter
Second
Quarter
Third
Quarter
Fourth
Quarter
Full
Year
For the year ended December 31, 2019:
Merger related costs (4)
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Merger related intangible asset amortization (5) . . . . . . . . . . . . . . . . .
Impact on depreciation related to acquired fleet and property and
equipment (6) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Impact of the fair value mark-up of acquired fleet (7) . . . . . . . . . . . . .
Restructuring charge (8) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Asset impairment charge (9) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Loss on extinguishment of debt securities and amendment of ABL
$(0.01) $ — $ — $ — $(0.01)
(2.48)
(0.63)
(0.64)
(0.60)
(0.64)
(0.14)
(0.25)
(0.07)
(0.01)
(0.12)
(0.15)
(0.06)
(0.03)
(0.07)
(0.14)
(0.02)
(0.02)
(0.05)
(0.16)
(0.03)
0.01
(0.39)
(0.72)
(0.18)
(0.05)
facility . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
—
(0.30) —
(0.28)
(0.58)
For the year ended December 31, 2018:
Merger related costs (4)
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Merger related intangible asset amortization (5) . . . . . . . . . . . . . . . . .
Impact on depreciation related to acquired fleet and property and
$(0.01) $(0.02) $(0.09) $(0.21) $(0.32)
(1.76)
(0.42)
(0.37)
(0.58)
(0.39)
equipment (6) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Impact of the fair value mark-up of acquired fleet (7) . . . . . . . . . . . . .
Restructuring charge (8) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(0.09)
(0.21)
(0.02)
(0.08)
(0.15)
(0.03)
(0.02) —
(0.11)
(0.09)
(0.11)
(0.15)
(0.19)
(0.59)
(0.28)
(4) This reflects transaction costs associated with the NES and Neff acquisitions that were completed in 2017, and
the BakerCorp and BlueLine acquisitions discussed in note 4 to our consolidated financial statements.
(5) This reflects the amortization of the intangible assets acquired in the RSC, National Pump, NES, Neff,
BakerCorp and BlueLine acquisitions.
(6) This reflects the impact of extending the useful lives of equipment acquired in the RSC, NES, Neff, BakerCorp
and BlueLine acquisitions, net of the impact of additional depreciation associated with the fair value mark-up
of such equipment.
(7) This reflects additional costs recorded in cost of rental equipment sales associated with the fair value mark-up
of rental equipment acquired in the RSC, NES, Neff and BlueLine acquisitions and subsequently sold.
(8) As discussed in note 6 to our consolidated financial statements, this primarily reflects severance costs and
branch closure charges associated with our restructuring programs.
(9) This reflects write-offs of leasehold improvements and other fixed assets.
96
18. Earnings Per Share
Basic earnings per share is computed by dividing net income available to common stockholders by the
weighted-average number of common shares outstanding. Diluted earnings per share is computed by dividing net
income available to common stockholders by the weighted-average number of common shares plus the effect of
dilutive potential common shares outstanding during the period. Net income and earnings per share for 2017 include
the significant impact of the enactment of the Tax Act discussed further in note 14 to the consolidated financial
statements. Net income and earnings per share for 2019 and 2018 reflect a reduction in the U.S. federal statutory tax
rate from 35 percent to 21 percent following enactment of the Tax Act. The following table sets forth the
computation of basic and diluted earnings per share (shares in thousands):
Year Ended December 31,
2019
2018
2017
Numerator:
Net income available to common stockholders . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Denominator:
Denominator for basic earnings per share—weighted-average common shares . . . . .
Effect of dilutive securities:
Employee stock options . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Restricted stock units . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 1,174
$ 1,096
$ 1,346
77,341
82,652
84,599
114
255
379
499
403
560
Denominator for diluted earnings per share—adjusted weighted-average
common shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
77,710
83,530
85,562
Basic earnings per share . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Diluted earnings per share . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 15.18
$ 15.11
$ 13.26
$ 13.12
$ 15.91
$ 15.73
19. Condensed Consolidating Financial Information of Guarantor Subsidiaries
URNA is 100 percent owned by Holdings (“Parent”) and has certain outstanding indebtedness that
is
guaranteed by both Parent and, with the exception of its U.S. special purpose vehicle which holds receivable assets
relating to the Company’s accounts receivable securitization facility (the “SPV”), all of URNA’s U.S. subsidiaries
(the “guarantor subsidiaries”). Other than the guarantee by certain Canadian subsidiaries of URNA’s indebtedness
under the ABL facility, none of URNA’s indebtedness is guaranteed by URNA’s foreign subsidiaries or the SPV
(together, the “non-guarantor subsidiaries”). The receivable assets owned by the SPV have been sold or contributed
by URNA to the SPV and are not available to satisfy the obligations of URNA or Parent’s other subsidiaries. The
guarantor subsidiaries are all 100 percent-owned and the guarantees are made on a joint and several basis. The
guarantees are not full and unconditional because a guarantor subsidiary can be automatically released and relieved
of its obligations under certain circumstances, including sale of the guarantor subsidiary, the sale of all or
substantially all of the guarantor subsidiary’s assets, the requirements for legal defeasance or covenant defeasance
under the applicable indenture being met, designating the guarantor subsidiary as an unrestricted subsidiary for
purposes of the applicable covenants or the notes being rated investment grade by both Standard & Poor’s Ratings
Services and Moody’s Investors Service, Inc., or, in certain circumstances, another rating agency selected by
URNA. The guarantees are also subject to subordination provisions (to the same extent that the obligations of the
issuer under the relevant notes are subordinated to other debt of the issuer) and to a standard limitation which
provides that the maximum amount guaranteed by each guarantor will not exceed the maximum amount that can be
guaranteed without making the guarantee void under fraudulent conveyance laws. Based on our understanding of
Rule 3-10 of Regulation S-X (“Rule 3-10”), we believe that the guarantees of the guarantor subsidiaries comply
with the conditions set forth in Rule 3-10 and therefore continue to utilize Rule 3-10 to present condensed
consolidating financial
the guarantor subsidiaries and the non-guarantor
subsidiaries. Separate consolidated financial statements of the guarantor subsidiaries have not been presented
because management believes that such information would not be material to investors. However, condensed
consolidating financial information is presented.
information for Holdings, URNA,
97
Covenants in the ABL facility, accounts receivable securitization and term loan facilities, and the other
agreements governing our debt, impose operating and financial restrictions on URNA, Parent and the guarantor
subsidiaries,
including limitations on the ability to make share repurchases and dividend payments. As of
December 31, 2019, the amount available for distribution under the most restrictive of these covenants was $674.
The Company’s total available capacity for making share repurchases and dividend payments includes the
intercompany receivable balance of Parent. As of December 31, 2019, our total available capacity for making share
repurchases and dividend payments, which includes URNA’s capacity to make restricted payments and the
intercompany receivable balance of Parent, was $2.929 billion.
The condensed consolidating financial information of Parent and its subsidiaries is as follows:
98
CONDENSED CONSOLIDATING BALANCE SHEETS
December 31, 2019
Parent
URNA
Guarantor
Subsidiaries
Non-Guarantor
Subsidiaries
Foreign
SPV
Eliminations
Total
ASSETS
Cash and cash equivalents . . . . . . . . . . . . . . . . . $ — $
Accounts receivable, net
Intercompany receivable (payable) . . . . . . . . . .
2,255
Inventory . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . —
Prepaid expenses and other assets . . . . . . . . . . . —
. . . . . . . . . . . . . . . . . . —
28
—
(2,130)
108
124
Total current assets . . . . . . . . . . . . . . . . . . . . .
2,255
(1,870)
Rental equipment, net . . . . . . . . . . . . . . . . . . . . . —
76
Property and equipment, net
. . . . . . . . . . . . . . .
Investments in subsidiaries . . . . . . . . . . . . . . . .
1,509
Goodwill . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . —
Other intangible assets, net
. . . . . . . . . . . . . . . . —
Operating lease right-of-use assets . . . . . . . . . . . —
12
Other long-term assets . . . . . . . . . . . . . . . . . . . .
8,995
400
1,636
4,759
833
194
7
$ — $
—
(112)
—
—
(112)
—
78
1,069
—
—
403
—
24 $ — $ — $
1,359
171
(14)
1
12 —
16 —
—
—
—
—
209
1,360
—
792 —
50 —
—
—
395 —
62 —
72 —
—
—
—
—
(4,214)
—
—
—
—
52
1,530
—
120
140
1,842
9,787
604
—
5,154
895
669
19
Total assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . $3,852 $14,954
$1,438
$1,580 $1,360
$(4,214) $18,970
LIABILITIES AND STOCKHOLDERS’
EQUITY (DEFICIT)
Short-term debt and current maturities of long-
term debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ — $
Accounts payable . . . . . . . . . . . . . . . . . . . . . . . . —
Accrued expenses and other liabilities . . . . . . . . —
66
395
572
1,033
Total current liabilities . . . . . . . . . . . . . . . . . . —
Long-term debt . . . . . . . . . . . . . . . . . . . . . . . . . . — 10,402
1,768
Deferred taxes . . . . . . . . . . . . . . . . . . . . . . . . . .
22
151
Operating lease liabilities . . . . . . . . . . . . . . . . . . —
91
Other long-term liabilities . . . . . . . . . . . . . . . . . —
Total liabilities . . . . . . . . . . . . . . . . . . . . . . . . .
Total stockholders’ equity (deficit) . . . . . . . . . .
22
3,830
13,445
1,509
Total liabilities and stockholders’ equity
$ — $
—
118
118
7
—
323
—
448
990
2 $ 929
59 —
55
2
$ — $
—
—
997
454
747
116
931
22 —
97 —
59 —
—
—
—
—
—
—
—
294
1,286
931
429
—
(4,214)
2,198
10,431
1,887
533
91
15,140
3,830
(deficit)
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . $3,852 $14,954
$1,438
$1,580 $1,360
$(4,214) $18,970
99
CONDENSED CONSOLIDATING BALANCE SHEETS
December 31, 2018
Parent
URNA
Guarantor
Subsidiaries
Non-Guarantor
Subsidiaries
Foreign
SPV
Eliminations
Total
ASSETS
Cash and cash equivalents . . . . . . . . . . . . . . . . . $ — $
Accounts receivable, net
Intercompany receivable (payable) . . . . . . . . . .
1,534
Inventory . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . —
Prepaid expenses and other assets . . . . . . . . . . . —
. . . . . . . . . . . . . . . . . . —
1
—
(1,423)
96
60
Total current assets . . . . . . . . . . . . . . . . . . . . .
1,534
(1,266)
Rental equipment, net . . . . . . . . . . . . . . . . . . . . . —
57
Property and equipment, net
. . . . . . . . . . . . . . .
Investments in subsidiaries . . . . . . . . . . . . . . . .
1,826
Goodwill . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . —
Other intangible assets, net
. . . . . . . . . . . . . . . . —
Other long-term assets . . . . . . . . . . . . . . . . . . . .
9
8,910
462
1,646
4,661
1,004
7
$—
—
(96)
—
—
(96)
—
40
980
—
—
—
$
42 $ — $ — $
1,386
159
(15) —
13 —
4 —
—
—
—
—
203
1,386
—
690 —
55 —
—
—
397 —
80 —
—
—
—
—
(4,452)
—
—
—
43
1,545
—
109
64
1,761
9,600
614
—
5,058
1,084
16
Total assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . $3,426 $15,424
$924
$1,425 $1,386
$(4,452) $18,133
LIABILITIES AND STOCKHOLDERS’
EQUITY (DEFICIT)
Short-term debt and current maturities of long-
term debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $
Accounts payable . . . . . . . . . . . . . . . . . . . . . . . . —
Accrued expenses and other liabilities . . . . . . . . —
1 $
50
481
619
Total current liabilities . . . . . . . . . . . . . . . . . .
1,150
Long-term debt . . . . . . . . . . . . . . . . . . . . . . . . . . — 10,778
1,587
Deferred taxes . . . . . . . . . . . . . . . . . . . . . . . . . .
22
83
Other long-term liabilities . . . . . . . . . . . . . . . . . —
1
Total liabilities . . . . . . . . . . . . . . . . . . . . . . . . .
Total stockholders’ equity (deficit) . . . . . . . . . .
23
3,403
13,598
1,826
Total liabilities and stockholders’ equity
$—
—
$
14
14
9
—
—
23
901
2 $ 850
55 —
42
2
$ — $
—
—
903
536
677
99
852
57 —
78 —
—
—
—
—
—
—
234
1,191
852
534
—
(4,452)
2,116
10,844
1,687
83
14,730
3,403
(deficit)
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . $3,426 $15,424
$924
$1,425 $1,386
$(4,452) $18,133
100
CONDENSED CONSOLIDATING STATEMENTS OF INCOME
For the Year Ended December 31, 2019
Parent
URNA
Guarantor
Subsidiaries
Non-Guarantor
Subsidiaries
Foreign
SPV
Eliminations
Total
Revenues:
Equipment rentals . . . . . . . . . . . . . . . . . . . . . $ — $7,282
. . . . . . . . . . . . . . .
757
Sales of rental equipment
238
Sales of new equipment
. . . . . . . . . . . . . . . .
92
Contractor supplies sales . . . . . . . . . . . . . . . .
164
Service and other revenues . . . . . . . . . . . . . .
—
—
—
—
Total revenues . . . . . . . . . . . . . . . . . . . . . . .
—
8,533
$—
—
—
—
—
—
$681
74
30
12
20
817
$
1
—
—
—
—
1
$ —
—
—
—
—
—
$7,964
831
268
104
184
9,351
Cost of revenues:
Cost of equipment rentals, excluding
depreciation . . . . . . . . . . . . . . . . . . . . . . . .
Depreciation of rental equipment . . . . . . . . .
Cost of rental equipment sales . . . . . . . . . . .
Cost of new equipment sales . . . . . . . . . . . . .
Cost of contractor supplies sales . . . . . . . . . .
Cost of service and other revenues . . . . . . . .
Total cost of revenues . . . . . . . . . . . . . . . . .
Gross profit . . . . . . . . . . . . . . . . . . . . . . . . .
Selling, general and administrative
expenses . . . . . . . . . . . . . . . . . . . . . . . . . .
Merger related costs . . . . . . . . . . . . . . . . . . .
Restructuring charge . . . . . . . . . . . . . . . . . . .
Non-rental depreciation and amortization . .
Operating (loss) income . . . . . . . . . . . . . . . .
Interest (income) expense, net
. . . . . . . . . . .
Other (income) expense, net . . . . . . . . . . . . .
Income before provision for income taxes . .
Provision for income taxes . . . . . . . . . . . . . .
—
—
—
—
—
—
—
—
92
—
—
19
(111)
(68)
(763)
720
167
Income before equity in net earnings (loss)
of subsidiaries . . . . . . . . . . . . . . . . . . . . . .
553
Equity in net earnings (loss) of
subsidiaries . . . . . . . . . . . . . . . . . . . . . . . .
Net income (loss) . . . . . . . . . . . . . . . . . . . . .
Other comprehensive income (loss) . . . . . . .
621
1,174
51
2,807
1,490
477
205
65
92
5,136
3,397
840
1
19
354
2,183
686
866
631
139
492
129
621
51
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
38
38
50
319
141
41
26
8
10
545
272
—
—
—
—
—
—
—
1
116
—
44
—
(1) —
—
34
123
—
61
62
9
53
—
53
48
(43)
30
(174)
101
25
76
—
76
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
(788)
(788)
(149)
3,126
1,631
518
231
73
102
5,681
3,670
1,092
1
18
407
2,152
648
(10)
1,514
340
1,174
—
1,174
51
Comprehensive income (loss) . . . . . . . . . . . $1,225
$ 672
$ 88
$101
$ 76
$(937)
$1,225
101
CONDENSED CONSOLIDATING STATEMENTS OF INCOME
For the Year Ended December 31, 2018
Parent
URNA
Guarantor
Subsidiaries
Non-Guarantor
Subsidiaries
Foreign
SPV
Eliminations
Total
Revenues:
Equipment rentals . . . . . . . . . . . . . . . . . . . . . $ — $6,388
. . . . . . . . . . . . . . .
609
Sales of rental equipment
184
Sales of new equipment
. . . . . . . . . . . . . . . .
80
Contractor supplies sales . . . . . . . . . . . . . . . .
126
Service and other revenues . . . . . . . . . . . . . .
—
—
—
—
Total revenues . . . . . . . . . . . . . . . . . . . . . . .
—
7,387
Cost of revenues:
Cost of equipment rentals, excluding
depreciation . . . . . . . . . . . . . . . . . . . . . . . .
Depreciation of rental equipment . . . . . . . . .
Cost of rental equipment sales . . . . . . . . . . .
Cost of new equipment sales . . . . . . . . . . . . .
Cost of contractor supplies sales . . . . . . . . . .
Cost of service and other revenues . . . . . . . .
Total cost of revenues . . . . . . . . . . . . . . . . .
Gross profit . . . . . . . . . . . . . . . . . . . . . . . . .
Selling, general and administrative
expenses . . . . . . . . . . . . . . . . . . . . . . . . . .
Merger related costs . . . . . . . . . . . . . . . . . . .
Restructuring charge . . . . . . . . . . . . . . . . . . .
Non-rental depreciation and amortization . .
—
—
—
—
—
—
—
—
25
—
—
17
2,370
1,258
358
159
52
71
4,268
3,119
860
36
29
266
Operating (loss) income . . . . . . . . . . . . . . . .
Interest (income) expense, net
. . . . . . . . . . .
Other (income) expense, net . . . . . . . . . . . . .
(42)
(39)
(657)
1,928
497
742
Income before provision for income taxes . .
Provision for income taxes . . . . . . . . . . . . . .
Income before equity in net earnings (loss)
of subsidiaries . . . . . . . . . . . . . . . . . . . . . .
Equity in net earnings (loss) of
subsidiaries . . . . . . . . . . . . . . . . . . . . . . . .
654
164
490
606
Net income (loss) . . . . . . . . . . . . . . . . . . . . .
Other comprehensive (loss) income . . . . . . .
1,096
(86)
689
181
508
98
606
(86)
$—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
47
47
(82)
$ 552
55
24
11
18
660
$ —
—
—
—
—
—
$ —
—
—
—
—
—
$6,940
664
208
91
144
8,047
244
105
28
20
8
10
415
245
96
—
2
25
122
—
51
71
20
51
—
51
—
—
—
—
—
—
—
—
57
—
—
—
(57)
24
(142)
61
15
46
—
46
(105) —
—
—
—
—
—
—
—
—
—
—
—
—
—
(1)
—
—
1
1
(751)
(750)
273
2,614
1,363
386
179
60
81
4,683
3,364
1,038
36
31
308
1,951
481
(6)
1,476
380
1,096
—
1,096
(86)
Comprehensive income (loss) . . . . . . . . . . . $1,010
$ 520
$ (35)
$ (54) $ 46
$(477)
$1,010
102
CONDENSED CONSOLIDATING STATEMENTS OF INCOME
For the Year Ended December 31, 2017
Parent
URNA
Guarantor
Subsidiaries
Non-Guarantor
Subsidiaries
Foreign
SPV
Eliminations
Total
Revenues:
Equipment rentals . . . . . . . . . . . . . . . . . . . . . $ — $5,253
. . . . . . . . . . . . . . .
494
Sales of rental equipment
157
Sales of new equipment
. . . . . . . . . . . . . . . .
70
Contractor supplies sales . . . . . . . . . . . . . . . .
102
Service and other revenues . . . . . . . . . . . . . .
—
—
—
—
Total revenues . . . . . . . . . . . . . . . . . . . . . . .
—
6,076
Cost of revenues:
Cost of equipment rentals, excluding
depreciation . . . . . . . . . . . . . . . . . . . . . . . .
Depreciation of rental equipment . . . . . . . . .
Cost of rental equipment sales . . . . . . . . . . .
Cost of new equipment sales . . . . . . . . . . . . .
Cost of contractor supplies sales . . . . . . . . . .
Cost of service and other revenues . . . . . . . .
Total cost of revenues . . . . . . . . . . . . . . . . .
Gross profit . . . . . . . . . . . . . . . . . . . . . . . . .
Selling, general and administrative
expenses . . . . . . . . . . . . . . . . . . . . . . . . . .
Merger related costs . . . . . . . . . . . . . . . . . . .
Restructuring charge . . . . . . . . . . . . . . . . . . .
Non-rental depreciation and amortization . .
—
—
—
—
—
—
—
—
103
—
—
15
1,933
1,033
302
134
49
51
3,502
2,574
682
50
49
223
Operating (loss) income . . . . . . . . . . . . . . . .
Interest (income) expense, net
. . . . . . . . . . .
Other (income) expense, net . . . . . . . . . . . . .
(118)
(15)
(543)
1,570
469
596
Income (loss) before provision (benefit) for
income taxes . . . . . . . . . . . . . . . . . . . . . . .
Provision (benefit) for income taxes . . . . . . .
Income (loss) before equity in net earnings
440
144
505
(469)
$—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
3
—
(3)
—
(loss) of subsidiaries . . . . . . . . . . . . . . . . .
296
974
(3)
Equity in net earnings (loss) of
subsidiaries . . . . . . . . . . . . . . . . . . . . . . . .
Net income (loss) . . . . . . . . . . . . . . . . . . . . .
Other comprehensive income (loss) . . . . . . .
1,050
1,346
67
76
1,050
67
36
33
67
$462
56
21
10
16
565
$ —
—
—
—
—
—
218
91
28
18
7
8
370
195
80
—
1
21
93
—
45
48
12
36
—
36
55
—
—
—
—
—
—
—
—
38
—
—
—
(38)
12
(103)
53
15
38
—
38
—
$ —
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
(5)
—
5
—
$5,715
550
178
80
118
6,641
2,151
1,124
330
152
56
59
3,872
2,769
903
50
50
259
1,507
464
(5)
1,048
(298)
5
1,346
(1,162)
(1,157)
(189)
—
1,346
67
Comprehensive income (loss) . . . . . . . . . . . $1,413
$1,117
$100
$ 91
$ 38
$(1,346)
$1,413
103
CONDENSED CONSOLIDATING CASH FLOW INFORMATION
For the Year Ended December 31, 2019
Parent
URNA
Guarantor
Subsidiaries
Non-Guarantor
Subsidiaries
Foreign
SPV
Eliminations
Total
Net cash provided by operating activities . .
Net cash used in investing activities . . . . . .
Net cash used in financing activities . . . . . . —
Effect of foreign exchange rates . . . . . . . . . —
$ 34
(34)
$ 2,720
(1,529)
(1,164)
—
Net increase (decrease) in cash and cash
equivalents . . . . . . . . . . . . . . . . . . . . . . . . —
Cash and cash equivalents at beginning of
period . . . . . . . . . . . . . . . . . . . . . . . . . . . . —
27
1
$—
—
—
—
—
—
Cash and cash equivalents at end of
$ 103
$ 167
(147) —
(38)
—
(103)
—
(18) —
42
—
$—
—
—
—
—
—
$ 3,024
(1,710)
(1,305)
—
9
43
period . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$— $
28
$—
$ 24
$ —
$—
$
52
CONDENSED CONSOLIDATING CASH FLOW INFORMATION
For the Year Ended December 31, 2018
Net cash provided by (used in) operating
activities . . . . . . . . . . . . . . . . . . . . . . . . . .
Net cash used in investing activities . . . . . .
Net cash provided by (used in) financing
Parent
URNA
Guarantor
Subsidiaries
Non-Guarantor
Subsidiaries
Foreign
SPV
Eliminations
Total
$ 36
(36)
$ 3,116
(4,308)
$ (1)
—
$ (16) $(282)
(207) —
$—
—
$ 2,853
(4,551)
activities . . . . . . . . . . . . . . . . . . . . . . . . . . —
Effect of foreign exchange rates . . . . . . . . . —
1,170
—
Net decrease in cash and cash
equivalents . . . . . . . . . . . . . . . . . . . . . . . . —
Cash and cash equivalents at beginning of
period . . . . . . . . . . . . . . . . . . . . . . . . . . . . —
(22)
23
1
—
—
—
282
(56)
(8) —
(287) —
329
—
—
—
—
—
1,397
(8)
(309)
352
Cash and cash equivalents at end of
period . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$— $
1
$—
$ 42
$ —
$—
$
43
104
CONDENSED CONSOLIDATING CASH FLOW INFORMATION
For the Year Ended December 31, 2017
Net cash provided by (used in) operating
activities . . . . . . . . . . . . . . . . . . . . . . . . . .
Net cash used in investing activities . . . . . .
Net cash provided by (used in) financing
Parent
URNA
Guarantor
Subsidiaries
Non-Guarantor
Subsidiaries
Foreign
SPV
Eliminations
Total
$ 21
(21)
$ 2,291
(3,554)
$ (3)
—
$(232)
$ 132
(109) —
$—
—
$ 2,209
(3,684)
activities . . . . . . . . . . . . . . . . . . . . . . . . . . —
Effect of foreign exchange rate . . . . . . . . . . —
1,265
—
Net increase in cash and cash
equivalents . . . . . . . . . . . . . . . . . . . . . . . . —
Cash and cash equivalents at beginning of
period . . . . . . . . . . . . . . . . . . . . . . . . . . . . —
2
21
3
—
—
—
(3)
18
232
—
38
291
—
—
—
—
—
—
1,497
18
40
312
Cash and cash equivalents at end of
period . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$— $
23
$—
$ 329
$ —
$—
$
352
105
SCHEDULE II—VALUATION AND QUALIFYING ACCOUNTS
UNITED RENTALS, INC.
(In millions)
Balance at
Beginning
of Period
Acquired
Charged to
Costs and
Expenses
Charged to
Revenue
Deductions
Balance
at End
of Period
$
8
(a)
$ 34
(a)
$ 34
(b)
$103
Description
Year ended December 31, 2019:
Allowance for doubtful accounts . . . . .
Reserve for obsolescence and
shrinkage . . . . . . . . . . . . . . . . . . . . . .
Self-insurance reserve . . . . . . . . . . . . . .
Year ended December 31, 2018:
Allowance for doubtful accounts . . . . .
Reserve for obsolescence and
shrinkage . . . . . . . . . . . . . . . . . . . . . .
Self-insurance reserve . . . . . . . . . . . . . .
Year ended December 31, 2017:
Allowance for doubtful accounts . . . . .
Reserve for obsolescence and
shrinkage . . . . . . . . . . . . . . . . . . . . . .
Self-insurance reserve . . . . . . . . . . . . . .
$ 93
$
5
106
2
4
—
40
180
$ 68
$ 14
$ 45
7
100
$ 54
$
3
94
1
5
6
2
6
26
144
$ 40
20
122
—
—
$—
—
—
$—
—
—
39
165
(c)
(d)
10
121
$ 34
(b)
$ 93
29
143
(c)
(d)
5
106
$ 32
(b)
$ 68
18
122
(c)
(d)
7
100
The above information reflects the continuing operations of the Company for the periods presented.
Additionally, because the Company has retained certain self-insurance liabilities associated with the
discontinued traffic control business, those amounts have been included as well.
(a) Amounts charged to cost and expenses reflect bad debt expenses recognized within selling, general and
administrative expenses. The amounts charged to revenue primarily reflect doubtful accounts associated with
lease revenues that were recognized as a reduction to equipment rentals revenue. In 2019, we adopted an
updated lease accounting standard (see note 13 to the consolidated financial statements for further detail) that
requires that we recognize doubtful accounts associated with lease revenues as a reduction to equipment rentals
revenue. We adopted the updated lease accounting standard using a transition method that does not require
application to periods prior to adoption.
(b) Represents write-offs of accounts, net of recoveries.
(c) Represents write-offs.
(d) Represents payments.
106
Item 9.
Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
None.
Item 9A. Controls and Procedures
Evaluation of Disclosure Controls and Procedures
The Company maintains disclosure controls and procedures that are designed to ensure that information
required to be disclosed in the Company’s reports under the Exchange Act is recorded, processed, summarized and
reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated
and communicated to management, including the Company’s Chief Executive Officer and Chief Financial Officer,
as appropriate, to allow timely decisions regarding required disclosure.
The Company’s management carried out an evaluation, under the supervision and with the participation of our
Chief Executive Officer and Chief Financial Officer, of the effectiveness of our disclosure controls and procedures,
as defined in Rules 13a–15(e) and 15d–15(e) of the Exchange Act, as of December 31, 2019. Based on the
evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that the Company’s disclosure
controls and procedures were effective as of December 31, 2019.
Management’s Annual Report on Internal Control over Financial Reporting
The Company’s management is responsible for establishing and maintaining adequate internal control over
financial reporting as defined in Rules 13a–15(f) and 15d–15(f) under the Exchange Act. The Company’s internal
control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial
reporting and the preparation of financial statements for external purposes in accordance with GAAP. The
Company’s internal control over financial reporting includes those policies and procedures that: (i) pertain to the
maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the
assets of the Company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit
preparation of financial statements in accordance with GAAP, and that receipts and expenditures of the Company
are being made only in accordance with authorizations of management and directors of the Company; and
(iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or
disposition of the Company’s assets that could have a material effect on the financial statements.
Because of its inherent
internal control over financial reporting may not prevent or detect
misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that
controls may become inadequate because of changes in conditions, or that the degree of compliance with the
policies or procedures may deteriorate.
limitations,
Under the supervision of our Chief Executive Officer and Chief Financial Officer, our management assessed
the effectiveness of the Company’s internal control over financial reporting as of December 31, 2019. In making
this assessment, management used the criteria set forth in Internal Control—Integrated Framework (2013
framework) issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”). Based
on this assessment, our management has concluded that the Company’s internal control over financial reporting was
effective as of December 31, 2019.
The Company’s financial statements included in this annual report on Form 10-K have been audited by Ernst &
Young LLP, independent registered public accounting firm, as indicated in the following report. Ernst & Young
LLP has also provided an attestation report on the Company’s internal control over financial reporting.
107
Report of Independent Registered Public Accounting Firm
To the Stockholders and the Board of Directors of United Rentals, Inc.
Opinion on Internal Control over Financial Reporting
We have audited United Rentals, Inc.’s internal control over financial reporting as of December 31, 2019, based on
criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring
Organizations of the Treadway Commission (2013 framework) (the COSO criteria). In our opinion, United Rentals,
Inc. (the “Company”) maintained, in all material respects, effective internal control over financial reporting as of
December 31, 2019, based on the COSO criteria.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board
(United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, 2019 and 2018, and
the related consolidated statements of income, comprehensive income, stockholders’ equity and cash flows for each
of the three years in the period ended December 31, 2019 of the Company and our report dated January 29, 2020
expressed an unqualified opinion thereon.
Basis for Opinion
The Company’s management is responsible for maintaining effective internal control over financial reporting and
for its assessment of the effectiveness of internal control over financial reporting included in the accompanying
Management’s Annual Report on Internal Controls over Financial Reporting. Our responsibility is to express an
opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting
firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with
the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission
and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting
was maintained in all material respects.
Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a
material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on
the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We
believe that our audit provides a reasonable basis for our opinion.
108
Definition and Limitations of Internal Control Over Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance
regarding the reliability of financial reporting and the preparation of financial statements for external purposes in
accordance with generally accepted accounting principles. A company’s internal control over financial reporting
includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail,
accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable
assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance
with generally accepted accounting principles, and that receipts and expenditures of the company are being made
only in accordance with authorizations of management and directors of the company; and (3) provide reasonable
assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s
assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements.
Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may
become inadequate because of changes in conditions, or that the degree of compliance with the policies or
procedures may deteriorate.
/s/ Ernst & Young LLP
Stamford, Connecticut
January 29, 2020
Changes in Internal Control over Financial Reporting
There were no changes in our internal control over financial reporting during the quarter ended December 31,
2019 that materially affected, or are reasonably likely to materially affect, our internal control over financial
reporting.
Item 9B. Other Information
Not applicable.
109
PART III
Item 10. Directors, Executive Officers and Corporate Governance
The information required by this Item is incorporated by reference to the applicable information in our Proxy
Statement related to the 2020 Annual Meeting of Stockholders (the “2020 Proxy Statement”), which is expected to
be filed with the SEC on or before March 24, 2020.
Item 11. Executive Compensation
The information required by this Item is incorporated by reference to the applicable information in the 2020
Proxy Statement, which is expected to be filed with the SEC on or before March 24, 2020.
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder
Matters
The information required by this Item is incorporated by reference to the applicable information in the 2020
Proxy Statement, which is expected to be filed with the SEC on or before March 24, 2020.
Item 13. Certain Relationships and Related Transactions, and Director Independence
The information required by this Item is incorporated by reference to the applicable information in the 2020
Proxy Statement, which is expected to be filed with the SEC on or before March 24, 2020.
Item 14. Principal Accountant Fees and Services
The information required by this Item is incorporated by reference to the applicable information in the 2020
Proxy Statement, which is expected to be filed with the SEC on or before March 24, 2020.
110
PART IV
Item 15. Exhibits and Financial Statement Schedules
(a) Documents filed as a part of this report
(1) Consolidated financial statements:
Report of Independent Registered Public Accounting Firm on Consolidated Financial Statements
United Rentals, Inc. Consolidated Balance Sheets at December 31, 2019 and 2018
United Rentals, Inc. Consolidated Statements of Income for the years ended December 31, 2019, 2018 and 2017
United Rentals, Inc. Consolidated Statements of Comprehensive Income for the years ended December 31, 2019,
2018 and 2017
United Rentals, Inc. Consolidated Statements of Stockholders’ Equity for the years ended December 2019, 2018 and
2017
United Rentals, Inc. Consolidated Statements of Cash Flows for the years ended December 31, 2019, 2018 and 2017
Notes to consolidated financial statements
Report of Independent Registered Public Accounting Firm on Internal Controls over Financial Reporting
(2) Schedules to the financial statements:
Schedule II Valuation and Qualifying Accounts
Schedules other than those listed are omitted as they are not applicable or the required or equivalent information has
been included in the financial statements or notes thereto.
(3) Exhibits: The exhibits to this report are listed in the exhibit index below.
(b) Description of exhibits
Exhibit
Number
2(a)
2(b)
2(c)
2(d)
2(e)
Description of Exhibit
Agreement and Plan of Merger, dated as of December 15, 2011, by and between United Rentals,
Inc. and RSC Holdings Inc. (incorporated by reference to Exhibit 2.1 of the United Rentals, Inc.
Report on Form 8-K filed on December 21, 2011)
Agreement and Plan of Merger, dated as of April 30, 2012, by and between United Rentals (North
America), Inc. and UR Merger Sub Corporation (incorporated by reference to Exhibit 1.1 of the
United Rentals, Inc. Report on Form 8-K filed on May 3, 2012)
Asset Purchase Agreement, dated as of March 7, 2014, by and among United Rentals (North
America), Inc. and United Rentals of Canada, Inc., on the one hand, and LD Services, LLC,
National Pump & Compressor, Ltd., Canadian Pump & Compressor Ltd., GulfCo Industrial
Equipment, L.P. (collectively, the “Sellers”) and the general partner and limited partners, members,
shareholders or other equity holders of each Seller, as the case may be, on the other hand
(incorporated by reference to Exhibit 2.1 of the United Rentals, Inc. Report on Form 8-K filed on
March 10, 2014)
Agreement and Plan of Merger, dated as of January 25, 2017, by and among United Rentals (North
America), Inc., UR Merger Sub II Corporation, NES Rentals Holdings II, Inc. and Diamond Castle
Holdings, LLC, solely in its capacity as the Stockholder Representative (incorporated by reference
to Exhibit 2.1 of the United Rentals, Inc. and United Rentals (North America), Inc. Current Report
on Form 8-K filed on January 27, 2017)
Agreement and Plan of Merger, dated as of August 16, 2017, by and among United Rentals (North
America), Inc., UR Merger Sub III Corporation and Neff Corporation (incorporated herein by
reference to Exhibit 2.1 of the United Rentals, Inc. and United Rentals (North America), Inc.
Current Report on Form 8-K filed on August 17, 2017)
111
Exhibit
Number
2(f)
2(g)
3(a)
3(b)
3(c)
3(d)
4(a)
4(b)
4(c)
4(d)
4(e)
Description of Exhibit
Agreement and Plan of Merger, dated as of June 30, 2018, by and among United Rentals, Inc., UR
Merger Sub IV Corporation and BakerCorp International Holdings, Inc. (incorporated by reference
to Exhibit 2.1 of the United Rentals, Inc. and United Rentals (North America), Inc. Current Report
on Form 8-K filed on July 2, 2018)
Agreement and Plan of Merger, dated as of September 10, 2018, by and among United Rentals,
Inc., UR Merger Sub V Corporation, Vander Holding Corporation and Platinum Equity Advisors,
LLC, solely in its capacity as the initial Holder Representative thereunder (incorporated by
reference to Exhibit 2.1 of the United Rentals, Inc. and United Rentals (North America), Inc.
Current Report on Form 8-K filed on September 10, 2018)
Inc., dated June 1, 2017
Fourth Restated Certificate of
(incorporated by reference to Exhibit 3.2 of the United Rentals, Inc. and United Rentals (North
America), Inc. Current Report on Form 8-K filed on June 2, 2017)
Incorporation of United Rentals,
Amended and Restated By-laws of United Rentals, Inc., amended as of May 4, 2017 (incorporated
by reference to Exhibit 3.4 of the United Rentals, Inc. and United Rentals (North America), Inc.
Current Report on Form 8-K filed on May 4, 2017)
Restated Certificate of Incorporation of United Rentals (North America), Inc., dated April 30, 2012
(incorporated by reference to Exhibit 3(c) of the United Rentals, Inc. Report on Form 10-Q for the
quarter ended June 30, 2013)
By-laws of United Rentals (North America), Inc., dated May 8, 2013 (incorporated by reference to
Exhibit 3(d) of the United Rentals, Inc. Report on Form 10-Q for the quarter ended June 30, 2013)
Form of Certificate representing United Rentals, Inc. Common Stock (incorporated by reference to
Exhibit 4 of Amendment No. 2 to the United Rentals, Inc. Registration Statement on Form S-1,
Registration No. 333-39117, filed on December 3, 1997)
Indenture for the 5 1/2 percent Notes due 2025, dated as of March 26, 2015, among United Rentals
(North America), Inc. (the “Company”), United Rentals, Inc., the Company’s subsidiaries named
therein and Wells Fargo Bank, National Association, as Trustee (including form of note)
(incorporated by reference to Exhibit 4.2 of the United Rentals, Inc. Report on Form 8-K filed on
March 26, 2015)
Indenture for the 5 7/8 percent Notes due 2026, dated as of May 13, 2016, among United Rentals
(North America), Inc. (the “Company”), United Rentals, Inc., the Company’s subsidiaries named
therein and Wells Fargo Bank, National Association, as Trustee (including form of note)
(incorporated by reference to Exhibit 4.1 of the United Rentals, Inc. Report on Form 8-K filed on
May 13, 2016)
Indenture for the 5 1/2 percent Notes due 2027, dated as of November 7, 2016, among United
Rentals (North America), Inc. (the “Company”), United Rentals, Inc., the Company’s subsidiaries
named therein and Wells Fargo Bank, National Association, as Trustee (including form of note)
(incorporated by reference to Exhibit 4.1 of the United Rentals, Inc. Report on Form 8-K filed on
November 7, 2016)
Indenture for the 4 7/8 percent Notes due 2028, dated as of August 11, 2017, among United Rentals
(North America), Inc. (the “Company”), United Rentals, Inc., the Company’s subsidiaries named
therein and Wells Fargo Bank, National Association, as Trustee (including form of note)
(incorporated by reference to Exhibit 4.1 of the United Rentals, Inc. Report on Form 8-K filed on
August 11, 2017)
112
Exhibit
Number
4(f)
4(g)
4(h)
4(i)
4(j)
Description of Exhibit
Indenture for the 4 5/8 percent Notes due 2025, dated as of September 22, 2017, among United
Rentals (North America), Inc. (the “Company”), United Rentals, Inc., the Company’s subsidiaries
named therein and Wells Fargo Bank, National Association, as Trustee (including form of note)
(incorporated by reference to Exhibit 4.1 of the United Rentals, Inc. Report on Form 8-K filed on
September 22, 2017)
Indenture for the 4 7/8 percent Notes due 2028, dated as of September 22, 2017, among United
Rentals (North America), Inc. (the “Company”), United Rentals, Inc., the Company’s subsidiaries
named therein and Wells Fargo Bank, National Association, as Trustee (including form of note)
(incorporated by reference to Exhibit 4.2 of the United Rentals, Inc. Report on Form 8-K filed on
September 22, 2017)
Indenture for the 6 1/2 percent Notes due 2026, dated as of October 30, 2018, among United
Rentals (North America), Inc. (the “Company”), United Rentals, Inc., the Company’s subsidiaries
named therein and Wells Fargo Bank, National Association, as Trustee (including form of note)
(incorporated by reference to Exhibit 4.1 of the United Rentals, Inc. Report on Form 8-K filed on
October 30, 2018)
Indenture for the 5.25% Senior Notes due 2030, dated as of May 10, 2019, among United Rentals
(North America), Inc., United Rentals, Inc., each of United Rental (North America), Inc.’s
subsidiaries named therein and Wells Fargo Bank, National Association, as Trustee (including the
form of note) (incorporated by reference to Exhibit 4.1 of the United Rentals, Inc. and United
Rentals (North America), Inc. Current Report on Form 8-K filed on May 10, 2019)
Indenture for the 3.875% Senior Secured Notes due 2027, dated as of November 4, 2019, among
United Rentals (North America), Inc., United Rentals, Inc., each of United Rentals (North
America), Inc.’s subsidiaries named therein and Wells Fargo Bank, National Association, as
Trustee and Notes Collateral Agent (including the form of note) (incorporated by reference to
Exhibit 4.1 of the United Rentals, Inc. and United Rentals (North America), Inc. Current Report on
Form 8-K filed on November 4, 2019)
4(k)*
Description of United Rentals’ Securities Registered Pursuant to Section 12 of the Exchange Act
10(a)
10(b)
10(c)
10(d)
10(e)
10(f)
2001 Comprehensive Stock Plan of United Rentals, Inc. (formerly the 2001 Senior Stock Plan)
(incorporated by reference to Exhibit 10(f) of the United Rentals, Inc. Report on Form 10-Q for the
quarter ended June 30, 2006, Commission File No. 001-14387)‡
United Rentals, Inc. Deferred Compensation Plan, as amended and restated, effective December
16, 2008 (incorporated by reference to Exhibit 10.1 of the United Rentals, Inc. Report on Form
8-K, Commission File No. 001-14387, filed on December 19, 2008)‡
United Rentals, Inc. Deferred Compensation Plan for Directors, as amended and restated, effective
January 1, 2013 (incorporated by reference to Exhibit 10(f) of the United Rentals, Inc. Report on
Form 10-K for year ended December 31, 2012)‡
United Rentals, Inc. Deferred Compensation Plan for Directors, as amended and restated, effective
December 16, 2008 (incorporated by reference to Exhibit 10.2 of the United Rentals, Inc. Report
on Form 8-K, Commission File No. 001-14387, filed on December 19, 2008)‡
Amendment Number One to the United Rentals, Inc. Deferred Compensation Plan for Directors, as
amended and restated, effective December 16, 2008 (incorporated by reference to Exhibit 10(h) of
the United Rentals, Inc. Annual Report on Form 10-K for the year ended December 31, 2010)‡
United Rentals, Inc. 2019 Annual Incentive Compensation Plan (incorporated by reference to
Exhibit 10(h) of the United Rentals, Inc. Report on Form 10-Q for the quarter ended March 31,
2019)‡
113
Exhibit
Number
10(g)
10(h)
10(i)
10(j)
10(k)
10(l)
10(m)
10(n)
10(o)
10(p)
10(q)
10(r)
10(s)
10(t)*
10(u)
Description of Exhibit
United Rentals, Inc. Long-Term Incentive Plan, as amended and restated, effective December 16,
2008 (incorporated by reference to Exhibit 10.5 of the United Rentals, Inc. Report on Form 8-K,
Commission File No. 001-14387, filed on December 19, 2008)‡
United Rentals, Inc. 2019 Long Term Incentive Plan (incorporated by reference to Appendix A of
the United Rentals, Inc. Proxy Statement on Schedule 14A filed on March 26, 2019)‡
United Rentals, Inc. Second Amended and Restated 2010 Long Term Incentive Plan (incorporated
by reference to Appendix C of the United Rentals, Inc. Proxy Statement on Schedule 14A filed on
March 26, 2014)‡
Form of United Rentals, Inc. 2010 Long-Term Incentive Plan Director Restricted Stock Unit
Agreement (incorporated by reference to Exhibit 10(b) of the United Rentals, Inc. Report on
Form 10-Q for the quarter ended June 30, 2010)‡
United Rentals, Inc. Restricted Stock Unit Deferral Plan, as amended and restated, effective
December 16, 2008 (incorporated by reference to Exhibit 10.3 of the United Rentals, Inc. Report
on Form 8-K, Commission File No. 001-14387, filed on December 19, 2008)‡
Amendment Number One to the United Rentals, Inc. Restricted Stock Unit Deferral Plan, as
amended and restated, effective December 16, 2008 (incorporated by reference to Exhibit 10(p) of
the United Rentals, Inc. Annual Report on Form 10-K for the year ended December 31, 2010)‡
Form of United Rentals,
for Senior Management
Inc. Restricted Stock Unit Agreement
(incorporated by reference to Exhibit 10(b) of the United Rentals, Inc. Report on Form 10-Q for the
quarter ended June 30, 2006, Commission File No. 001-14387)‡
Form of United Rentals, Inc. Restricted Stock Unit Agreement for Non-Employee Directors
(incorporated by reference to Exhibit 10(c) of the United Rentals, Inc. Report on Form 10-Q for the
quarter ended June 30, 2006, Commission File No. 001-14387)‡
Form of United Rentals, Inc. Restricted Stock Unit Agreement for Non-Employee Directors
(incorporated by reference to Exhibit 10(a) United Rentals, Inc. Report on Form 10-Q for the
quarter ended June 30, 2017)‡
Form of United Rentals, Inc. Restricted Stock Unit Agreement for Non-Employee Directors,
effective for grants of awards beginning in May 2019 (incorporated by reference to Exhibit 10(a)
of the United Rentals, Inc. Report on Form 10-Q for the quarter ended June 30, 2019)‡
Form of United Rentals, Inc. Stock Option Agreement for Senior Management (incorporated by
reference to Exhibit 10.4 of the United Rentals, Inc. Report on Form 10-Q for the quarter ended
June 30, 2009)‡
Form of United Rentals, Inc. Stock Option Agreement for Senior Management, effective for grants
of awards beginning in 2010 (incorporated by reference to Exhibit 10(d) of the United Rentals, Inc.
Report on Form 10-Q for the quarter ended March 31, 2010)‡
Form of United Rentals, Inc. Performance-Based Restricted Stock Unit Agreement for Senior
Management; effective for grants beginning in 2015 (incorporated by reference to Exhibit 10(i) on
Form 10-Q for the quarter ended March 31, 2015)‡
Form of United Rentals, Inc. Performance-Based Restricted Stock Unit Agreement for Senior
Management; effective for grants beginning in 2020‡
Form of United Rentals, Inc. Performance-Based Restricted Stock Unit Agreement for Chief
Executive Officer; effective for grants beginning in 2017‡ (incorporated by reference to
Exhibit 10(r) of the United Rentals, Inc. Annual Report on Form 10-K for the year ended
December 31, 2018)‡
114
Exhibit
Number
10(v)
10(w)
10(x)
10(y)
10(z)
10(aa)
10(bb)
10(cc)
10(dd)
10(ee)
10(ff)
10(gg)
10(hh)
10(ii)
Description of Exhibit
Form of United Rentals, Inc. Restricted Stock Unit Agreement for Senior Management; effective
for grants beginning in 2015 (incorporated by reference to Exhibit 10(h) on Form 10-Q for the
quarter ended March 31, 2015)‡
Form of United Rentals, Inc. Restricted Stock Unit Agreement for Senior Management, effective
for grants of awards beginning in May 2019 (incorporated by reference to Exhibit 10(b) of the
United Rentals, Inc. Report on Form 10-Q for the quarter ended June 30, 2019)‡
Form of United Rentals, Inc. Restricted Stock Unit Agreement for Chief Executive Officer;
effective for grants beginning in 2017‡ (incorporated by reference to Exhibit 10(t) of the United
Rentals, Inc. Annual Report on Form 10-K for the year ended December 31, 2018)‡
Form of Restricted Stock Unit Agreement for Michael Kneeland, dated March 11, 2019
(incorporated by reference to Exhibit 10.1 of the United Rentals, Inc. and United Rentals (North
America), Inc. Current Report on Form 8-K filed on March 15, 2019)‡
Form of Restricted Stock Unit Agreement (Performance Based) for Michael Kneeland, dated
March 11, 2019 (incorporated by reference to Exhibit 10.2 of the United Rentals, Inc. and United
Rentals (North America), Inc. Current Report on Form 8-K filed on March 15, 2019)‡
Board of Directors compensatory plans, as described under the caption “Director Compensation” in
the United Rentals, Inc. definitive proxy statement to be filed with the Securities and Exchange
Commission (in connection with the Annual Meeting of Stockholders) on or before March 24, 2020
Employment Agreement, dated as of August 22, 2008, between United Rentals, Inc. and Michael J.
Kneeland (incorporated by reference to Exhibit 10.1 of the United Rentals, Inc. Report on
Form 8-K, Commission File No. 001-14387, filed on August 25, 2008)‡
First (renumbered Second) Amendment, dated January 15, 2009, to the Employment Agreement
between United Rentals, Inc. and Michael J. Kneeland (incorporated by reference to Exhibit 10.1
of the United Rentals, Inc. Report on Form 8-K, Commission File No. 001-14387, filed on
January 15, 2009)‡
Third Amendment, dated March 13, 2009, to the Employment Agreement between United Rentals,
Inc. and Michael J. Kneeland (incorporated by reference to Exhibit 10.1 of the United Rentals, Inc.
Report on Form 8-K filed on March 17, 2009)‡
Fourth Amendment, effective as of August 22, 2008, to the Employment Agreement between
United Rentals, Inc. and Michael J. Kneeland (incorporated by reference to Exhibit 10(dd) of the
United Rentals, Inc. Annual Report on Form 10-K for the year ended December 31, 2010)‡
Fifth Amendment, effective October 22, 2012, to the Employment Agreement between United
Rentals, Inc. and Michael J. Kneeland (incorporated by reference to Exhibit 10(gg) of the United
Rentals, Inc. Report on Form 10-K for year ended December 31, 2012)‡
Form of 2001 Comprehensive Stock Plan Restricted Stock Unit Agreement with Michael J.
Kneeland (incorporated by reference to Exhibit 10.2 of the United Rentals, Inc. Report on
Form 8-K, Commission File No. 001-14387, filed on August 25, 2008)‡
Employment Agreement, dated as of December 1, 2008, between United Rentals, Inc. and William
B. Plummer (including Restricted Stock Unit Agreement) (incorporated by reference to Exhibit
10.1 of the United Rentals, Inc. Report on Form 8-K, Commission File No. 001-14387, filed on
November 25, 2008)‡
Second Amendment, effective as of December 1, 2008, to the Employment Agreement between
United Rentals, Inc. and William B. Plummer (incorporated by reference to Exhibit 10(gg) of the
United Rentals, Inc. Annual Report on Form 10-K for the year ended December 31, 2010)‡
115
Exhibit
Number
10(jj)
10(kk)
10(ll)
Description of Exhibit
Third Amendment, dated as of December 22, 2011, to the Employment Agreement between United
Rentals, Inc. and William B. Plummer (incorporated by reference to Exhibit 10(hh) of the United
Rentals, Inc. Annual Report on Form 10-K for the year ended December 31, 2011)‡
Fourth Amendment, dated as of March 28, 2012, to the Employment Agreement between United
Rentals, Inc. and William B. Plummer (incorporated by reference to Exhibit 10(g) of the United
Rentals, Inc. Report on Form 10-Q for the quarter ended March 31, 2012)‡
Letter Agreement with William B. Plummer (incorporated by reference to Exhibit 10.1 of the
United Rentals, Inc. and United Rentals (North America), Inc. Current Report on Form 8-K filed
on July 2, 2018)‡
10(mm)
Employment Agreement, dated as of May 8, 2019, between United Rentals, Inc. and Matthew
Flannery (incorporated by reference to Exhibit 10(c) of the United Rentals, Inc. Report on
Form 10-Q for the quarter ended June 30, 2019)‡
10(nn)
10(oo)
10(pp)
10(qq)
10(rr)
10(ss)
10(tt)
10(uu)
10(vv)
Amended Employment Agreement, dated April 28, 2008, between United Rentals, Inc. and Dale
Asplund (incorporated by reference to Exhibit 10(b) of the United Rentals, Inc. Report on
Form 10-Q for the quarter ended March 31, 2011)‡
Second Amendment, effective as of April 3, 2013, to the Employment Agreement between United
Rentals, Inc. and Dale Asplund (incorporated by reference to Exhibit 10(b) of the United Rentals,
Inc. Report on Form 10-Q for the quarter ended March 31, 2013)‡
Employment Agreement, effective as of October 12, 2018, between the Company and Jessica T.
Graziano (incorporated herein by reference to Exhibit 10.1 to the Current Report on Form 8-K/A
filed on October 12, 2018)‡
Employment Agreement, effective as of January 20, 2016 between United Rentals, Inc. and Jeffrey
Fenton (incorporated by reference to Exhibit 10(ss) of the United Rentals, Inc. Annual Report on
Form 10-K for the year ended December 31, 2015)‡
Employment Agreement, effective as of January 20, 2016 between United Rentals, Inc. and Craig
Pintoff (incorporated by reference to Exhibit 10(tt) of the United Rentals, Inc. Annual Report on
Form 10-K for the year ended December 31, 2015)‡
Employment Agreement, dated October 12, 2018, between United Rentals, Inc. and Andrew
Limoges (incorporated by reference to Exhibit 10(b) of the United Rentals, Inc. Report on
Form 10-Q for the quarter ended September 30, 2018)
Employment Agreement, dated October 31, 2018, between United Rentals, Inc. and Paul
McDonnell (incorporated by reference to Exhibit 10(oo) of the United Rentals, Inc. Annual Report
on Form 10-K for the year ended December 31, 2018)‡
Form of Indemnification Agreement for Executive Officers and Directors (incorporated by
reference to Exhibit 10(a) of the United Rentals, Inc. Report on Form 10-Q for the quarter ended
September 30, 2014)‡
Third Amended and Restated Credit Agreement, dated as of February 15, 2019, among United
Rentals, Inc., United Rentals (North America), Inc., certain subsidiaries of United Rentals, Inc. and
United Rentals (North America), Inc., United Rentals of Canada, Inc., United Rentals International
B.V., United Rentals S.A.S., Bank of America N.A., and the other financial institutions named
therein (incorporated by reference to Exhibit 10.1 of the United Rentals, Inc. and United Rentals
(North America), Inc. Current Report on Form 8-K filed on February 15, 2019)
116
Exhibit
Number
10(ww)
10(xx)
10(yy)
10(zz)
10(aaa)
10(bbb)
10(ccc)
10(ddd)
10(eee)
Description of Exhibit
Third Amended and Restated U.S. Security Agreement, dated as of February 15, 2019, among
United Rentals, Inc., United Rentals (North America), Inc., certain subsidiaries of United Rentals,
Inc. and United Rentals (North America), Inc. and Bank of America, N.A., as agent (incorporated
by reference to Exhibit 10.2 of the United Rentals, Inc. and United Rentals (North America), Inc.
Current Report on Form 8-K filed on February 15, 2019)
Third Amended and Restated U.S. Guarantee Agreement, dated as of February 15, 2019, among
United Rentals, Inc., United Rentals (North America), Inc., certain subsidiaries of United Rentals,
Inc. and United Rentals (North America), Inc. named or referred to therein in favor of Bank of
America, N.A., as agent (incorporated by reference to Exhibit 10.3 of the United Rentals, Inc. and
United Rentals (North America), Inc. Current Report on Form 8-K filed on February 15, 2019)
Third Amended and Restated Canadian Security Agreement, dated as of February 15, 2019, among
United Rentals of Canada, Inc. and Bank of America, N.A., as agent (incorporated by reference to
Exhibit 10.4 of the United Rentals, Inc. and United Rentals (North America), Inc. Current Report
on Form 8-K filed on February 15, 2019)
Third Amended and Restated Canadian Guarantee Agreement, dated as of February 15, 2019, by
United Rentals of Canada, Inc. in favor of Bank of America, N.A., as agent (incorporated by
reference to Exhibit 10.5 of the United Rentals, Inc. and United Rentals (North America), Inc.
Current Report on Form 8-K filed on February 15, 2019)
Second Amended and Restated Security Agreement, dated as of November 4, 2019 and effective as
of November 20, 2019, by and among United Rentals, Inc., United Rentals (North America), Inc.,
certain subsidiaries of United Rentals, Inc. and United Rentals (North America), Inc. and Wells
Fargo Bank, N.A., as Note Trustee and Collateral Agent (incorporated by reference to Exhibit 10.1
of the United Rentals, Inc. Report on Form 8-K filed on November 4, 2019)
Third Amended and Restated Receivables Purchase Agreement, dated as of September 24, 2012,
by and among The Bank of Nova Scotia, PNC Bank, National Association, The Bank of Tokyo-
Mitsubishi UFJ, Ltd., New York Branch, Liberty Street Funding LLC, Market Street Funding LLC,
Gotham Funding Corporation, United Rentals Receivables LLC II and United Rentals, Inc.
(without annexes) (incorporated by reference to Exhibit 10.2 of the United Rentals, Inc. Report on
Form 8-K filed on September 25, 2012)
Assignment and Acceptance Agreement and Amendment No. 1 to Third Amended and Restated
Receivables Purchase Agreement, dated as of February 1, 2013, among United Rentals Receivables
LLC II, United Rentals, Inc., Liberty Street Funding LLC, Market Street Funding LLC, Gotham
Funding Corporation, The Bank of Nova Scotia, PNC Bank National Association, The Bank of
Tokyo-Mitsubishi UFJ, Ltd., New York Branch and Bank of America, N.A. (incorporated by
reference to Exhibit 10.1 of the United Rentals, Inc. Report on Form 8-K filed on February 4, 2013)
Amendment No. 2 to the Third Amended and Restated Receivables Purchase Agreement and
Amendment No. 1 to the Third Amended and Restated Purchase and Contribution Agreement,
dated as of September 17, 2013, by and among United Rentals (North America), Inc., United
Rentals Receivables LLC II, United Rentals, Inc., Liberty Street Funding LLC, Gotham Funding
Corporation, Market Street Funding, LLC, The Bank of Nova Scotia, PNC Bank, National
Association, Bank of America, National Association, and The Bank of Tokyo- Mitsubishi UFJ.
Ltd., New York Branch (incorporated by reference to Exhibit 10.1 of the United Rentals, Inc.
Report on Form 8-K filed on September 23, 2013)
Amendment No. 3 to the Third Amended and Restated Receivables Purchase Agreement, dated as
of September 18, 2014, by and among United Rentals (North America), Inc., United Rentals
Receivables LLC II, United Rentals, Inc., Liberty Street Funding LLC, Gotham Funding
Corporation, The Bank of Nova Scotia, PNC Bank, National Association, SunTrust Bank and The
Bank of Tokyo-Mitsubishi UFJ, Ltd., New York Branch (incorporated by reference to Exhibit 10.1
of the United Rentals, Inc. Report on Form 8-K filed on September 19, 2014)
117
Exhibit
Number
10(fff)
10(ggg)
10(hhh)
10(iii)
10(jjj)
10(kkk)
Description of Exhibit
Assignment and Acceptance Agreement and Amendment No. 4 to the Third Amended and
Restated Receivables Purchase Agreement and Amendment No. 2 to the Third Amended and
Restated Purchase and Contribution Agreement, dated as of September 1, 2015, by and among
United Rentals (North America), Inc., United Rentals Receivables LLC II, United Rentals, Inc.,
Liberty Street Funding LLC, Gotham Funding Corporation, The Bank of Nova Scotia, PNC Bank,
National Association, SunTrust Bank, The Bank of Tokyo-Mitsubishi UFJ, Ltd., New York
Branch, and Bank of Montreal (incorporated by reference to Exhibit 10.1 of the United Rentals,
Inc. Form 8-K filed on September 2, 2015)
Assignment and Acceptance Agreement and Amendment No. 5 to the Third Amended and
Restated Receivables Purchase Agreement and Amendment No. 3 to Third Amended and Restated
Purchase and Contribution Agreement, dated as of August 30, 2016, by and among United Rentals
(North America), Inc., United Rentals Receivables LLC II, United Rentals, Inc., Liberty Street
Funding LLC, Gotham Funding Corporation, Fairway Finance Company, LLC, The Bank of Nova
Scotia, PNC Bank, National Association, SunTrust Bank, The Bank of Tokyo-Mitsubishi UFJ,
Ltd., New York Branch, and Bank of Montreal (incorporated by reference to Exhibit 10.1 of the
United Rentals, Inc. Form 8-K filed on August 30, 2016)
Assignment and Acceptance Agreement and Amendment No. 6 to Third Amended and Restated
Receivables Purchase Agreement and Amendment No. 4 to Third Amended and Restated Purchase
and Contribution Agreement, dated as of August 29, 2017, by and among United Rentals (North
America), Inc., United Rentals Receivables LLC II, United Rentals, Inc., Liberty Street Funding
LLC, Gotham Funding Corporation, Fairway Finance Company, LLC, The Bank of Nova Scotia,
PNC Bank, National Association, SunTrust Bank, The Bank of Tokyo- Mitsubishi UFJ, Ltd., New
York Branch, Bank of Montreal and The Toronto-Dominion Bank (incorporated by reference to
Exhibit 10.1 of the United Rentals, Inc. Report on Form 8-K filed on August 29, 2017)
Amendment No. 7 to Third Amended and Restated Receivables Purchase Agreement dated as of
December 1, 2017, by and among United Rentals (North America), Inc., United Rentals
Receivables LLC II, United Rentals, Inc., Liberty Street Funding LLC, Gotham Funding
Corporation, Fairway Finance Company, LLC, The Bank of Nova Scotia, PNC Bank, National
Association, SunTrust Bank, The Bank of Tokyo-Mitsubishi UFJ, Ltd., Bank of Montreal and The
Toronto-Dominion Bank (incorporated by reference to Exhibit 10.1 of the United Rentals, Inc.
Report on Form 8-K filed on December 1, 2017)
Amendment No. 8 to Third Amended and Restated Receivables Purchase Agreement and
Amendment No. 5 to Third Amended and Restated Purchase and Contribution Agreement, dated as
of June 29, 2018, by and among United Rentals (North America), Inc., United Rentals Receivables
LLC II, United Rentals, Inc., Liberty Street Funding LLC, Gotham Funding Corporation, Fairway
Finance Company, LLC, The Bank of Nova Scotia, PNC Bank, National Association, SunTrust
Bank, MUFG Bank, Ltd. (formerly known as the Bank of Tokyo- Mitsubishi UFJ, Ltd.), Bank of
Montreal and The Toronto-Dominion Bank (incorporated by reference to Exhibit 10.1 of the
United Rentals, Inc. and United Rentals (North America), Inc. Current Report on Form 8-K filed
on June 29, 2018)
Amendment No. 9 to Third Amended and Restated Receivables Purchase Agreement, dated as of
December 31, 2018, by and among United Rentals (North America), Inc., United Rentals
Receivables LLC II, United Rentals, Inc., Liberty Street Funding LLC, Gotham Funding
Corporation, Fairway Finance Company, LLC, The Bank of Nova Scotia, PNC Bank, National
Association, SunTrust Bank, MUFG Bank, Ltd., Bank of Montreal and The Toronto-Dominion
Bank. (incorporated by reference to Exhibit 10.1 of the United Rentals, Inc. and United Rentals
(North America), Inc. Current Report on Form 8-K filed on December 31, 2018)
118
Exhibit
Number
10(lll)
Description of Exhibit
Assignment and Acceptance Agreement and Amendment No. 10 to Third Amended and Restated
Receivables Purchase Agreement and Amendment No. 6 to Third Amended and Restated Purchase
and Contribution Agreement, dated as of June 28, 2019, by and among United Rentals (North
America), Inc., United Rentals Receivables LLC II, United Rentals, Inc., Liberty Street Funding
LLC, Gotham Funding Corporation, Fairway Finance Company, LLC, The Bank of Nova Scotia,
PNC Bank, National Association, SunTrust Bank, MUFG Bank, Ltd. (formerly known as the Bank
of Tokyo-Mitsubishi UFJ, Ltd.), Bank of Montreal and The Toronto-Dominion Bank (incorporated
by reference to Exhibit 10.1 of the United Rentals, Inc. and United Rentals (North America), Inc.
Current Report on Form 8-K filed on June 28, 2019)
10(mmm) Third Amended and Restated Purchase and Contribution Agreement, dated as of September 24,
2012, by and among United Rentals Receivables LLC II, United Rentals, Inc. and United Rentals
(North America), Inc. (without annexes) (incorporated by reference to Exhibit 10.1 of the United
Rentals, Inc. Report on Form 8-K filed on September 25, 2012)
10(nnn) Amended and Restated Performance Undertaking, dated as of September 24, 2012, executed by
United Rentals, Inc. in favor of United Rentals Receivables LLC II (incorporated by reference to
Exhibit 10.3 of the United Rentals, Inc. Report on Form 8-K filed on September 25, 2012)
10(ooo)
10(ppp)
Credit and Guaranty Agreement, dated as of October 31, 2018, among the financial institutions
from time to time parties thereto, Bank of America, N.A., as agent, United Rentals, Inc., United
Rentals (North America), Inc., and certain subsidiaries of United Rentals, Inc. referred to therein
(incorporated by reference to Exhibit 10.1 of the United Rentals, Inc. Report on Form 8-K filed on
October 31, 2018)
Term Loan Security Agreement, dated as of October 31, 2018, among United Rentals, Inc., United
Rentals (North America), Inc., certain subsidiaries of United Rentals, Inc. referred to therein, and
Bank of America, N.A. as agent (incorporated by reference to Exhibit 10.2 of the United Rentals,
Inc. Report on Form 8-K filed on October 31, 2018)
21*
23*
Subsidiaries of United Rentals, Inc.
Consent of Ernst & Young LLP
31(a)*
Rule 13a-14(a) Certification by Chief Executive Officer
31(b)*
Rule 13a-14(a) Certification by Chief Financial Officer
32(a)**
Section 1350 Certification by Chief Executive Officer
32(b)**
Section 1350 Certification by Chief Financial Officer
101.INS
XBRL Instance Document—the instance document does not appear in the Interactive Data File
because its XBRL tags are embedded within the Inline XBRL document
101.SCH XBRL Taxonomy Extension Schema Document
101.CAL XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF XBRL Taxonomy Extension Definition Linkbase Document
101.LAB XBRL Taxonomy Extension Label Linkbase Document
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Filed herewith.
*
** Furnished (and not filed) herewith pursuant to Item 601(b)(32)(ii) of Regulation S-K under the Exchange
‡
Act.
This document is a management contract or compensatory plan or arrangement required to be filed as an
exhibit to this form pursuant to Item 15(a) of this report.
119
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Exchange Act, the registrant has duly caused this
report to be signed on its behalf by the undersigned, thereunto duly authorized.
Date: January 29, 2020
UNITED RENTALS, INC.
By: /s/ MATTHEW J. FLANNERY
Matthew J. Flannery, Chief Executive Officer
Pursuant to the requirements of the Exchange Act, this report has been signed below by the following persons
on behalf of the registrant and in the capacities and on the dates indicated:
Signatures
/S/ MICHAEL J. KNEELAND
Michael J. Kneeland
/S/
JOSÉ B. ALVAREZ
José B. Alvarez
/S/ MARC A. BRUNO
Marc A. Bruno
/S/ BOBBY J. GRIFFIN
Bobby J. Griffin
/S/ KIM HARRIS JONES
Kim Harris Jones
/S/ TERRI L. KELLY
Terri L. Kelly
/S/ GRACIA MARTORE
Gracia Martore
/S/
JASON D. PAPASTAVROU
Jason D. Papastavrou
/S/ FILIPPO PASSERINI
Filippo Passerini
/S/ DONALD C. ROOF
Donald C. Roof
/S/ SHIV SINGH
Shiv Singh
/S/ MATTHEW J. FLANNERY
Matthew J. Flannery
/S/
JESSICA T. GRAZIANO
Jessica T. Graziano
/S/ ANDREW B. LIMOGES
Andrew B. Limoges
Title
Chairman
Director
Director
Director
Director
Director
Director
Director
Director
Director
Director
Date
January 29, 2020
January 29, 2020
January 29, 2020
January 29, 2020
January 29, 2020
January 29, 2020
January 29, 2020
January 29, 2020
January 29, 2020
January 29, 2020
January 29, 2020
Director and Chief Executive Officer
(Principal Executive Officer)
January 29, 2020
Chief Financial Officer
(Principal Financial Officer)
Vice President, Controller
(Principal Accounting Officer)
January 29, 2020
January 29, 2020
120
[THIS PAGE INTENTIONALLY LEFT BLANK]
CORPORATE INFORMATION
Investor Information
For investor information,
including our 2019 Form
10-K, our quarterly earnings
releases and our other
Securities Exchange Act
reports, please visit our
website:
unitedrentals.com
Investment professionals
may contact:
Ted Grace
(203) 618-7122
tgrace@ur.com
2020 ANNUAL MEETING
Thursday, May 7, 2020
at 9:00 am Eastern Time.
Hyatt Regency Greenwich
1800 East Putnam Avenue
Old Greenwich, CT 06870
Stockholder Information
For stockholder services
24 hours a day:
Call toll-free
(800) 937-5449
in the United States
and Canada, or
(718) 921-8200.
E-mail:
investors@unitedrentals.com
To speak to a stockholder
services representative,
please call between 8:00 am
and 6:00 pm Eastern Time,
Monday through Friday.
• Account information
• Transfer requirements
• Lost certificates
• Change of address
• Tax forms
Write:
American Stock Transfer
& Trust Company
6201 15th Avenue
Brooklyn, NY 11219
www.amstock.com
United Rentals Stock Listing
United Rentals common stock is listed on the New York Stock
Exchange under the symbol “URI.” The common stock is
included in the Standard & Poor’s 500 Index and the Russell
3000 Index®.
The following table sets forth, for the periods indicated, the
intra-day high and low sale prices and close prices for our
common stock, as reported by the New York Stock Exchange.
United Rentals Common Stock Prices
2019
High
Low
Close
2018
High
Low
Close
2017
High
Low
Close
1st Qtr.
2nd Qtr. 3rd Qtr.
4th Qtr.
$139.03
99.00
114.25
$142.69
109.35
132.63
$137.90
101.90
124.64
$170.04
109.04
166.77
$190.74
156.01
172.73
$181.66
143.40
147.62
$173.00
142.61
163.60
$167.29
94.28
102.53
$134.28
105.33
125.05
$126.77
100.62
112.71
$139.98
106.52
138.74
$174.40
136.84
171.91
As of January 1, 2020, there were approximately 66 holders
of record of our common stock. We believe that the number of
beneficial owners is substantially greater than the number of
record holders because a large portion of our common stock is
held of record in “street name.”
We have not paid dividends on our common stock since
inception. However, the payment of any future dividends will
be determined by our Board of Directors in light of conditions
then existing. The terms of certain of our indebtedness contain
certain limitations on our ability to pay dividends.
Corporate Headquarters
United Rentals, Inc.
100 First Stamford Place, Suite 700
Stamford, CT 06902
Phone: (203) 622-3131
Fax: (203) 622-6080
unitedrentals.com
Independent Auditors
Ernst & Young LLP
5 Times Square
New York, NY 10036
(212) 773-3000
•
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•
•
•
•
•
•
•
•
Our mission is to deploy the best people, equipment and solutions to enable our customers to safely build a better and stronger future. In furthering
this mission, we are committed to the highest standards of ethics, business integrity, governance, innovation and good corporate citizenship. Our
longstanding legacy as a purpose-driven company continues to shape how we think and operate today.
Governance
•
As of March 2020, the company’s 12-member Board of Directors includes 10 independent directors, with three female directors and four
ethnically diverse directors
In May 2019, according to a previously announced leadership succession plan, Michael Kneeland retired as Chief Executive Officer and became
non-executive Chairman of the Board. Matthew Flannery became Chief Executive Officer and a member of the Board; and Bobby Griffin became
Lead Independent Director
Other governance practices in place include:
•
•
•
Separation of Chairman and CEO roles
Appointment of Lead Independent Director
The Board’s Nominating and Corporate Governance Committee has formal responsibility,
pursuant to its charter, for oversight of the company’s environmental, social and governance policies and practices
Voluntary Board adoption of a formal retirement age policy for directors
Voluntary Board adoption of a proxy access bylaw provision
Removal of supermajority voting requirements
Approval of stockholders’ right to call special meetings
Adoption of a Human Rights Policy and Statement on Modern Slavery and Human Trafficking
Technology and Customer Service
•
In 2019, the company realized 66% year-over-year growth in self-service e-commerce revenue from UR One®, its digital, one-stop platform for
the industry’s largest range of rental equipment, tools and related information and services
The company was the first equipment rental provider in the industry to offer a fully-confirmed equipment rental order capability online, with no
human interaction.
The company’s wider digital marketing efforts drove an increase of 190% in search impressions and increased phone calls driven from Google
business listings by 65%
The company’s proprietary Total Control® and UR Control® technologies are widely recognized as industry-leading innovations that help
equipment renters reduce overall costs by optimizing how, and how often, equipment is utilized
The company’s ongoing telematics initiative is an investment in widespread benefits, including visibility into equipment runtime and utilization,
geo-location, proactive maintenance and business intelligence for customers
Safety, Community and Engagement
•
•
•
•
•
91% of the company’s branches were injury-free in 2019, reflecting the importance of safety as a core value
The company was ranked in the top quartile for safety across all industry sectors in 2019, and continues to lead the industry in safety
performance
The company’s employees participated in a record 710,579 training hours in 2019, primarily in the areas of safe practices, operations, and
service and maintenance
For 11 consecutive years, the company has been selected as a G.I. Jobs Top Military Friendly Employer
The company was selected as a Military Spouse Friendly Employer and ranked #2 on the 2019 list of companies who have chosen to make
military spouse employees a priority
$1.4 million in donations were made to the United Compassion Fund in 2019, and 149 colleagues were assisted through this employee-funded
and administered 501(c)(3) organization
The company uses human capitol management objectives in assessing bonuses for the CEO and other senior executives
•
•
Employee resource groups (Together United, Women United, Veterans United) fuel diversity and inclusion, along with other key initiatives
• Over $670,000 has been donated to date to SoldierStrong through the company’s Turns for Troops sponsorship of Rahal Letterman
•
Lanigan Racing
The company has over 140,000 followers on major social media channels, and lively internal engagement on Workplace®
•
Environmental Stewardship
•
•
•
•
•
All company branches use a scorecard to track energy use and identify potential areas of improvement
The FAST (field automation systems technology) initiative helps to optimize delivery and pickup routes and loads, reducing fuel consumption
An ongoing lighting retrofit program aims at reducing energy use at branches while improving working conditions for employees
Each company driver’s idling time is measured and documented as a component of the performance evaluation process tied to compensation
The company’s primary business of equipment rental is environmentally friendly by nature, improving utilization of assets that have already been
manufactured and brought into the economy
© 2020 United Rentals, Inc. The United Rentals name and logo are registered trademarks of United Rentals, Inc. and its affiliates. All rights
reserved. All other trademarks, service marks and brand names that appear in this document are the property of their respective owners.
The covers and narrative portions of this annual report are printed on papers containing 10% post-consumer fiber. The 10K is printed on
paper containing 10% post-consumer recycled fiber.
Total 2019 revenues: $9.35 billion
Market coverage: 1,164 rental branches in North America and 11 in Europe
Customers: Primarily industrial and construction companies and utilities
Employees: Approximately 19,100
Rental fleet original cost: $14.6 billion
Rental range: Approximately 4,000 equipment classes
United Rentals, Inc.
100 First Stamford Place, Suite 700
Stamford, CT 06902
UnitedRentals.com
UnitedRentals.com 800.UR.RENTS
|
© 2020 United Rentals, Inc.