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QUARTERLY INVESTOR PRESENTATION FOURTH QUARTER 2025 February 19, 2026
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SAFE HARBOR 2 Forward Looking Statements This presentation contains forward-looking statements (including the guidance/outlook contained herein) within the meaning of the U.S. Private Securities Litigation Reform Act of 1995 and Section 21E of the Securities Exchange Act of 1934, as amended. The words "estimates," "expects," "anticipates," "believes," "forecasts," "plans," "intends," "may," "will," "should," "shall," "outlook," "guidance," "see," "have confidence" and variations of these words and similar expressions identify forward-looking statements, which are generally not historical in nature. Certain of these forward-looking statements include statements relating to: our network optimization initiative, mergers and acquisitions pipeline, acceleration of our run rate, acceleration toward and the timing of our achievement of our three to five year milestones, growth and acceleration of cash flow, driving higher returns on invested capital, and Adjusted EBITDA Margin expansion. Forward-looking statements are subject to a number of risks, uncertainties, assumptions and other important factors, many of which are outside our control, which could cause actual results or outcomes to differ materially from those discussed in or implied by the forward-looking statements. Although the Company believes that these forward-looking statements are based on reasonable assumptions, they are predictions and we can give no assurance that any such forward-looking statement will materialize. Important factors that may affect actual results or outcomes include, among others, economic conditions and changes therein, including financial market conditions and levels of end market demand; our ability to effectively compete in the modular space and portable storage industries; our ability to effectively manage our credit risk, collect on our accounts receivable, or recover our rental equipment from customers; our ability to implement our Network Optimization Plan (hereinafter defined); laws and regulations governing antitrust, climate related disclosures, cybersecurity and information technology, privacy, government contracts, anti-corruption, and the environment; the actions of activist shareholders; our ability to successfully acquire and integrate new operations; risks associated with cybersecurity threats and failure of our management information systems; trade policies and changes in trade policies, including the imposition of or increases in tariffs, their enforcement, trade restrictions, and broader economic measures and their consequences; fluctuations in interest rates and commodity prices; risks associated with labor relations, labor costs and labor disruptions; changes in the competitive environment of our customers as a result of the economic climate in which they operate and/or economic or financial disruptions to their industry; our ability to adequately protect our intellectual property and other proprietary rights that are material to our business; natural disasters and other business disruptions such as pandemics; our ability to establish and maintain the appropriate physical presence in our markets; property, casualty or other losses not covered by our insurance; our ability to close our unit sales transactions; our ability to achieve our sustainability goals; operational, economic, political, and regulatory risks; effective management of our rental equipment; the effect of changes in state building codes on our ability to remarket our buildings; significant increases in the costs and restrictions on the availability of raw materials and labor; fluctuations in fuel costs or a reduction in fuel supplies; our reliance on third-party manufacturers and suppliers; impairment of our goodwill, intangible assets and indefinite -life intangible assets; our ability to use our net operating loss carryforwards and other tax attributes; our ability to recognize deferred tax assets, such as those related to tax loss carryforwards, and utilize future tax savings; unanticipated changes in tax obligations, adoption of new tax legislation, or exposure to additional income tax liabilities; our ability to access the capital and credit markets or the ability of key counterparties to perform their obligations to us; our ability to service our debt and operate our business; our ability to incur significant additional amounts of debt and avoid risks associated with substantial indebtedness; covenants that limit our operating and financial flexibility; and such other risks and uncertainties described in the periodic reports we file with the US Securities and Exchange Commission ("SEC") from time to time (including our Annual Report on Form 10-K for the year ended December 31, 2025), which are available through the SEC’s EDGAR system at www.sec.gov and on our website. Any forward-looking statement speaks only at the date on which it is made, and the Company disclaims any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law. Non-GAAP Financial Measures This presentation includes non-GAAP financial measures, including Adjusted EBITDA, Adjusted EBITDA Margin, Adjusted Net Income, Adjusted Diluted Earnings Per Share, Adjusted Weighted Average Diluted Shares Outstanding, Adjusted Free Cash Flow, Adjusted Free Cash Flow Margin, Return on Invested Capital, Net CAPEX, and Net Debt to Adjusted EBITDA ratio. These non-GAAP financial measures should not be considered in isolation from, or as an alternative to, financial measures calculated in accordance with GAAP. Other companies may calculate these non-GAAP financial measures differently, and, therefore, the Company's non-GAAP financial measures may not be directly comparable to similarly-titled measures of other companies. For reconciliations of the non-GAAP financial measures used in this presentation (except as explained below), see “Reconciliation of Non - GAAP Financial Measures" included in this presentation. Information regarding the most directly comparable GAAP financial measures and reconciling forward-looking Adjusted EBITDA and Net CAPEX to those GAAP financial measures is unavailable to the Company without unreasonable effort. We cannot provide the most comparable GAAP financial measures nor reconciliations of forward-looking Adjusted EBITDA and Net CAPEX to the most directly comparable GAAP financial measures because certain items required for such reconciliations are outside of our control and/or cannot be reasonably predicted, such as the provision for income taxes. Preparation of such reconciliations would require a forward-looking balance sheet, statement of income, and statement of cash flow, prepared in accordance with GAAP, and such forward-looking financial statements are unavailable to the Company without unreasonable effort. Although we provide outlooks for Adjusted EBITDA and Net CAPEX that we believe will be achieved, we cannot accurately predict all the components of the Adjusted EBITDA and Net CAPEX calculations. The Company provides Adjusted EBITDA and Net CAPEX guidance because we believe that Adjusted EBITDA and Net CAPEX, when viewed with our results under GAAP, provides useful information for the reasons noted below.
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TABLE OF CONTENTS 3 Q4 2025 Financial Review Q4 2025 Operating Results WillScot Business Overview 04 13 17 Appendix 31
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Revenue $M REVENUE AND ADJUSTED EBITDA IN Q4 2025 ▪ Total revenues and Adjusted EBITDA down 6% and 12% Y/Y, respectively ▪ Leasing revenue decreased 6% Y/Y ▪ Driven by lower storage container volumes and elevated write-off activity due to progress in order-to-cash improvements ▪ Excluding write-off activity, leasing revenue decreased 1.7% Y/Y ▪ Partially offset by growth in climate-controlled storage ▪ 44.2% Adjusted EBITDA Margin compressed 310 bps Y/Y, but improved 130 bps sequentially 374 405 433 461 451 523 578 591 565 582 605 612 587 605 601 603 560 589 567 566 Q1 21 Q2 21 Q3 21 Q4 21 Q1 22 Q2 22 Q3 22 Q4 22 Q1 23 Q2 23 Q3 23 Q4 23 Q1 24 Q2 24 Q3 24 Q4 24 Q1 25 Q2 25 Q3 25 Q4 25 Leasing Delivery and Installation New and Rental Unit Sales Consolidated Quarterly Revenue $M >75% of revenue is driven by recurring leasing revenue Leasing Delivery & Installation 465 437 96 93 42 35 603 566 - 100 200 300 400 500 600 700 Q4 2024 Q4 2025 285 250 47.3% 44.2% Q4 2024 Q4 2025 Adjusted EBITDA1 $M New and Rental Unit Sales Adjusted EBITDA Margin %1 Adjusted EBITDA 1 See Appendix for definition and Non -GAAP reconciliation 4
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(6) (25) (25) 251 251 250 93 80 83 101 100 101 26 28 29 (25) - 25 50 75 100 125 150 175 200 225 250 275 300 325 350 375 400 425 450 475 500 525 550 575 600 625 650 Q4 2024 Q3 2025 Q4 2025 UNDERLYING SEQUENTIAL LEASING REVENUE STABILITY PERSISTS THOUGH ORDER-TO-CASH IMPROVEMENTS WEIGH ON REVENUE 5 ▪ Leasing revenue down ~2% Y/Y but up ~1% Q/Q in Q4’25 when excluding revenue impact of write-offs ▪ Modular space leasing revenues were essentially flat Y/Y, which combined with the growing order book, indicates lease revenue stabilization in largest product class ▪ Portable storage leasing revenues impacted by lower end-of-year seasonal activity, partially offset by increases in climate-controlled storage revenue ▪ VAPS revenue stability across the periods indicates increased penetration with existing and newer products on lower volumes ▪ Continued back-office initiatives are driving improvement ▪ DSO (days sales outstanding) in Q4’25 remained consistent with Q3’25 levels in the low 70’s and is down ~6% Y/Y ▪ Billing NPS (net promoter score) improved Q/Q and Y/Y to the mid 40’s in Q4’25; has remained at or above 35 since June 2025 ▪ Revenue headwind from write-off activity expected to abate in 2026 given significant progress improving collections processes/clean up in 2025 ▪ Increased write-offs of aged receivables in 2025 had largely been reserved previously through the provision for credit losses in SG&A (selling, general & administrative expenses) Leasing Revenue $M 1 See 10-K for additional detail. Modular Space Portable Storage VAPS (value-added products and solutions) and Third Party Other Leasing (excluding write-offs) Write-offs to Leasing1 (recorded as reduction to other leasing revenue) Total Leasing Revenue, excluding write-offs Total Leasing Revenue, including write-offs 465 434 437 471 459 463
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149 202 191 219 209 176 (2) 179 207 205 191 159 Q1 Q2 Q3 Q4 2023 2024 2025 137 145 130 122 9123% 26% 22% 22% 16% Q4 2024 Q1 2025 Q2 2025 Q3 2025 Q4 2025 Adj. FCF Adj. FCF Margin RECURRING LEASE REVENUES AND DISCIPLINED CAPITAL ALLOCATION SUPPORT STRONG FREE CASH FLOW 6 ▪ FY 2025 Adjusted Free Cash Flow of $489M demonstrates the resilience of our lease portfolio ▪ Order-to-cash improvements supporting strong operating cash flow profile ▪ Increased Q4 Net CAPEX ~$12M Y/Y supporting large project strength and organic investments in VAPS expansions ▪ Adjusted Free Cash Flow Margin was 16% in Q4 and 21% over the LTM2 Adjusted Free Cash Flow and Adjusted Free Cash Flow Margin2 $M Net Cash Provided By Operating Activities1 $M Net CAPEX1 $M 46 43 43 53 65 55 59 55 62 75 69 67 Q1 Q2 Q3 Q4 2023 2024 2025 1 Net Cash Provided By Operating Activities and Net CAPEX are not adjusted for the UK Storage divestiture in Q1 2023. See App endix for definition and Non -GAAP reconciliation. 2 Adjusted Free Cash Flow excludes cash paid for transaction costs from terminated acquisitions of $180 million termination f ee and transaction related charges of $45 million incurred since Q1 2024. See Appendix for definition and Non-GAAP reconciliation. 202 Excludes cash paid for transaction costs from terminated acquisitions 192
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273 38% 145 20% 51 7% 246 35% 25% 25% 5% 45% ▪ Prioritize reinvestment in the business ▪ Committed to maintaining appropriate leverage and returning cash to shareholders via share repurchases and dividend ▪ Our target leverage range is 2.5x – 3.25x with natural de-leveraging from growth into the midpoint of the range over 3 – 5 years $715M LTM Capital Allocated $M | % Capital Allocation Framework 2025 Investor Day % ~$5B1 CASH FROM OPERATIONS SUPPORTS BALANCED CAPITAL ALLOCATION 7 1 Capital Allocated represents cumulative Cash From Operations excluding cash paid for transaction costs from terminated acqu isitions over the respective timeframes. For Capital Allocation Framework 2025 Investor Day, $5B is the cumulative Cash from Operations over the five year period. 2 Includes repurchases of stock of $100M including excise taxes paid and repayment of $146M of borrowings for the LTM period Net Capex M&A Return to Shareholders via Dividend Return to Shareholders & Leverage Maintenance2
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$1,379 $500 $500 $500 $450 $1,508 Current liquidity 2025 2026 2027 2028 2029 2030 2031 ABL Capacity Senior Notes ABL Principal WE MAINTAIN APPROPRIATE LEVERAGE AND A FLEXIBLE LONG- TERM DEBT STRUCTURE WITH NO NEAR TERM MATURITIES 8 ▪ On October 16, 2025, we amended and extended our asset- based revolving credit facility (“ABL Facility”), reducing annual cash borrowing costs ~$5M and extending maturity to October 16, 2030 ▪ Leverage at 3.7x last-twelve-months Adj. EBITDA of $971M ▪ $41.1M reduction in our total debt balance in the quarter ▪ ~$1.4B available liquidity in our ABL Facility3 ▪ Weighted average pre-tax interest rate is ~5.7% with annual cash interest of ~$206M as of December 31, 2025 ▪ Gives effect to floating-to-fixed interest rate 1-month Term SOFR swaps for $750M at 3.44% and $500M at 3.70% ▪ Debt structure approximately ~88% / 12% fixed-to-floating ▪ Flexible long-term debt structure with no maturities prior to August 15, 2028 ▪ Our Free Cash Flow, flexible covenant structure, and excess capacity in our ABL Facility gives us ample optionality to fund multiple capital allocation initiatives Liquidity and Debt Maturity Profile1,3 $M Leverage2 $M $3,699 $3,612 $3,687 $3,603 $3,574 $1,063 $1,044 $1,029 $1,006 $971 3.5x 3.5x 3.6x 3.6x 3.7x – 1,000 2,000 3,000 4,000 5,000 6,000 Q4 2024 Q1 2025 Q2 2025 Q3 2025 Q4 2025 Net Debt LTM Adjusted EBITDA Leverage 4.625% 7.375% 1 Available borrowing capacity is reduced by $26.4 million of standby letters of credit outstanding under the US ABL Facility as of December 31, 2025. 2 Carrying value of debt is presented net of $36.7 million of debt discount and issuance costs as of December 31, 2025 that will be amortized and included as part of interest expense over the remaining contractual terms of those debt instrument s. 3 Reflects terms of the Seventh Amendment to the ABL Credit Agreement Effective 10/16/2025, and reduction in our borrowing ba se after approval of our Network Optimization Plan. 6.625% 6.625%
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Cash Expenses INITIATED NETWORK OPTIMIZATION PLAN TO REDUCE REAL ESTATE COSTS 9 ▪ Expect to reduce annual real estate cost increases by $25M to $30M while maintaining capacity to meet future demand, existing market coverage, and customer service capabilities ▪ Helps mitigate inflationary and other indirect costs by reducing expected annual real estate and facility cost increases to 4% - 5% from over 10% ▪ Reduce total acreage needs by ~25% over next four years ▪ Recognized non-cash restructuring charge of $302M in Q4 from accelerated depreciation on ~31,000 traditional dry storage and ~22,000 modular units in Q4 2025 ▪ Pro forma total fleet utilization increases by >700 bps Real Estate and Facility Costs $M 66 75 86 101 109 150 - 160 2021 2022 2023 2024 2025 2029E ▪ Execution of Network Optimization Plan ▪ Expect to incur rental equipment disposal and relocation costs totaling ~$60 million from property exits recognized below EBITDA ▪ ~$18 million of proceeds from container scrapping and real estate sales will partially offset upfront cash costs to execute the plan Estimated Future Cash Costs and Proceeds $M $25M - $30M annual cost avoidance 35 20 5 (8) (10) 27 10 5 2026E 2027E 2028E 2029E (Cash Proceeds)
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2026 FINANCIAL OUTLOOK INCLUDES CONSERVATISM TO RUN RATE TRENDS ENTERING YEAR 101 See Appendix for definitions and Non -GAAP reconciliations. ▪ Revenue and Adjusted EBITDA outlooks reflect conservative view of run rate trends entering 2026 and do not include any benefits from ongoing internal initiatives that could help drive a potential inflection in quarterly leasing revenue at some point in the second half of 2026 ▪ Net CAPEX outlook reflects continued investments in higher value product categories to support strong activity in large project demand and an inflection in organic revenue growth $M 2025 2026 Outlook Revenue $2,281 $2,175 Adjusted EBITDA1 $971 $900 Net CAPEX1 $273 $275
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TABLE OF CONTENTS 11 Q4 2025 Financial Review Q4 2025 Operating Results WillScot Business Overview 04 13 17 Appendix 31
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167.4 155.6 150.3 152.9 131.0 124.7 122.7 124.5110.2 107.5 105.8 103.5 Q1 Q2 Q3 Q4 OUR PORTFOLIO OF UNITS ON RENT IS UNDERPINNED BY 3-YEAR LEASE DURATION 12 ▪ 5% Y/Y decline in average modular units on rent, demand remains more resilient in industrial and manufacturing, while commercial office, warehousing, and smaller contractors continue to face more macroeconomic driven headwinds ▪ Modular activations in Q4 increased Y/Y for the first time since Q2 2024 ▪ 17% Y/Y decline in average portable storage units on rent, driven in part by lower seasonal end-of-year activity ▪ Climate-controlled activations increased Y/Y from a combination of organic growth and acquisition contribution Average Modular Space Units on Rent1 in thousands Average Portable Storage Units on Rent1 in thousands 99.8 98.9 98.2 97.795.8 95.7 94.9 92.790.5 90.3 89.4 88.2 Q1 Q2 Q3 Q4 2023 2024 2025 2023 2024 2025 1 In 2024, we reclassified approximately 2,000 units that were previously included in our modular space units on rent into po rtable storage units on rent as these units are generally used in a dry storage application. Additionally, based on our product realignment, we have conformed our VAPS presentation to include all VAPS not specific to p ortable storage orders as modular space VAPS and recalculated Average Monthly Rental Rates. This treatment is consistent with prior treatment in our previous Modular Segment. All historical product operating KP Is have been recast to be presented on a comparable basis for all periods.
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1,031 1,091 1,130 1,145 1,149 1,176 1,199 1,215 1,206 1,237 1,254 1,271 Q1 Q2 Q3 Q4 214 223 242 262262 263 265 281267 282 290 306 Q1 Q2 Q3 Q4 OUR CONSISTENT RENTAL RATE PERFORMANCE REFLECTS OUR DIFFERENTIATED VALUE PROPOSITION 13 ▪ Modular space unit average monthly rental rate increased 5% Y/Y to $1,271 in Q4 2025 ▪ ~11% Modular average monthly rental rate CAGR, inclusive of VAPS, since 2022 ▪ Portable storage unit average monthly rental rate increased 9% Y/Y to $306 in Q4 2025, driven by mix effects from climate- controlled units; steel container pricing remains stable further supported by incremental VAPS growth ▪ ~18% Storage average monthly rental rate CAGR, inclusive of VAPS, since 2022 Portable Storage Unit Average Monthly Rental Rate1 $/unit per month 2023 2024 2025 Modular Space Unit Average Monthly Rental Rate1 $/unit per month 2023 2024 2025 1 In 2024, we reclassified approximately 2,000 units that were previously included in our modular space units on rent into po rtable storage units on rent as these units are generally used in a dry storage application. Additionally, based on our product realignment, we have conformed our VAPS presentation to include all VAPS not specific to p ortable storage orders as modular space VAPS and recalculated Average Monthly Rental Rates. This treatment is consistent with prior treatment in our previous Modular Segment. All historical product operating KP Is have been recast to be presented on a comparable basis for all periods.
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VAPS PORTFOLIO IS A VALUE DIFFERENTIATOR AND AN EXAMPLE OF INNOVATION SUPPORTING GROWTH 14 ▪ VAPS penetration growth driving revenue stability Y/Y despite unit on rent declines ▪ VAPS revenue increased ~100 bps Y/Y to 17.8% of total revenue in Q4 2025 ▪ Targeting VAPS to comprise 20% - 25% of total revenue in 3 - 5 years ▪ Penetration, rate optimization, and selective new products driving opportunity across entire modular and storage portfolio 15.7% 15.9% 16.0% 16.6% 16.8% 16.5% 16.4% 16.6% 16.7% 16.8% 17.2% 17.0% 17.7% 17.8% 15.9% 15.9% 16.0% 16.1% 16.3% 16.5% 16.5% 16.5% 16.5% 16.6% 16.8% 16.9% 17.2% 17.4% Q2 22 Q3 22 Q4 22 Q1 23 Q2 23 Q3 23 Q1 24 Q2 24 Q3 24 Q4 24 Q1 25 Q2 25 Q3 25 Q4 25 3-5 Year Milestone VAPS % of Revenue LTM VAPS % of Revenue 20% - 25% VAPS Revenue % of total revenue CRM harmonization
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TABLE OF CONTENTS 15 Q4 2025 Financial Review Q4 2025 Operating Results WillScot Business Overview 04 13 17 Appendix 31
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WillScot of yesteryear Essentials: Reinvented Our leadership in modular is bolstered FLEX is here to stay More than modular: unlocking storage Replicating success Built to withstand: BRM’s Thinking BIG & staying cold Fully-integrated, primed for growth 2015 2016 2018 2019 2020 2021 2022 2024 2025 A DECADE ON THE ROAD TO GROWTH
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THE CONTINUOUS EVOLUTION OF TURNKEY SPACES 17 Leading Onsite Comfort & Facilities From restrooms to efficient climate-control, we aim to make your site as comfortable and productive as possible. Turnkey Storage Solutions Highly customized storage solutions to help you maximize your space and keep your valuable items secure. Clearspan Structures Expansive, durable, and highly configurable structures that can be rapidly deployed and meet a vast array of needs from warehousing to aerospace. Turnkey Space Solutions Multiple options and configurations, combined with essentials such as furniture, fixtures, steps, restrooms, coverage, and more, can make your workspace functional right away. Climate-Controlled Storage Seamlessly manage temperature sensitive goods and materials across diverse industries, applications, and infrastructures. Unmatched Logistics Ability to deploy solutions when and where our customers need them – anywhere in North America – and then remove everything as though we were never there. Perimeter Solutions Expands our current portfolio of VAPS with the end goal of evolving towards higher value solutions.
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WSC FORMULA TO DRIVE SUSTAINABLE GROWTH AND RETURNS 1 Clear Market Leadership 3 Predictable Recurring Lease Revenues 4 Diversified Customer Segments And Flexible Go-To-Market 2 Compelling Unit Economics and Long-Lived Assets 5 Idiosyncratic Organic Revenue Growth Levers 6 Proven Platform For Accretive M&A 7 Driving Customer Satisfaction and Efficiencies through Sales and Operations Excellence with Best-in-Class Technology Robust Free Cash Flow and Return on Invested Capital1 $2.5B Portfolio of growth levers presents multiple paths to increase revenues by $600M in 3-5 years to achieve our $3B milestone, in differing end-market backdrops In ~$20B North American market for flexible space solutions#1 Average lease duration reduces financial volatility~3 year Of revenue is from recurring leasing revenue>75% Branch locations in most major MSAs (metropolitan statistical area) with the ability to serve any zip code in North America~260 Discrete customer segments with ability to reposition for shifting sector demand15 Acquired enterprise value through ~40 transactions all integrated seamlessly to compound organic levers since going public>$1B LTM Adjusted EBITDA Margin through Q4 202543% Return on Invested Capital over LTM, already within target range of 15%-20%15% Adjusted FCF Margin in LTM, already within target operating range of 20%-30%21% Adjusted LTM FCF per share, expected to expand to target range of $4.00-$6.00 within 3-5 years2$2.70 Unlevered IRRs on new fleet investments Useful lives of Modular and Storage Assets >25% 20-30 yrs 8 ~500 bps Identified and actioned Adjusted EBITDA Margin expansion opportunities Target Adjusted EBITDA Margin operating range in 3-5 years45%–50% 1 See Appendix for Adjusted Free Cash Flow, Adjusted Free Cash Flow Margin and Return on Invested Capital definitions and Non -GAAP reconciliations. 2 Calculated using Adjusted Free Cash Flow 1 over the last 12 months and common shares outstanding of 181,184,438 shares as of December 31, 2025 18
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2,396 3,000 1,063 1,500 554 700 44% 50% 2024 3-5 years Performance Metric1 % | $M 3 – 5 Year Operating Ranges (‘25 Investor Day) LTM as of Q4 2025 Revenue CAGR2 5 - 10% (5)% Adjusted EBITDA Margin3 45 - 50% 42.6% Return On Invested Capital3 15 - 20% 14.8% Net Debt / Adjusted EBITDA3 2.5x - 3.25x 3.7x Adjusted Free Cash Flow3 $700 - $900 $489 Adjusted Free Cash Flow Margin3 20 - 30% 21.4% Adjusted Free Cash Flow Per Share4 $4.00 - $6.00 $2.70Revenue1 Adjusted EBITDA1,3 Adjusted Free Cash Flow1,3 Adjusted EBITDA Margin1,3 19 OUR NEXT GROWTH MILESTONES: $3B REVENUE, $1.5B ADJUSTED EBITDA, $700M ADJUSTED FREE CASH FLOW 1 All metrics based on continuing operations unless otherwise stated 2 Revenue CAGR for Q4 2025A LTM is relative to Q4 2024A LTM 3 See Appendix for definition and Non -GAAP reconciliation. 4.Adjusted Free Cash Flow Per Share calculated using Adjusted Free Cash Flow 3 over the last 12 months and common shares outstanding of 181,184,438 shares as of December 31, 2025 19
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WE OFFER THE MOST FLEXIBLE AND COST-EFFECTIVE, TURNKEY TEMPORARY SPACE SOLUTIONS 20
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OUR SCALE IS A KEY COMPETITIVE ADVANTAGE AND A VALUE DRIVER FOR OUR CUSTOMERS 21 ▪ We leverage our scale to win locally ▪ ~100M square feet of turnkey space relocatable anywhere in North America ▪ Sophisticated commercial and operational technology platform ▪ ~4,500 experts safely work ~9M hours annually ▪ ~900 trucks operating safely to drive ~90k miles daily ▪ ~346K units deployed over 20 to 30-year useful lives ▪ 20k+ units refurbished or reconfigured annually ▪ 85k+ customers ▪ No customer >2% of revenue Headquarters Phoenix, AZ Branch Hawaii Alaska
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22 OUR COMPANY VALUES WE ARE We take responsibility for our own well-being and for those around us. Health and safety are first, last and everything in-between. Committed To Inclusion & Diversity We are stronger together when we celebrate our differences and strive for inclusiveness. We encourage collaboration and support the diverse voices and thoughts of our employees and communities. Driven To Excellence We measure success through our results and the achievement of our goals. We continuously improve ourselves, our products and services in pursuit of shareholder value. Trustworthy & Reliable We hold ourselves accountable to do the right thing, especially when nobody's looking. Devoted To Our Customers We anticipate the growing needs of our customers, exceed their expectations and make it easy to do business with us. Community Focused We actively engage in the communities we serve and deliver sustainable solutions. Dedicated To Health & Safety
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OUR BUSINESS IS INHERENTLY SUSTAINABLE 23 Alternatives Permanent new construction Requires extensive materials and resources to construct, with disposal of the structure upon project completion Subleased offsite workspace Increases transportation and risk due to travel between project site and workspace Our circular economy solutions Ready to Work solution Incorporates VAPS to drive reuse of more products and equipment, in addition to the units Turnkey logistics solution Immediate opportunity to improve route efficiencies while transitioning to clean energy solutions by delivering/picking up the units with an alternative fuel vehicle (EV, CNG) and powering the unit with solar energy Temporary space solutions Provide basic space on the project site, and all units will be reused for future efforts Refurbishment process Circular by design, our lease-and-renew business model helps our customers achieve their sustainability goals by reducing material usage, emissions, and costs. ▪ We have implemented circular economy practices for decades. ▪ Our space solutions, accompanied by VAPS, are designed to be reused, relocated, reconfigured, and refurbished. ▪ Circular by design, our lease-and-renew business model helps our customers achieve their sustainability goals by reducing material and labor usage, emissions, and costs.
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LEASE DURATION MITIGATES REVENUE VOLATILITY THROUGH CYCLES 24 Leasing Revenue LTM GDP¹ Non-residential construction square foot starts¹ $1.7B Lease Revenue2 $1.0B Lease Revenue2 Increase of ~75% Lease revenue outpaces GDP and non-res construction starts 3-year lease duration and end-market diversification mitigate volatility 1 Indexed to Q2 2018 and based on last 12 months of activity 2 Leasing revenue pro forma to include pre -acquisition contributions from ModSpace and Mobile Mini, excluding divested UK Storage and Tank & Pump segments 2019 2021 2022 2023 2024 2025 Acquire ModSpace and build modular fleet while increasing VAPS penetration across portfolio Add portable storage fleet through Mobile Mini acquisition; Flex Net CAPEX and adjust cost base to quickly adjust to demand environment 2020 Units on rent inflect from post- COVID pent-up demand, supply chain disruptions, and U.S. stimulus Macroeconomic uncertainty and elevated interest rates reduce demand across many non-residential end markets Pre-COVID COVID shock Exceptional demand Non-Residential contraction
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25 2012 2024 3 – 5 Years2018 3rd Party Products & Fulfilment Robust Product Sourcing Network with WSC Fulfilment Initial Deployments of WSC Designed Products Regular Rhythm of Customer & Market Driven New Product Design $0.75B VAPS 14% $0.43B VAPS 20 – 25% ▪ 26% VAPS Revenue CAGR from 2012-2024 ▪ 10-20% VAPS Revenue CAGR from 2024-2029 supports 5-10% Total Revenue CAGR $2.40B VAPS 17% Customer-Driven NPI¹ & NPD² Strategic Portfolio Management + Adjacency VAPS Pragmatic Innovation + WillScot Owned VAPS (1st to Market) VAPS 5% OUR TURNKEY VAPS SOLUTIONS DRIVE PREDICTABLE MULTI-YEAR GROWTH IN VARIOUS ECONOMIC CYCLES ~80% gross margin and 12-month cash-on-cash return $3.00B 1 New Product Introduction 2 New Product Development
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Non-Residential Square Foot Starts2 Values in Billions 1.19 1.27 1.11 1.32 1.60 1.32 1.22 1.15 1.20 1.19 1.27 1.11 1.32 1.60 1.32 1.22 1.15 1.20 2018 2019 2020 2021 2022 2023 2024 2025 2026E WE SERVE DIVERSE CUSTOMER SEGMENTS AND CAN REPOSITION WITHIN THEM 26 Revenue By Customer Segment1 Customer Segment Outlook ▪ Continued multi-year demand from data centers and power generation projects; strategic onshoring and infrastructure demand provide tailwinds for manufacturing, industrial, education, and event-driven projects over a prolonged period ▪ Fourth Quarter 2025 Non-residential construction square foot starts down 12% year-over year; 2025 tax legislation and interest rate reductions have the potential to spur higher Non-residential construction activity in future periods Arts, Media, Hotels, Entertainment – 3% Construction & Infrastructure Commercial / Industrial Government / Institutions Energy & Natural Resources Engineering & Architecture – 2% Home Builders & Developers – 12% Non-Residential & GCs – 14% Agriculture, Forestry, Fishing – 1% Professional Services – 15% Retail & Wholesale Trade – 14% Energy & Natural Resources – 6% Education – 6% Subcontractors – 10% Manufacturing – 9% Government – 2% Healthcare – 1% 1 Based on Q4 2025 2 2026 uses Dodge forecasted square foot starts Highway & Heavy Construction – 4% Other – 1%
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(5,000) 5,000 15,000 25,000 35,000 Cumulative Cash Flow 0 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 WE HAVE COMPELLING UNIT ECONOMICS 27 Illustrative unit level cumulative cash flow1 Modular Space3 Portable Storage Containers2 Capital investment Average acquisition cost of ~$4K Rapid payback of ~30 months Maintenance Low annual maintenance costs Proceeds Realized residual values average >50% of original factory cost (100,000) (50,000) 0 50,000 100,000 150,000 200,000 0 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 Cumulative Cash Flow Cumulative Cash Flow excl. VAPS Capital investment Acquisition cost of ~$50K, incl. VAPS cost to equip unit of ~$6K Rapid payback of ~40 months Maintenance Mid-life refurbishment ~$10K Proceeds Realized residual values average 50% of original factory cost ▪ IRR 30%+ over 30-year unit life, inclusive of VAPS ▪ Limited capex and long useful life provides highly attractive unit economics ▪ IRR ~25% over 20+ year unit life, inclusive of VAPS ▪ In-house refurbishment capability extends useful lives and enhances returns 1 Examples are based on current product costs and pricing with representative assumptions for life -cycle utilization, rental rat e and cost inflation, transportation fees, and other direct costs exclusive of general overhead. Actual product costs and rental economics vary across our fleet; however, we believe these examples are representative of lif e-cycle economics at the unit level 2 Indicative for a 40-ft container unit and includes transportation and initial conversion costs 3 Indicative for a 12x60 traditional modular unit
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11.7% 15.4% 17.7% 16.7% 14.8% 0% 5% 10% 15% 20% - 500 1,000 1,500 2,000 2,500 3,000 3,500 2021 2022 2023 2024 2025 Average Invested Capital Adjusted Earnings Before Interest and Amortization Return On Invested Capital TARGETING 15 – 20% ROIC RANGE1 281 See additional pages in Appendix for definitions and Non -GAAP reconciliations Return on Invested Capital $M | % 3 to 5-year targeted ROIC operating range
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Key Attributes OUR ORGANIC GROWTH ALGORITHM SUPPORTS CONTINUED PROFITABLE GROWTH Financial Impact Customer Benefits Growth Algorithm Volume Rate + VAPS Organic Lease Revenue Growth Operational Excellence 45% - 50% Adjusted EBITDA Margin ~0-2% ~5-10% ~5-10% ~500 bps Flexible space solutions Turnkey value proposition Ease of doing business 29 We have multiple pathways to achieve a 5-10% annual revenue growth rate and maintain 20-30% Adjusted Free Cash Flow Margins and 15-20% Return on Invested Capital 29 Value proposition supports rate and VAPS growth with natural and predictable convergence over three-year lease duration GDP overweight to non-residential construction, governed by 3- year lease duration Substantial operating leverage driven through technology investments for incremental productivity, ~50% variable cost structure, and scalable branch network
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TABLE OF CONTENTS 30 Q3 2025 Financial Review Q3 2025 Operating Results WillScot Business Overview 04 13 17 Appendix 31
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31 APPENDIX
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SUMMARY P&L, BALANCE SHEET AND CASH FLOW ITEMS 32 Key Profit & Loss Items (in thousands) Three Months Ended December 31 Twelve Months Ended December 31 2025 2024 2025 2024 Leasing and Services Leasing $437,493 $465,104 $1,749,023 $1,839,875 Delivery and Installation 93,257 95,607 388,887 418,881 Sales New Units 15,514 21,772 77,941 74,499 Rental Units 19,707 20,032 65,595 62,463 Total Revenues $565,971 $602,515 $2,281,446 $2,395,718 Gross Profit $285,532 $336,349 $1,163,586 $1,301,839 Adjusted EBITDA1 $250,034 $284,712 $971,039 $1,063,160 Key Cash Flow Items Net CAPEX1 $67,449 $55,359 $273,204 $233,428 Rental Equipment, Net2 $3,093,321 $3,377,939 $3,093,321 $3,377,939 1 See additional pages in Appendix for definitions and Non -GAAP reconciliations 2 Reflects the Net Book Value of lease fleet and VAPS
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CONSOLIDATED QUARTERLY PERFORMANCE 33 Modular Space Average Units on Rent and Utilization1,2,3 Portable Storage Average Units on Rent and Utilization1,2,3 74.8% 73.0% 74.8% 80.2% 71.9% 69.5% 71.7% 80.1% 72.1% 77.0% 83.1% 88.0% 83.1% 85.9% 88.6% 88.9% 78.7% 73.3% 70.2% 71.2% 62.1% 59.2% 58.1% 59.1% 52.6% 50.8% 50.3% 51.5% 58.7% Q1 19 Q2 19 Q3 19 Q4 19 Q1 20 Q2 20 Q3 20 Q4 20 Q1 21 Q2 21 Q3 21 Q4 21 Q1 22 Q2 22 Q3 22 Q4 22 Q1 23 Q2 23 Q3 23 Q4 23 Q1 24 Q2 24 Q3 24 Q4 24 Q1 25 Q2 25 Q3 25 Q4 25 Q4 25 pro formaUnits on Rent Utilization (%) 1 In 2024, we reclassified approximately 2,000 units that were previously included in our modular space units on rent into po rtable storage units on rent as these units are generally used in a dry storage application. Additionally, based on our product realignment, we have conformed our VAPS presentation to include all VAPS not specific to portable storage orders as modular space VAPS and recalculated Average Monthly Rental Rates. This treatment is consistent with prior treatment in our previous Modular Segment. A ll historical product operating KPIs have been recast to be presented on a comparable basis for all periods. 2 On September 30, 2022, we completed the sale of the former Tank and Pump Solutions ("Tank and Pump") segment. On January 31 , 2023, we completed the sale of the former United Kingdom (“UK”) Storage Solutions (“UK Storage Solutions”) segment. Our consolidated financial statements present the historical financial results of the former Tank and Pump segment and the former UK Storage Solutions segment as discontinued operations for all periods presented. As a result, product operating KPI metrics fo r all years exclude discontinued operations, but do include the operating KPIs of Mobile Mini's former Storage Solutions Segment on a pro forma basis for periods prior to the merger between WillScot Corporation and Mobile Mini, Inc. (July 1, 2020). 3) In December 2025, as part of our Network Optimization Plan, we accelerated the depreciation of 22,000 modular space and 31 ,000 portable storage units and removed them from our fleet counts given our intention to dispose of these units. Given this tim ing, these dispositions are not reflected over the course of the entire quarter, therefore the reported utilization metric in Q4 2 025 does not fully capture the total fleet reduction. The pro forma bar reflects modular space units and portable storage units o n rent and utilization in Q4 2025, as if these units had been removed from our fleet counts for the entire quarter. 73.1% 72.8% 72.3% 71.7% 70.1% 69.7% 69.8% 69.8% 69.0% 69.1% 68.8% 69.0% 68.2% 68.4% 68.5% 67.8% 65.7% 64.8% 63.9% 63.3% 62.5% 62.5% 62.1% 60.7% 59.3% 59.6% 59.3% 60.9% 68.6% Q1 19 Q2 19 Q3 19 Q4 19 Q1 20 Q2 20 Q3 20 Q4 20 Q1 21 Q2 21 Q3 21 Q4 21 Q1 22 Q2 22 Q3 22 Q4 22 Q1 23 Q2 23 Q3 23 Q4 23 Q1 24 Q2 24 Q3 24 Q4 24 Q1 25 Q2 25 Q3 25 Q4 25 Q4 25 pro formaUnits on Rent Utilization (%)
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CONSOLIDATED QUARTERLY PERFORMANCE1,2 34 (in thousands, except for units on rent and monthly rental rate) Q1 Q2 Q3 Q4 TOTAL Revenue $559,551 $589,083 $566,841 $565,971 $2,281,446 Gross profit $300,366 $296,070 $281,618 $285,532 $1,163,586 VAPS percentage of revenue 17.2% 17.0% 17.7% 17.8% 17.4% Adjusted EBITDA $228,785 $ 248,913 $243,307 $250,034 $971,039 Net CAPEX $61,832 $74,984 $68,939 $67,449 $273,204 Average modular space units on rent 90,548 90,285 89,390 88,235 89,548 Average modular space utilization rate 59.3% 59.6% 59.3% 60.9% 59.9% Average modular space monthly rental rate $1,206 $1,237 $1,254 $1,271 $1,243 Average portable storage units on rent 110,175 107,514 105,792 103,498 106,784 Average portable storage utilization rate 52.6% 50.8% 50.3% 51.5% 51.5% Average portable storage monthly rental rate $267 $282 $290 $306 $286 Quarterly Results for the twelve months ended December 31, 2025: (in thousands, except for units on rent and monthly rental rate) Q1 Q2 Q3 Q4 TOTAL Revenue $587,181 $604,590 $601,432 $602,515 $2,395,718 Gross profit $316,888 $327,118 $321,484 $336,349 $1,301,839 VAPS percentage of revenue 16.4% 16.6% 16.7% 16.8% 16.6% Adjusted EBITDA $248,009 $263,576 $266,863 $284,712 $1,063,160 Net CAPEX $64,776 $54,733 $58,560 $55,359 $233,428 Average modular space units on rent 95,797 95,671 94,911 92,742 94,780 Average modular space utilization rate 62.5% 62.5% 62.1% 60.7% 61.9% Average modular space monthly rental rate $1,149 $1,176 $1,199 $1,215 $1,185 Average portable storage units on rent 131,018 124,746 122,732 124,521 126,455 Average portable storage utilization rate 62.1% 59.2% 58.1% 59.1% 60.0% Average portable storage monthly rental rate $262 $263 $265 $281 $266 Quarterly Results for the year ended December 31, 2024: 1 See additional pages in Appendix for definitions and Non -GAAP reconciliations 2 In 2024, we reclassified approximately 2,000 units that were previously included in our modular space units on rent into po rtable storage units on rent as these units are generally used in a dry storage application. Additionally, based on our product realignment, we have conformed our VAPS presentation to include all VAPS not specific to portable storag e orders as modular space VAPS and recalculated Average Monthly Rental Rates. This treatment is consistent with prior treatment in our previous Modular Segment. All historical product operating KPIs have been recast to be presented on a comparable basis for all periods.
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RECONCILIATION OF NON-GAAP MEASURES – ADJUSTED EBITDA 35 (in thousands) Q1 Q2 Q3 Q4 TOTAL Net income $43,055 $47,939 $43,332 $(187,316) $(52,990) Income tax expense (benefit) 17,910 19,984 17,008 (57,333) (2,431) Interest expense, net 58,469 58,977 58,466 55,599 231,511 Loss on extinguishment of debt - - - 5,364 5,364 Depreciation and amortization 97,092 112,632 108,058 112,239 430,021 Currency losses (gains), net 223 (79) 100 (34) 210 Restructuring costs, lease impairment expense and other related charges1 702 205 (21) 301,918 302,804 Integration and transaction costs2 261 1,151 1,149 182 3,103 Stock compensation expense 8,341 8,373 9,964 11,748 38,426 Other 2,732 (629) 5,251 7,667 15,021 Adjusted EBITDA $228,785 $248,913 $243,307 $250,034 $971,039 Quarterly Adjusted EBITDA for the twelve months ended December 31, 2025: Adjusted EBITDA is defined as net income (loss) before income tax expense (benefit), net interest (income) expense, depreciation and amortization adjusted to exclude certain non-cash items and the effect of what we consider transactions or events not related to our core business operations, including net currency (gains) losses, goodwill and other impairment charges, restructuring costs, lease impairment expense, transaction costs, costs to integrate acquired companies, non-cash charges for stock compensation plans, and other expenses, including consulting expenses relating to certain one-time projects, financing costs not classified as interest expense, gains and losses on disposals of property, plant, and equipment, unrealized gains and losses on investments, costs to implement the Company’s real estate exits prior to approval of the Network Optimization Plan, and non-equity executive transition costs. Management believes that Adjusted EBITDA is useful to investors because it (i) allows investors to compare performance over various reporting periods on a consistent basis by removing from operating results the impact of items that do not reflect core operating performance; (ii) is used by our board of directors and management to assess our performance; (iii) may, subject to the limitations described below, enable investors to compare the performance of the Company to its competitors; (iv) provides additional tools for investors to use in evaluating ongoing operating results and trends; and (v) aligns with definitions in our credit agreement. The following table provides reconciliations of net income to Adjusted EBITDA: 1 Restructuring costs, lease impairment expense, and other related charges associated with the Network Optimization Plan 2 Costs to integrate acquired companies, including outside professional fees, non -capitalized costs associated with system integ rations, non -lease branch and fleet relocation expenses, employee relocation and training costs, and other costs required to realize cost or revenue synergies
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RECONCILIATION OF NON-GAAP MEASURES – ADJUSTED EBITDA 36 (in thousands) Q1 Q2 Q3 Q4 TOTAL Net income (loss) $56,240 $(46,851) $(70,475) $89,215 $28,129 Income tax expense (benefit) 17,118 (13,929) (20,566) 25,852 8,475 Interest expense, net 56,588 55,548 55,823 59,352 227,311 Depreciation and amortization 92,828 93,746 99,320 99,078 384,972 Currency losses (gains), net 77 (42) (129) 687 593 Restructuring costs, lease impairment expense and other related charges1 746 6,183 2,478 28 9,435 Termination fee - - 180,000 - 180,000 Impairment loss on intangible asset3 - 132,540 - - 132,540 Impairment loss on long-lived asset - - - 374 374 Integration and transaction costs2 2,877 3,106 1,692 497 8,172 Stock compensation expense 9,099 9,614 9,534 7,719 35,966 Other4 12,436 23,661 9,186 1,910 47,193 Adjusted EBITDA $248,009 $263,576 $266,863 $284,712 $1,063,160 Quarterly Adjusted EBITDA for the twelve months ended December 31, 2024: 1 Restructuring costs, lease impairment expense, and other related charges associated with restructuring plans designed to st reamline operations and reduce costs including employee termination costs 2 Costs to integrate acquired companies, including outside professional fees, non -capitalized costs associated with system integ rations, non-lease branch and fleet relocation expenses, employee relocation and training costs, and other costs required to realize cost or revenue synergies 3 In Q2 2024, we recorded a one-time non-cash charge of $133 million due to the impairment of the Mobile Mini tradename associat ed with rebranding our consolidated portfolio under the WillScot brand 4 For the year ended 12/31/24, other includes $42.4 million in legal and professional fees related to the terminated McGrath transaction. Adjusted EBITDA is defined as net income (loss) before income tax expense (benefit), net interest (income) expense, depreciation and amortization adjusted to exclude certain non-cash items and the effect of what we consider transactions or events not related to our core business operations, including net currency (gains) losses, goodwill and other impairment charges, restructuring costs, lease impairment expense, transaction costs, costs to integrate acquired companies, non-cash charges for stock compensation plans, and other expenses, including consulting expenses relating to certain one-time projects, financing costs not classified as interest expense, gains and losses on disposals of property, plant, and equipment, unrealized gains and losses on investments, costs to implement the Company’s real estate exits prior to approval of the Network Optimization Plan, and non-equity executive transition costs. Management believes that Adjusted EBITDA is useful to investors because it (i) allows investors to compare performance over various reporting periods on a consistent basis by removing from operating results the impact of items that do not reflect core operating performance; (ii) is used by our board of directors and management to assess our performance; (iii) may, subject to the limitations described below, enable investors to compare the performance of the Company to its competitors; (iv) provides additional tools for investors to use in evaluating ongoing operating results and trends; and (v) aligns with definitions in our credit agreement. The following table provides reconciliations of net income (loss) to Adjusted EBITDA:
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RECONCILIATION OF NON-GAAP MEASURES – ADJUSTED EBITDA MARGIN 37 Adjusted EBITDA Margin is defined as Adjusted EBITDA divided by revenue. Management believes that Adjusted EBITDA Margin is useful to investors because it (i) allows investors to compare performance over various reporting periods on a consistent basis by removing from operating results the impact of items that do not reflect core operating performance; (ii) is used by our board of directors and management to assess our performance; (iii) may, subject to the limitations described below, enable investors to compare the performance of the Company to its competitors; (iv) provides additional tools for investors to use in evaluating ongoing operating results and trends; and (v) aligns with definitions in our credit agreement. The following table provides comparisons of Adjusted EBITDA Margin to Gross Profit Margin. (in thousands) Three Months Ended December 31 Twelve Months Ended December 31 2025 2024 2025 2024 Adjusted EBITDA (A) $250,034 $284,712 $971,039 $1,063,160 Revenue (B) $565,971 $602,515 $2,281,446 $2,395,718 Adjusted EBITDA Margin (A/B) 44.2% 47.3% 42.6% 44.4% Gross Profit (C) $285,532 $336,349 $1,163,586 $1,301,839 Gross Profit Margin (C/B) 50.4% 55.8% 51.0% 54.3%
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RECONCILIATION OF NON-GAAP MEASURES – NET DEBT TO ADJUSTED EBITDA RATIO 38 Net Debt to Adjusted EBITDA ratio is defined as Net Debt divided by Adjusted EBITDA from the last twelve months. We define Net Debt as total debt net of total cash and cash equivalents. Management believes that the presentation of Net Debt to Adjusted EBITDA ratio provides useful information to investors regarding the performance of our business. The following table provides a reconciliation of Net Debt to Adjusted EBITDA ratio. (in thousands) December 31 2025 Long-term debt $3,557,074 Current portion of long-term debt 31,094 Total debt 3,588,168 Cash and cash equivalents 14,587 Net debt (A) $3,573,581 Adjusted EBITDA from the three months ended March 31, 2025 $228,785 Adjusted EBITDA from the three months ended June 30, 2025 248,913 Adjusted EBITDA from the three months ended September 30, 2025 243,307 Adjusted EBITDA from the three months ended December 31, 2025 250,034 Adjusted EBITDA from the last twelve months (B) $971,039 Net Debt to Adjusted EBITDA ratio (A/B) 3.7
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RECONCILIATION OF NON-GAAP MEASURES – NET DEBT TO ADJUSTED EBITDA RATIO 39 Net Debt to Adjusted EBITDA ratio is defined as Net Debt divided by Adjusted EBITDA from the last twelve months. We define Net Debt as total debt net of total cash and cash equivalents. Management believes that the presentation of Net Debt to Adjusted EBITDA ratio provides useful information to investors regarding the performance of our business. The following table provides a reconciliation of Net Debt to Adjusted EBITDA ratio. (in thousands) September 30 2025 Long-term debt $3,590,015 Current portion of long-term debt 27,437 Total debt 3,617,452 Cash and cash equivalents 14,757 Net debt (A) $3,602,695 Adjusted EBITDA from the three months ended December 31, 2024 $284,712 Adjusted EBITDA from the three months ended March 31, 2025 228,785 Adjusted EBITDA from the three months ended June 30, 2025 248,913 Adjusted EBITDA from the three months ended September 30, 2025 243,307 Adjusted EBITDA from the last twelve months (B) $1,005,717 Net Debt to Adjusted EBITDA ratio (A/B) 3.6
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RECONCILIATION OF NON-GAAP MEASURES – NET DEBT TO ADJUSTED EBITDA RATIO 40 Net Debt to Adjusted EBITDA ratio is defined as Net Debt divided by Adjusted EBITDA from the last twelve months. We define Net Debt as total debt net of total cash and cash equivalents. Management believes that the presentation of Net Debt to Adjusted EBITDA ratio provides useful information to investors regarding the performance of our business. The following table provides a reconciliation of Net Debt to Adjusted EBITDA ratio. (in thousands) June 30 2025 Long-term debt $3,672,856 Current portion of long-term debt 26,928 Total debt 3,699,784 Cash and cash equivalents 12,850 Net debt (A) $3,686,934 Adjusted EBITDA from the three months ended September 30, 2024 $266,863 Adjusted EBITDA from the three months ended December 31, 2024 284,712 Adjusted EBITDA from the three months ended March 31, 2025 228,785 Adjusted EBITDA from the three months ended June 30, 2025 248,913 Adjusted EBITDA from the last twelve months (B) $1,029,273 Net Debt to Adjusted EBITDA ratio (A/B) 3.6
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RECONCILIATION OF NON-GAAP MEASURES – NET DEBT TO ADJUSTED EBITDA RATIO 41 Net Debt to Adjusted EBITDA ratio is defined as Net Debt divided by Adjusted EBITDA from the last twelve months. We define Net Debt as total debt net of total cash and cash equivalents. Management believes that the presentation of Net Debt to Adjusted EBITDA ratio provides useful information to investors regarding the performance of our business. The following table provides a reconciliation of Net Debt to Adjusted EBITDA ratio. (in thousands) March 31 2025 Long-term debt $3,596,816 Current portion of long-term debt 25,439 Total debt 3,622,255 Cash and cash equivalents 10,679 Net debt (A) $3,611,576 Adjusted EBITDA from the three months ended June 30, 2024 $263,576 Adjusted EBITDA from the three months ended September 30, 2024 266,863 Adjusted EBITDA from the three months ended December 31, 2024 284,712 Adjusted EBITDA from the three months ended March 31, 2025 228,785 Adjusted EBITDA from the last twelve months (B) $1,043,936 Net Debt to Adjusted EBITDA ratio (A/B) 3.5
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RECONCILIATION OF NON-GAAP MEASURES – NET DEBT TO ADJUSTED EBITDA RATIO 42 (in thousands) December 31 2024 Long-term debt $3,683,502 Current portion of long-term debt 24,598 Total debt 3,708,100 Cash and cash equivalents 9,001 Net debt (A) $3,699,099 Adjusted EBITDA from the three months ended March 31, 2024 $248,009 Adjusted EBITDA from the three months ended June 30, 2024 263,576 Adjusted EBITDA from the three months ended September 30, 2024 266,863 Adjusted EBITDA from the three months ended December 31, 2024 284,712 Adjusted EBITDA from the last twelve months (B) $1,063,160 Net Debt to Adjusted EBITDA ratio (A/B) 3.5 Net Debt to Adjusted EBITDA ratio is defined as Net Debt divided by Adjusted EBITDA from the last twelve months. We define Net Debt as total debt net of total cash and cash equivalents. Management believes that the presentation of Net Debt to Adjusted EBITDA ratio provides useful information to investors regarding the performance of our business. The following table provides a reconciliation of Net Debt to Adjusted EBITDA ratio.
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RECONCILIATION OF NON-GAAP MEASURES – NET CAPEX 43 Net CAPEX is defined as purchases of rental equipment and refurbishments and purchases of property, plant and equipment (collectively, "Total Capital Expenditures"), less proceeds from the sale of rental equipment and proceeds from the sale of property, plant and equipment (collectively, "Total Proceeds"), which are all included in cash flows from investing activities. Management believes that the presentation of Net CAPEX provides useful information regarding the net capital invested in our rental fleet and property, plant and equipment each year to assist in analyzing the performance of our business. The following table provides reconciliations of Net CAPEX. (in thousands) Q1 Q2 Q3 Q4 TOTAL Purchase of rental equipment and refurbishments $(72,552) $(85,269) $(81,018) $(78,846) $(317,685) Proceeds from sale of rental equipment 14,063 16,269 15,713 19,823 65,868 Net CAPEX for Rental Equipment (58,489) (69,000) (65,305) (59,023) (251,817) Purchase of property, plant and equipment (4,634) (6,286) (4,244) (9,167) (24,331) Proceeds from sale of property, plant and equipment 1,291 302 610 741 2,944 Net CAPEX $(61,832) (74,984) (68,939) (67,449) $(273,204) (in thousands) Q1 Q2 Q3 Q4 TOTAL Purchase of rental equipment and refurbishments $(72,417) $(65,174) $(69,398) $(73,868) $(280,857) Proceeds from sale of rental equipment 14,195 16,473 13,238 20,091 63,997 Net CAPEX for Rental Equipment (58,222) (48,701) (56,160) (53,777) (216,860) Purchase of property, plant and equipment (6,554) (6,247) (3,318) (2,316) (18,435) Proceeds from sale of property, plant and equipment - 215 918 734 1,867 Net CAPEX $(64,776) $(54,733) $(58,560) $(55,359) $(233,428) Quarterly Net CAPEX for the year ended December 31, 2025: Quarterly Net CAPEX for the year ended December 31, 2024:
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RECONCILIATION OF NON-GAAP MEASURES – NET CAPEX 44 Net CAPEX is defined as purchases of rental equipment and refurbishments and purchases of property, plant and equipment (collectively, "Total Capital Expenditures"), less proceeds from the sale of rental equipment and proceeds from the sale of property, plant and equipment (collectively, "Total Proceeds"), which are all included in cash flows from investing activities. Management believes that the presentation of Net CAPEX provides useful information regarding the net capital invested in our rental fleet and property, plant and equipment each year to assist in analyzing the performance of our business. The following table provides reconciliations of Net CAPEX. (in thousands) Q1 Q2 Q3 Q4 TOTAL Purchase of rental equipment and refurbishments $(47,128) $(55,581) $(63,388) $(60,879) $(226,976) Proceeds from sale of rental equipment 7,781 17,473 12,720 13,316 51,290 Net CAPEX for Rental Equipment (39,347) (38,108) (50,668) (47,563) (175,686) Purchase of property, plant and equipment (6,736) (4,453) (5,563) (5,485) (22,237) Proceeds from sale of property, plant and equipment 258 7 13,001 6 13,272 Net CAPEX $(45,825) $(42,554) $(43,230) $(53,042) $(184,651) Quarterly Net CAPEX for the year ended December 31, 2023:
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RECONCILIATION OF NON-GAAP MEASURES – ADJUSTED FREE CASH FLOW AND ADJUSTED FREE CASH FLOW MARGIN 45 Adjusted Free Cash Flow is defined as net cash provided by operating activities less purchases of rental equipment and proper ty, plant and equipment plus proceeds from sale of rental equipment and property, plant and equipment, which are all included in cash flows from investing activities; excluding one -time, nonrecurring payments for the termination fee and transaction costs from terminated acquisitions. Adjusted Free Cash Flow Margin is defined as Adjusted Free Cash Flow divided by Revenue. Management believes that Adjusted Free Cash Flow and Ad justed Free Cash Flow Margin are useful to investors because they allow investors to compare cash generation performance over various reporting periods and against peers . The following table provides reconciliations of Adjusted Free Cash Flow and Adjusted Free Cash Flow Margin. (in thousands) Three Months Ended December 31 Twelve Months Ended December 31 2025 2024 2025 2024 Net cash provided by operating activities $158,896 $178,919 $761,985 $561,644 Purchase of rental equipment and refurbishments (78,846) (73,868) (317,685) (280,857) Proceeds from sale of rental equipment 19,823 20,091 65,868 63,997 Purchase of property, plant and equipment (9,167) (2,316) (24,331) (18,435) Proceeds from the sale of property, plant and equipment 741 734 2,944 1,867 Cash paid for termination fee - - - 180,000 Cash paid for transaction costs from terminated acquisitions - 13,270 - 45,721 Adjusted Free Cash Flow (A) $91,447 $136,830 $488,781 $553,937 Revenue (B) $565,971 $602,515 $2,281,446 $2,395,718 Adjusted Free Cash Flow Margin (A/B) 16.2% 22.7% 21.4% 23.1% Net cash provided by operating activities (C) $158,896 $178,919 $761,985 $561,644 Net cash provided by operating activities margin (C/B) 28.1% 29.7% 33.4% 23.4%
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RECONCILIATION OF NON-GAAP MEASURES – RETURN ON INVESTED CAPITAL 46 Return on Invested Capital is defined as Adjusted earnings before interest and amortization divided by Average Invested Capital. Management believes that the presentation of Return on Invested Capital provides useful information regarding the long-term health and profitability of the business relative to the Company's cost of capital. We define Adjusted earnings before interest and amortization as Adjusted EBITDA (see reconciliation above) reduced by depreciation and estimated taxes. We include estimated taxes at our current statutory tax rate. The Average Invested Capital is calculated as an average of Net Assets, a four quarter average for annual metrics and two quarter average for quarterly metrics. Net assets is defined for purposes of the calculation below as total assets less goodwill, intangible assets, net, and all non-interest bearing liabilities. The following table provides reconciliations of Return on Invested Capital, which has been adjusted to reflect depreciation in 2025 related to real estate exits prior to initiating our Network Optimization Plan. (in thousands) Three Months Ended December 31 Twelve Months Ended December 31 2025 2024 2025 2024 Total Assets $5,816,167 $6,034,911 $5,816,167 $6,034,911 Less: Goodwill (1,257,612) (1,201,353) (1,257,612) (1,201,353) Less: Intangible assets, net (224,088) (251,164) (224,088) (251,164) Less: Total Liabilities (4,959,913) (5,016,318) (4,959,913) (5,016,318) Add: Long Term Debt 3,557,074 3,683,502 3,557,074 3,683,502 Net Assets, as defined above 2,931,628 3,249,578 2,931,628 3,249,578 Average Invested Capital (A) $3,044,723 $3,273,093 $3,141,814 $3,217,513 Adjusted EBITDA $250,034 $284,712 $971,039 $1,063,160 Less: Depreciation (101,066) (87,203) (384,247) (346,467) Add: Depreciation expense related to real estate exits 14,037 — 40,666 — Adjusted EBITA (B) $163,005 $197,509 $627,458 $716,693 Statutory Tax Rate (C) 26% 25% 26% 26% Estimated Tax (B*C) $42,381 $49,377 $163,139 $179,173 Adjusted earning before interest and amortization (D) $120,624 $148,132 $464,319 $537,520 Return on Invested Capital (D/A) 15.8% 18.3% 14.8% 16.7%
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RECONCILIATION OF NON-GAAP MEASURES – RETURN ON INVESTED CAPITAL 47 (in thousands) 2021 2022 2023 2024 2025 Total Assets $5,773,599 $5,827,651 $6,137,915 $6,034,911 $5,816,167 Goodwill (1,178,806) (1,069,573) (1,176,635) (1,201,353) (1,257,612) Intangible assets, net (460,678) (425,539) (419,709) (251,164) (224,088) Total Liabilities (3,776,836) (4,262,351) (4,876,665) (5,016,318) (4,959,913) Long Term Debt 2,694,319 3,063,042 3,538,516 3,683,502 3,557,074 Net Assets, as defined above 3,051,598 3,133,230 3,203,422 3,249,578 2,931,628 Average Invested Capital (A) $2,893,471 $3,121,035 $3,124,064 $3,217,513 $3,141,814 Adjusted EBITDA $740,393 $956,576 $1,061,465 $1,063,160 $971,039 Less: Depreciation (288,300) (314,531) (312,830) (346,467) (384,247) Add: Depreciation expense related to real estate exits — — — — 40,666 Adjusted EBITA (B) $452,093 $642,045 $748,635 $716,693 $627,458 Statutory Tax Rate (C) 25% 25% 26% 25% 26% Estimated Tax (B*C) $113,023 $160,511 $194,645 $179,173 $163,139 Adjusted earning before interest and amortization (D) $339,070 $481,534 $553,990 $537,520 $464,319 Return on Invested Capital (D/A) 11.7% 15.4% 17.7% 16.7% 14.8% Return on Invested Capital is defined as Adjusted earnings before interest and amortization divided by Average Invested Capital. Management believes that the presentation of Return on Invested Capital provides useful information regarding the long-term health and profitability of the business relative to the Company's cost of capital. We define Adjusted earnings before interest and amortization as Adjusted EBITDA (see reconciliation above) reduced by depreciation and estimated taxes. We include estimated taxes at our current statutory tax rate. The Average Invested Capital is calculated as an average of Net Assets, a four-quarter average for annual metrics and a two-quarter average for quarterly metrics. Net Assets is defined for purposes of the calculation below as total assets less goodwill, intangible assets, net, and all non-interest bearing liabilities. Average Invested Capital and Adjusted EBITDA related to our former Tank and Pump segment and former UK Storage Solutions segment have only been excluded prospectively from July 1, 2022, and January 1, 2023, respectively, and prior periods have not been adjusted. The following table provides reconciliations of Return on Invested Capital, which has been adjusted to reflect depreciation in 2025 related to real estate exits prior to initiating our Network Optimization Plan.
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RECONCILIATION OF NON-GAAP MEASURES – RETURN ON INVESTED CAPITAL INCLUDING GOODWILL AND INTANGIBLES 48 Return on Invested Capital Including Goodwill and Intangibles is defined as Net Operating Profit After Tax (“NOPAT”) divided by Average Invested Capital including Goodwill and Intangibles. Management believes that the presentation of Return on Invested Capital including Goodwill and Intangibles provides useful information regarding the long-term health and profitability of the business relative to the Company's cost of capital. We define NOPAT as Adjusted EBITDA (see reconciliation above) reduced by depreciation, amortization, and estimated taxes. We include estimated taxes at our current statutory tax rate. Average Invested Capital including Goodwill and Intangibles is defined for purposes of the calculation as the sum of Total Shareholders’ Equity plus Total Debt, using a four-quarter average for annual metrics and a two-quarter average for quarterly metrics. The following table provides reconciliations of Return on Invested Capital including Goodwill and Intangibles, which has been adjusted to reflect depreciation in 2025 related to real estate exits prior to initiating our Network Optimization Plan. (in thousands) Three Months Ended December 31 Twelve Months Ended December 31 2025 2024 2025 2024 Total Shareholders’ Equity $856,254 $1,018,593 $856,254 $1,018,593 Long-term debt 3,557,074 3,683,502 3,557,074 3,683,502 Current portion of long-term debt 31,094 24,598 31,094 24,598 Total Debt 3,588,168 3,708,100 3,588,168 3,708,100 Invested Capital including Goodwill and Intangibles 4,444,422 4,726,693 4,444,422 4,726,693 Average Invested Capital including Goodwill and Intangibles (A) $4,560,972 $4,705,831 $4,643,327 $4,743,374 Adjusted EBITDA $250,034 $284,712 $971,039 $1,063,160 Less: Amortization and Depreciation 112,239 99,078 430,021 384,972 Add: Depreciation expense related to real estate exits 14,037 - 40,666 - Adjusted EBIT (B) $151,832 $185,634 $581,684 $678,188 Statutory Tax Rate (C) 26% 25% 26% 25% Estimated Tax (B*C) $39,476 $46,409 $151,238 $169,547 NOPAT (D) $112,356 $139,226 $430,446 $508,641 Return on Invested Capital including Goodwill and Intangibles (D/A) 9.9% 11.8% 9.3% 10.7%
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