UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
| ☒ | ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the fiscal year ended: December 31, 2017
| ☐ | TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from to
Commission file Number 1-12804
MOBILE MINI, INC. PROFIT SHARING PLAN AND TRUST
(Full title of the Plan)
MOBILE MINI, INC.
(Name of the issuer of the securities held pursuant to the Plan)
4646 E. VAN BUREN, SUITE 400
PHOENIX, ARIZONA 85008
(Address of principal executive office of the issuer)
MOBILE MINI, INC.
PROFIT SHARING PLAN AND TRUST
Financial Statements
And
Supplemental Schedules
December 31, 2017 and 2016
MOBILE MINI, INC.
PROFIT SHARING PLAN AND TRUST
| * | Other Schedules required by the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974 have been omitted because they are not applicable. |
i
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Audit Committee and Administrative Committee of
MOBILE MINI, INC PROFIT SHARING PLAN AND TRUST
Opinion on the Financial Statements
We have audited the accompanying statements of net assets available for benefits of the Mobile Mini, Inc. Profit Sharing Plan and Trust (the Plan) as of December 31, 2017 and 2016, and the related statement of changes in net assets available for benefits for the year ended December 31, 2017, and the related notes (collectively referred to as the financial statements). In our opinion, the financial statements present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2017 and 2016, and the changes in net assets available for benefits for the year ended December 31, 2017, in conformity with accounting principles generally accepted in the United States of America.
Basis for Opinion
These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on the Plan’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Plan 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.
Supplemental Information
The supplemental schedules of delinquent participant contributions and assets (held at end of year) as of or for the year ended December 31, 2017 (collectively referred to as the supplemental information), have been subjected to audit procedures performed in conjunction with the audit of the Plan’s financial statements. The supplemental information is the responsibility of the Plan’s management. Our audit procedures included determining whether the supplemental information reconciles to the financial statements or the underlying accounting and other records, as applicable, and performing procedures to test the completeness and accuracy of the information presented in the supplemental information. In forming our opinion on the supplemental information, we evaluated whether the supplemental information, including its form and content, is presented in conformity with the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. In our opinion, the supplemental information is fairly stated, in all material respects, in relation to the financial statements as a whole.
1
/s/ Mayer Hoffman McCann P.C.
We have served as the Plan’s auditor since 2003.
Phoenix, Arizona
June 28, 2018
2
PROFIT SHARING PLAN AND TRUST
Statements of Net Assets Available for Benefits
As of December 31, 2017 and 2016
| 2017 | 2016 | |||||||
| Assets |
||||||||
| Cash |
$ | — | $ | 69,190 | ||||
| Investments at fair value |
25,257,201 | 20,783,153 | ||||||
| Notes receivable from participants |
594,137 | 516,962 | ||||||
| Contributions receivable |
88,724 | 96,671 | ||||||
| Other employer contributions receivable |
15,994 | 35,602 | ||||||
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|||||
| Total assets |
25,956,056 | 21,501,578 | ||||||
| Liabilities |
||||||||
| Excess employee deferrals |
6,548 | 14,581 | ||||||
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| Net assets available for benefits |
$ | 25,949,508 | $ | 21,486,997 | ||||
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The accompanying notes are an integral part of these statements
3
PROFIT SHARING PLAN AND TRUST
Statement of Changes in Net Assets Available for Benefits
For the Year ended December 31, 2017
| Additions to net assets attributed to: |
||||
| Contributions: |
||||
| Participant |
$ | 2,932,497 | ||
| Rollovers |
344,007 | |||
| Employer |
505,184 | |||
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|
|
|||
| Total contributions |
3,781,688 | |||
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|
|
|||
| Interest income on notes receivable from participants |
24,262 | |||
| Investment income: |
||||
| Net appreciation in fair value of investments |
3,177,706 | |||
| Interest and dividends |
138,261 | |||
|
|
|
|||
| Total investment gain |
3,315,967 | |||
| Other Income |
2,959 | |||
|
|
|
|||
| Total additions |
7,124,876 | |||
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|
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| Deductions from net assets attributed to: |
||||
| Benefits paid to participants |
2,548,719 | |||
| Administrative fees |
113,646 | |||
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|
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| Total deductions |
2,662,365 | |||
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|
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| Net increase in net assets available for benefits |
4,462,511 | |||
| Net assets available for benefits |
||||
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|
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| Beginning of year |
21,486,997 | |||
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| End of year |
$ | 25,949,508 | ||
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The accompanying notes are an integral part of these statements
4
PROFIT SHARING PLAN AND TRUST
NOTES TO FINANCIAL STATEMENTS
As of and for the Years Ended December 31, 2017 and 2016
Note 1 – Plan Description
The following is a brief description of the Mobile Mini, Inc. Profit Sharing Plan and Trust (the “Plan”). Participants should refer to the Plan agreement for a more complete description of the Plan’s provisions.
General. The Plan is a defined contribution plan which was originally adopted by Mobile Mini, Inc. (the “Company” or “Plan Sponsor”) in 1994 under the provisions of Section 401(a) of the Internal Revenue Code (the “IRC”), which includes a qualified cash or deferred arrangement as described in Section 401(k) of the IRC, for the benefit of the eligible employees of the Company. Participation in the Plan is open to all eligible employees of the Company (individually, “Participant” and collectively, “Participants”). The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (“ERISA”).
Participants may apply to withdraw their 401(k) contributions in the event a Participant is over age 59 1/2, or apply for a loan when the Participant has a financial hardship as stipulated in the Plan provisions. Only funds from an active employee’s other investment options (not Company stock in the Plan) can be used to provide the funds for the loan or withdrawal.
Trustee. The Plan engaged Wells Fargo Bank, N.A (the “Trustee” or “Wells Fargo”) as Trustee and Custodian to the Plan, as well as to provide recordkeeping, custodial and administrative services to the Plan. All Plan assets are held in trust with the Trustee.
Eligibility. Employees are eligible to participate in the Plan with Participant elective deferrals on the first day of the following month upon meeting the following eligibility conditions: (1) completed 30 days of service and (2) have attained age 18. Employees were also eligible for the Company’s discretionary matching contribution and the Company’s non-elective contribution on the first day of the following month upon meeting the following eligibility conditions: (1) completed one period of service, which is twelve months after the Participant’s date of hire and (2) have attained age 18. Generally, employees of acquired companies, who meet the eligibility conditions of the Plan, may participate immediately upon acquisition.
Contributions. Participants may contribute a fixed amount or a percentage of their annual compensation on a before-tax basis, provided the amounts do not exceed the annual limit imposed by the Internal Revenue Service (“IRS”). Such contributions are withheld by the Company from each Participant’s compensation and deposited with the Trustee to be applied to the appropriate fund in accordance with the Participant’s directives. Participants may roll over distributions from other plans and certain Individual Retirement Accounts to the Plan within 60 days of receipt of the distribution.
The Company provides a discretionary match to eligible Participants in the amount of 25% of the Participants’ contributions, up to 8% of their annual salary. The discretionary match is Participant directed and is deposited to the Participants’ account on a bi-weekly basis. At its sole discretion, the Company may make an additional non-elective contribution to Participants who are employed by the Company for one year and on the last day of the Plan year. There was no discretionary non-elective contribution made in 2017.
Participant and Company contributions made on behalf of highly compensated employees are limited pursuant to non-discrimination rules set forth in the Plan document and the applicable IRC.
5
MOBILE MINI, INC.
PROFIT SHARING PLAN AND TRUST
NOTES TO FINANCIAL STATEMENTS
As of and for the Years Ended December 31, 2017 and 2016
Note 1 – Plan Description (continued)
Participant Accounts. Separate accounts are maintained for each Participant. Each Participant’s 401(k) account is credited with the Participant’s contribution and rollovers, the Company’s matching contributions and any allocation of the Company’s discretionary non-elective contributions. Plan earnings are allocated to each Participant’s account in proportion to the average daily balance in each fund option. The benefit to which a Participant is entitled is the benefit that can be provided from the Participant’s vested account balance.
Vesting. Participants in the Plan are 100% vested at all times with respect to their own contributions to the Plan and the earnings thereon. With respect to Company contributions and the earnings on those contributions, the vesting schedule is based on each Participant’s length of employment with the Company, with 20% vesting per year of service increasing to 100% vested at the end of the fifth year of service.
Forfeitures. Upon a Participant’s termination, the unvested portion of the employer match contributions in the Participant’s account is forfeited. Forfeited non-vested accounts totaled $40,446 and $45,463 at December 31, 2017 and 2016, respectively. During 2017, $42,059 of forfeited non-vested accounts was used to pay administrative expenses.
Administration. The Plan is sponsored by the Company. Operating and administrative expenses incurred in the administration of the Plan are the responsibility of the Plan, unless assumed by the Company. Administrative expenses may be paid through forfeited unvested accounts.
Distributions. Vested benefits are distributed to Participants upon any of the following: (1) termination of employment with the Company; (2) retirement and in-service distributions upon or following age 59 1/2; (3) financial hardship as stipulated in the Plan provisions; or (4) disability or death. Vested benefits are distributed to Participants (or the designated beneficiary) in a lump-sum payment or installment payments. Distributions from the Plan will normally be taxed as ordinary income for income tax purposes, unless the Participant (or the designated beneficiary) elects to rollover his or her distributions into an Individual Retirement Account or another qualified employer plan.
Notes Receivable from Participants. The Plan allows Participants to obtain loans of their vested account balances, the amounts of which are subject to specific limitations set forth in the Plan loan policy and the IRC. Notes receivable from Participants as of December 31, 2017 and 2016 represent the aggregate amount of principal and accrued interest outstanding on such loans at each year end. The loans are secured by the vested balance in the Participant’s account. As of December 31, 2017, the term of loan repayments ranges up to fifteen years and loans bear interest between 4.25% and 5.50%. Principal and interest are paid ratably through payroll deductions.
6
MOBILE MINI, INC.
PROFIT SHARING PLAN AND TRUST
NOTES TO FINANCIAL STATEMENTS
As of and for the Years Ended December 31, 2017 and 2016
Note 1 – Plan Description (continued)
Amendment and Termination of the Plan. The Company anticipates that the Plan will continue without interruption; the Company, however, reserves the right to amend or terminate the Plan. No amendment or termination may deprive any person of rights accrued prior to the enactment of such an amendment or termination. No amendment shall permit any part of the assets of the Plan to revert to the Company or be used or diverted for purposes other than for the exclusive benefit of the Participants. If the Plan should be terminated or partially terminated, the amount in each Participant’s account as of the date of such termination (after proper adjustment for all expenses, earnings and allocations) becomes fully vested and non-forfeitable. Such amounts are distributable by the Trustee to the Participants.
Note 2 – Significant Accounting Policies
Method of Presentation. The accompanying financial statements have been prepared on the accrual basis of accounting in accordance with generally accepted accounting principles in the United States of America (“GAAP”). The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at December 31, 2017 and 2016 and the reported amounts of additions to and deductions from net assets for the year ended December 31, 2017. Actual results could differ from those estimates.
Risks and Uncertainties. The Plan invests in various investment securities. Investment securities are exposed to various risks such as interest rate, market and credit risks. Due to the general level of risk associated with certain investment securities, it is reasonably possible that changes in the values of investments could occur and that such changes could materially affect Participants’ account balances and the amounts reported in the statements of net assets available for benefits. These and other economic events may have a significant adverse impact on investment portfolios in the near term.
Investment Valuation. The Plan’s investments are stated at fair value and measured daily based on quoted market prices. Investments in the various investment funds are reported at fair value as measured by the Trustee based on net asset value of shares held by the Plan at year end.
Purchases and sales of securities are recorded on a trade-date basis. Dividends are recorded on the ex-dividend date. Interest income is recorded on the accrual basis.
Net Appreciation in Fair Value. The Plan presents in the Statement of Changes in Net Assets Available for Benefits the net appreciation in the fair value of its investments. Net appreciation includes the Plan’s gains and losses on investments bought and sold, as well as held during the year.
Benefits. Benefits are recorded when paid.
Impact of Recently Issued Accounting Standards. There were no recently issued accounting standards that impacted the Plan as of December 31, 2017.
7
MOBILE MINI, INC.
PROFIT SHARING PLAN AND TRUST
NOTES TO FINANCIAL STATEMENTS
As of and for the Years Ended December 31, 2017 and 2016
Note 3 – Fair Value Measurements
Financial Accounting Standards Board Accounting Standards Codification (“FASB ASC”) 820 Fair Value Measurement and Disclosures establishes a framework for measuring fair value. That framework provides a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy under FASB ASC 820 are described as follows:
| Level 1 | Inputs to the valuation methodology are unadjusted quoted prices for identical assets or liabilities in active markets that the Plan has the ability to access. | |
| Level 2 | Inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets; quoted prices for identical or similar assets or liabilities in inactive markets; inputs other than quoted prices that are observable for the asset or liability; inputs that are derived principally from or collaborated 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 and significant to the fair value measurement. | |
The asset’s or liability’s fair value measurement level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Valuation techniques maximize the use of observable inputs and minimize the use of unobservable inputs.
Following is a description of the valuation methodologies used for assets measured at fair value. There has been no changes to methodologies used at December 31, 2017 and 2016.
Common stock: Valued at the closing price reported on the active market on which the individual securities are traded.
Mutual funds: Valued at the Net Asset Value (“NAV”) of shares held by the Plan at year end based on readily determinable fair values.
Collective trust funds: The collective trust fund investments are valued at NAV per share, which is a practical expedient used to estimate the fair value of each respective fund. The investments underlying the collective trust fund include other publicly traded investment funds and are valued at the respective fund’s NAV. The collective trust fund does not have a finite life, unfunded commitments, or significant restrictions on redemptions. Accordingly, these investments have been excluded from the fair value hierarchy.
8
MOBILE MINI, INC.
PROFIT SHARING PLAN AND TRUST
NOTES TO FINANCIAL STATEMENTS
As of and for the Years Ended December 31, 2017 and 2016
Note 3 – Fair Value Measurements (continued)
The preceding methods may produce a fair value calculation that may not be indicative of the net realizable value or reflective of future fair value. Furthermore, although the Plan believes its valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different fair value measurement at the reporting date.
The carrying amounts of cash, receivables, and excess employee deferrals approximate fair values based on their short-term nature.
The following table sets forth by level, within the fair value hierarchy, the Plan’s investments.
| Investments at Fair Value as of December 31, 2017 | ||||||||||||||||
| Level 1 | Level 2 | Level 3 | Total | |||||||||||||
| Common stock: |
||||||||||||||||
| Mobile Mini, Inc. Common Stock |
$ | 1,592,623 | $ | — | $ | — | $ | 1,592,623 | ||||||||
| Mutual funds |
4,118,817 | — | — | 4,118,817 | ||||||||||||
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|
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| Total investments in fair value hierarchy |
5,711,440 | — | — | 5,711,440 | ||||||||||||
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|
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| Collective trust funds |
— | — | — | 19,545,761 | ||||||||||||
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| Total investments |
$ | 5,711,440 | $ | — | $ | — | $ | 25,257,201 | ||||||||
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| Investments at Fair Value as of December 31, 2016 | ||||||||||||||||
| Level 1 | Level 2 | Level 3 | Total | |||||||||||||
| Common stock: |
||||||||||||||||
| Mobile Mini, Inc. Common Stock |
$ | 1,511,229 | $ | — | $ | — | $ | 1,511,229 | ||||||||
| Mutual funds |
18,557,412 | — | — | 18,557,412 | ||||||||||||
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|||||||||
| Total investments in fair value hierarchy |
20,068,641 | — | — | 20,068,641 | ||||||||||||
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| Collective trust funds |
— | — | — | 714,512 | ||||||||||||
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| Total investments |
$ | 20,068,641 | $ | — | $ | — | $ | 20,783,153 | ||||||||
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9
MOBILE MINI, INC.
PROFIT SHARING PLAN AND TRUST
NOTES TO FINANCIAL STATEMENTS
As of and for the Years Ended December 31, 2017 and 2016
Note 4 – Excess Employee Deferrals
The Plan failed to meet non-discrimination tests in accordance with the IRS regulations during the 2017 and 2016 Plan years, and it was determined certain Participants would be refunded a portion of their contributions. The refunds accrued at December 31, 2017 and 2016 and refunded in 2018 and 2017 were $6,548 and $14,581, respectively.
Note 5 – Tax Status of the Plan
The Plan is a non-standardized prototype plan developed by the Plan Sponsor of the Plan. The Plan obtained its latest opinion letter on March 31, 2008, in which the IRS stated that the Plan, as then designed, was in compliance with the applicable requirements of the IRC. The Plan has been amended since receiving the opinion letter consisting primarily of changes resulting from changes in regulations. However, the Plan administrator and the Plan’s tax counsel believe that the Plan is currently designed and being operated in compliance with the applicable requirements of the IRC and that the Plan was qualified and the related trust remains tax-exempt at December 31, 2017. Accordingly, no provision for income taxes has been made in the accompanying financial statements.
Note 6 – Parties in Interest
Certain investments of the Plan are shares of funds managed by the Trustee. In addition, the Plan holds an investment in the Company’s common stock. These transactions are considered exempt party-in-interest transactions. Of the total administrative fees of $113,646, $71,686 was paid to the Trustee and is considered exempt party-in-interest transactions. In addition, $41,960 was paid to First Western Trust for investment advisory fees, and are not considered party-in-interest transactions.
Note 7 – Delinquent Participant Contributions
The Department of Labor’s Regulation 29 CFR 2510.3-102 requires defined contribution plans to remit plan assets as of the earliest date on which such contributions or repayments can reasonably be segregated from the Company’s general assets, but in no event, later than the 15th business day of the month following the month in which the participant contribution or loan repayment amounts are withheld. For the year ended December 31, 2017 and 2016, the Company failed to remit certain Participant contributions and loan repayments to the Plan in a timely manner, thus constituting non-exempt transactions between the Plan and the Company, as reported on Schedule H, line 4(a); Schedule of Delinquent Participant Contributions (“Schedule H, line 4(a)”).
Delinquent Participant contributions in the amount of $89,980 for the 2017 Plan year were remitted to the Plan on various dates in 2017, in addition to any lost earnings. Additionally, $847 and $12,475 of delinquent Participant contributions were not remitted to the Plan as of December 31, 2017 and 2016, respectively, and were thus included in contributions receivable on the Statements of Net Assets Available for Benefits. These delinquent contributions, including any lost earnings, were remitted to the plan in 2018 and 2017, respectively, and are reflected in Schedule H, line 4(a).
10
MOBILE MINI, INC.
PROFIT SHARING PLAN AND TRUST
NOTES TO FINANCIAL STATEMENTS
As of and for the Years Ended December 31, 2017 and 2016
Note 8 – Subsequent Events
Plan management has evaluated subsequent events through the date the financial statements of the Plan were issued.
11
12
MOBILE MINI, INC.
PROFIT SHARING PLAN AND TRUST
Employer Identification Number 86-0748362
Plan Number 001
Schedule H, line 4(a); Schedule of Delinquent Participant Contributions
For the year ended December 31, 2017
| Total that Constitutes Nonexempt Prohibited Transactions |
||||||||||||||||||||||||||||
| Payroll Date | Fund Date | Participant Contributions Transferred Late to Plan |
Check Here if Late Participant Loan Repayments are included: |
Contributions Not Corrected |
Contributions Corrected Outside VFCP |
Contributions Pending Correction in VFCP |
Total Fully Corrected Under VFCP and PTE 2002-51 |
|||||||||||||||||||||
| 06/20/2016 | 05/31/2017 | $ | 29 | ☐ | $ | 29 | ||||||||||||||||||||||
| 06/22/2016 | 05/31/2017 | 9 | ☐ | 9 | ||||||||||||||||||||||||
| 07/05/2016 | 05/31/2017 | 7 | ☐ | 7 | ||||||||||||||||||||||||
| 07/05/2016 | 06/09/2017 | 44 | ☐ | 44 | ||||||||||||||||||||||||
| 07/07/2016 | 06/09/2017 | 56 | ☐ | 56 | ||||||||||||||||||||||||
| 07/15/2016 | 06/09/2017 | 23 | ☐ | 23 | ||||||||||||||||||||||||
| 07/18/2016 | 05/31/2017 | 38 | ☐ | 38 | ||||||||||||||||||||||||
| 07/19/2016 | 05/31/2017 | 6 | ☐ | 6 | ||||||||||||||||||||||||
| 07/28/2016 | 05/31/2017 | 2,941 | ☐ | 2,941 | ||||||||||||||||||||||||
| 07/29/2016 | 05/31/2017 | 1,950 | ☐ | 1,950 | ||||||||||||||||||||||||
| 08/02/2016 | 05/31/2017 | 1,849 | ☐ | 1,849 | ||||||||||||||||||||||||
| 08/12/2016 | 06/09/2017 | 2 | ☐ | 2 | ||||||||||||||||||||||||
| 08/17/2016 | 05/31/2017 | 60 | ☐ | 60 | ||||||||||||||||||||||||
| 08/18/2016 | 05/31/2017 | 489 | ☐ | 489 | ||||||||||||||||||||||||
| 08/19/2016 | 06/09/2017 | 2 | ☐ | 2 | ||||||||||||||||||||||||
| 08/26/2016 | 05/31/2017 | 600 | ☐ | 600 | ||||||||||||||||||||||||
| 09/12/2016 | 06/09/2017 | 446 | ☐ | 446 | ||||||||||||||||||||||||
| 09/16/2016 | 05/31/2017 | 714 | ☐ | 714 | ||||||||||||||||||||||||
| 09/23/2016 | 05/31/2017 | 75 | ☐ | 75 | ||||||||||||||||||||||||
| 09/28/2016 | 06/09/2017 | 36 | ☐ | 36 | ||||||||||||||||||||||||
| 10/07/2016 | 05/31/2017 | 155 | ☐ | 155 | ||||||||||||||||||||||||
| 10/07/2016 | 06/09/2017 | 388 | ☐ | 388 | ||||||||||||||||||||||||
| 10/11/2016 | 05/31/2017 | 1,671 | ☐ | 1,671 | ||||||||||||||||||||||||
| 10/12/2016 | 05/31/2017 | 74 | ☐ | 74 | ||||||||||||||||||||||||
| 10/28/2016 | 05/31/2017 | 50 | ☐ | 50 | ||||||||||||||||||||||||
13
MOBILE MINI, INC.
PROFIT SHARING PLAN AND TRUST
Employer Identification Number 86-0748362
Plan Number 001
Schedule H, line 4(a); Schedule of Delinquent Participant Contributions
For the year ended December 31, 2017
| Total that Constitutes Nonexempt Prohibited Transactions |
||||||||||||||||||||||||||||
| Payroll Date | Fund Date | Participant Contributions Transferred Late to Plan |
Check Here if Late Participant Loan Repayments are included: |
Contributions Not Corrected |
Contributions Corrected Outside VFCP |
Contributions Pending Correction in VFCP |
Total Fully Corrected Under VFCP and PTE 2002-51 |
|||||||||||||||||||||
| 11/04/2016 | 06/09/2017 | 52 | ☐ | 52 | ||||||||||||||||||||||||
| 11/08/2016 | 05/31/2017 | 270 | ☐ | 270 | ||||||||||||||||||||||||
| 11/09/2016 | 05/31/2017 | 10 | ☐ | 10 | ||||||||||||||||||||||||
| 11/21/2016 | 05/31/2017 | 13 | ☐ | 13 | ||||||||||||||||||||||||
| 11/23/2016 | 06/09/2017 | 349 | ☐ | 349 | ||||||||||||||||||||||||
| 12/02/2016 | 06/09/2017 | 16 | ☐ | 16 | ||||||||||||||||||||||||
| 12/07/2016 | 06/09/2017 | 35 | ☐ | 35 | ||||||||||||||||||||||||
| 12/16/2016 | 05/31/2017 | 2 | ☐ | 2 | ||||||||||||||||||||||||
| 12/27/2016 | 05/31/2017 | 14 | ☐ | 14 | ||||||||||||||||||||||||
| 01/05/2017 | 01/26/2017 | 99 | ☐ | 99 | ||||||||||||||||||||||||
| 07/07/2017 | 08/07/2017 | 2,237 | ☐ | 2,237 | ||||||||||||||||||||||||
| 07/14/2017 | 08/07/2017 | 2,056 | ☐ | 2,056 | ||||||||||||||||||||||||
| 08/04/2017 | 08/28/2017 | 380 | ☐ | 380 | ||||||||||||||||||||||||
| 08/04/2017 | 09/25/2017 | 85,208 | ☐ | 85,208 | ||||||||||||||||||||||||
| 09/01/2017 | 06/26/2018 | 847 | ☐ | 847 | ||||||||||||||||||||||||
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| Total | $ | 103,302 | $ | 847 | $ | 102,455 | $ | — | $ | — | ||||||||||||||||||
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14
MOBILE MINI, INC.
PROFIT SHARING PLAN AND TRUST
Employer Identification Number 86-0748362
Plan Number 001
Schedule H, line 4(i); Schedule of Assets (Held at End of Year)
As of December 31, 2017
| (a) |
(b) Identity of issue, borrower, lessor, or |
(c) Description of investment, including maturity date,
interest |
(d) Cost |
(e) Current Value |
||||||||
| Collective trust funds |
||||||||||||
| Principal |
Principal Lifetime Hybrid Target 2010 |
*** | $ | 27,347 | ||||||||
| Principal |
Principal Lifetime Hybrid Target 2015 |
*** | 703,487 | |||||||||
| Principal |
Principal Lifetime Hybrid Target 2020 |
*** | 1,239,843 | |||||||||
| Principal |
Principal Lifetime Hybrid Target 2025 |
*** | 4,001,141 | |||||||||
| Principal |
Principal Lifetime Hybrid Target 2030 |
*** | 2,822,243 | |||||||||
| Principal |
Principal Lifetime Hybrid Target 2035 |
*** | 4,409,795 | |||||||||
| Principal |
Principal Lifetime Hybrid Target 2040 |
*** | 1,539,631 | |||||||||
| Principal |
Principal Lifetime Hybrid Target 2045 |
*** | 2,775,608 | |||||||||
| Principal |
Principal Lifetime Hybrid Target 2050 |
*** | 928,706 | |||||||||
| Principal |
Principal Lifetime Hybrid Target 2055 |
*** | 145,641 | |||||||||
| Principal |
Principal Lifetime Hybrid Target 2060 |
*** | 12,462 | |||||||||
| * | Wells Fargo |
Wells Fargo Stable Return Fund N |
*** | 939,857 | ||||||||
|
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|
|||||||||||
| Total collective trust funds |
19,545,761 | |||||||||||
|
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| Mutual funds |
||||||||||||
| American Beacon |
American Beacon Bridgeway Lg Cp Val Inst |
*** | 238,511 | |||||||||
| American Beacon |
American Beacon Small Cap Value I |
*** | 76,886 | |||||||||
| Lazard |
Lazard International Strategic Eq Instl |
*** | 160,753 | |||||||||
| Massachusetts Mutual |
MassMutual Select Blue Chip Growth I |
*** | 599,276 | |||||||||
| Massachusetts Mutual |
MassMutual Select Mid Cap Gr Eq II I |
*** | 242,943 | |||||||||
| MFS |
MFS Mid Cap Value R6 |
*** | 229,402 | |||||||||
| Oppenheimer |
Oppenheimer Developing Markets Y |
*** | 93,132 | |||||||||
| Principal |
Principal Real Estate Securities Inst |
*** | 145,841 | |||||||||
| Principal |
Principal SmallCap Growth I Inst |
*** | 92,459 | |||||||||
| Principal |
Principle Lifetime Hybrid Income Y |
*** | 13,286 | |||||||||
| TCW |
Metropolitan West Total Return Bond I |
*** | 224,515 | |||||||||
| Vanguard |
Vanguard 500 Index Admiral |
*** | 795,842 | |||||||||
| Vanguard |
Vanguard Mid-Cap Index Adm |
*** | 381,071 | |||||||||
| Vanguard |
Vanguard Small Cap Index Adm |
*** | 369,108 | |||||||||
| Vanguard |
Vanguard Total Bond Market Index Admiral |
*** | 315,822 | |||||||||
| Vanguard |
Vanguard Total Intl Stock Index Admiral |
*** | 87,679 | |||||||||
| * | Wells Fargo |
Wells Fargo Government Money Market Fund |
*** | 52,291 | ||||||||
|
|
|
|||||||||||
| Total mutual funds |
4,118,817 | |||||||||||
|
|
|
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| ** | Mobile Mini, Inc. |
Common stock of Plan Sponsor |
*** | 1,592,623 | ||||||||
| Notes receivable from participants |
Interest rates ranging from 4.25% to 5.50%, maturity dates through January 2032, and collateralized by the participant’s account balance. |
-0- | 594,137 | |||||||||
|
|
|
|||||||||||
| 25,851,338 | ||||||||||||
|
|
|
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| * | Indicates a party-in-interest to the Plan for which statutory exemptions exist. |
| ** | Investment qualifies as a party-in-interest to the Plan. |
| *** | Investments are participant directed, therefore, disclosure of cost is not required. |
15
SIGNATURE
The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934, the Plan Administrator has duly caused this Annual Report to be signed on its behalf by the undersigned hereunto duly authorized.
| MOBILE MINI, INC. PROFIT SHARING PLAN AND TRUST | ||||||||
| June 28, 2018 | By: | /s/ Chad Ainsworth | ||||||
| Chad Ainsworth Vice President, Chief Accounting Officer of Mobile Mini, Inc. | ||||||||
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