FTC Statement Regarding WillScot’s Decision to Abandon Proposed $3.8 Billion Acquisition of Competitor McGrath RentCorp

Phoenix, Arizona-based WillScot Holdings Corporation (WillScot) today announced that it is abandoning its proposed acquisition of McGrath RentCorp (McGrath). Under the merger agreement, which the companies publicly disclosed on January 29, 2024, WillScot agreed to acquire McGrath, a leading business-to-business rental company based in Livermore, California, for $3.8 billion. WillScot and McGrath are two of the largest modular and portable storage rental companies nationally and in many local markets throughout the United States.

On February 22, 2024, McGrath announced that both it and WillScot had received second requests for additional information from the FTC in connection with the agency’s review of the proposed acquisition.

In response to WillScot’s decision to abandon the merger, FTC Bureau of Competition Director Henry Liu issued the following statement:

“Strong competition in the markets for modular and portable storage solutions is essential to ensuring low prices and high levels of product quality and customer service for businesses and school districts nationwide. The FTC is pleased that WillScot has announced that it is terminating its proposed deal to acquire McGrath RentCorp in the face of a potential Commission challenge. FTC staff worked tirelessly to investigate the potential impacts of the proposed acquisition and found that customers in the construction, retail, education, and many other industries will benefit from continued competition between these two companies in markets across the country.”