0001104659-21-068363.txt : 20210517 0001104659-21-068363.hdr.sgml : 20210517 20210517183508 ACCESSION NUMBER: 0001104659-21-068363 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210513 FILED AS OF DATE: 20210517 DATE AS OF CHANGE: 20210517 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Robertson Stephen CENTRAL INDEX KEY: 0001409360 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37552 FILM NUMBER: 21933081 MAIL ADDRESS: STREET 1: 20 BENTINCK STREET CITY: LONDON STATE: X0 ZIP: W1U 2EU ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: WillScot Mobile Mini Holdings Corp. CENTRAL INDEX KEY: 0001647088 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MISCELLANEOUS EQUIPMENT RENTAL & LEASING [7350] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 4646 E. VAN BUREN STREET STREET 2: SUITE 400 CITY: PHOENIX STATE: AZ ZIP: 85008 BUSINESS PHONE: 480-894-6311 MAIL ADDRESS: STREET 1: 4646 E. VAN BUREN STREET STREET 2: SUITE 400 CITY: PHOENIX STATE: AZ ZIP: 85008 FORMER COMPANY: FORMER CONFORMED NAME: WillScot Corp DATE OF NAME CHANGE: 20171130 FORMER COMPANY: FORMER CONFORMED NAME: Double Eagle Acquisition Corp. DATE OF NAME CHANGE: 20150814 FORMER COMPANY: FORMER CONFORMED NAME: Double Eagle Acquisitions Corp. DATE OF NAME CHANGE: 20150706 4 1 tm2116665-2_4seq1.xml OWNERSHIP DOCUMENT X0306 4 2021-05-13 0 0001647088 WillScot Mobile Mini Holdings Corp. WSC 0001409360 Robertson Stephen 4646 E. VAN BUREN STREET, SUITE 400 PHOENIX AZ 85008 1 0 1 0 Common stock, par value $0.0001 per share 2021-05-13 4 X 0 2425000 11.50 A 44838058 I See footnotes Common stock, par value $0.0001 per share 2021-05-13 4 S 0 948200 29.41 D 43889858 I See footnotes Private Placement Warrants 5.75 2021-05-13 4 X 0 4850000 0 D Common Stock, par value $0.0001 per share 2425000 0 I See footnotes Pursuant to the Warrant Agreement dated as of September 10, 2015, on May 12, 2021, Sapphire Holding S.a.r.l ("Sapphire") exercised warrants to purchase 2,425,000 shares of the Issuer's common stock, par value $0.0001 per share ("Common Stock"), for $11.50 per share. Sapphire paid the exercise price on a cashless basis, resulting in the Issuer withholding 948,200 shares of Common Stock otherwise issuable by exercise of the warrant to pay the exercise price, and issuing to Sapphire the remaining 1,476,800 shares of Common Stock. Includes 100,000 shares of Common Stock owned directly by the Reporting Person. The remaining shares of Common Stock beneficially owned are held by Sapphire. As sole shareholder of Sapphire, TDR Capital II Holdings L.P. may be deemed the beneficial owner of such shares of Common Stock held by Sapphire. As manager of TDR Capital II Holdings L.P., TDR Capital LLP may be deemed the beneficial owner of such shares of Common Stock held by Sapphire. As founding partners of TDR Capital LLP, Stephen Robertson and Manjit Dale may be deemed the beneficial owners of such shares of Common Stock held by Sapphire. Each of TDR Capital II Holdings L.P., TDR Capital LLP, Stephen Robertson and Manjit Dale may be deemed to be the beneficial owner of all or a portion of the securities reported herein. As sole shareholder of Sapphire, TDR Capital II Holdings L.P. may be deemed the beneficial owner of such shares of Common Stock held by Sapphire. As manager of TDR Capital II Holdings L.P., TDR Capital LLP may be deemed the beneficial owners of such shares of Common Stock held by Sapphire. As founding partners of TDR Capital LLP, Stephen Robertson and Manjit Dale may be deemed the beneficial owners of such shares of Common Stock held by Sapphire. Each of TDR Capital II Holdings L.P., TDR Capital LLP, Stephen Robertson and Manjit Dale (the "Reporting Persons") may be deemed to be the beneficial owner of all or a portion of the securities reported herein. Each of the Reporting Persons disclaims beneficial ownership of the securities of the Issuer, except to the extent of his pecuniary interest therein. The filing of this report shall not be deemed an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended or otherwise, the Reporting Persons are the beneficial owners of any of the securities reported herein. The Private Placement Warrants became exercisable on December 29, 2017 and expire at 5pm, New York City time, on November 29, 2022, or earlier upon redemption or liquidation. Sapphire, TDR Capital II Holdings L.P., TDR Capital LLP and Manjit Dale are jointly filing a separate Form 4 disclosing his beneficial ownership interest in the Common Stock, which was submitted on the Securities and Exchange Commission's EDGAR system on or about the date hereof. /s/ Stephen Robertson 2021-05-17