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(State or other jurisdiction of incorporation)
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(Commission File Number)
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(I.R.S. Employer Identification No.)
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Item 1.01 |
Entry into a Material Definitive Agreement.
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Year
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Redemption Price
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2026
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103.688
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%
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2027
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101.844
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%
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2028 and thereafter
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100.000
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%
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• |
default in the payment when due of the principal of, or premium, if any, on the Notes;
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• |
default for 30 days in the payment when due of interest on the Notes;
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• |
failure by WSI to comply with its obligations to offer to purchase or purchase notes when required pursuant to the change of control or asset sale provisions of the Indenture or its failure to comply with the covenant relating to merger,
consolidation or sale of assets;
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• |
any Note Guarantee (as defined in the Indenture) of any Significant Subsidiary (as defined in the Indenture) (or any group of Restricted Subsidiaries (as defined in the Indenture) that, taken together, would constitute a Significant
Subsidiary) is held to be unenforceable or invalid in a judicial proceeding or is denied or disaffirmed by any person acting on behalf of any Guarantor;
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• |
failure by WSI for 120 days after notice to comply with its reporting obligations under the Indenture;
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• |
failure by WSI for 60 days after notice to comply with any of the other agreements in the Indenture;
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• |
payment defaults with respect to other indebtedness of WSI and any of its Restricted Subsidiaries and certain accelerations with respect to other indebtedness of WSI and its Restricted Subsidiaries in the aggregate principal amount of
100.0 million or more;
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• |
failure by WSI or any Restricted Subsidiary that is a Significant Subsidiary (or any group of Restricted Subsidiaries that, taken together, would constitute a Significant Subsidiary) to pay certain final judgments aggregating in excess
of $100.0 million, which are not covered by indemnities or third-party insurance, which judgments are not paid, discharged, vacated or stayed for a period of 60 consecutive days; and
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• |
certain events of bankruptcy or insolvency with respect to WSI or any Restricted Subsidiary that is a Significant Subsidiary (or any group of Restricted Subsidiaries that, taken together, would constitute a Significant Subsidiary).
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Item 2.03 |
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
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Item 9.01 |
Financial Statements and Exhibits
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(d) |
Exhibits.
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Exhibit No.
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Description
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Indenture, dated as of September 25, 2023, by and among WSI, the Guarantors and Deutsche Bank Trust Company Americas, as trustee.
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104
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Cover Page Interactive Data File (embedded within the Inline XBRL document)
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WillScot Mobile Mini Holdings Corp.
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Date: September 28, 2023
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By:
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/s/ Hezron Timothy Lopez
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Name: Hezron Timothy Lopez
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Title: Executive Vice President, Chief Legal & Compliance Officer & ESG
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