Custom Truck One Source Enters Material Definitive Agreement

TL;DR

CTOS just signed a big deal, likely involving debt or financing.

AI Summary

On August 9, 2024, Custom Truck One Source, Inc. entered into a material definitive agreement related to a direct financial obligation. The company, formerly known as NESCO Holdings, Inc. and Capitol Investment Corp. IV, is incorporated in Delaware and headquartered in Kansas City, Missouri.

Why It Matters

This filing indicates a significant financial transaction or obligation for Custom Truck One Source, Inc., which could impact its financial standing and future operations.

Risk Assessment

Risk Level: medium — Entering into material definitive agreements, especially those involving financial obligations, can introduce financial risks and uncertainties for a company.

Key Players & Entities

• Custom Truck One Source, Inc. (company) — Registrant
• August 9, 2024 (date) — Date of earliest event reported
• NESCO Holdings, Inc. (company) — Former company name
• Capitol Investment Corp. IV (company) — Former company name
• Delaware (jurisdiction) — State of incorporation
• Kansas City, Missouri (location) — Principal business address

FAQ

Key Financial Figures

• $0.0001 — ange on which registered Common Stock, $0.0001 par value CTOS New York Stock Exchange
• $750,000,000 — mount of the revolving commitments from $750,000,000 to $950,000,000, (ii) modifies certain
• $950,000,000 — olving commitments from $750,000,000 to $950,000,000, (ii) modifies certain financial thresh

Filing Documents

• ctos-20240809.htm (8-K) — 32KB
• ctosablamend3-81224ex101.htm (EX-10.1) — 109KB
• 0001709682-24-000060.txt ( ) — 275KB
• ctos-20240809.xsd (EX-101.SCH) — 2KB
• ctos-20240809_lab.xml (EX-101.LAB) — 21KB
• ctos-20240809_pre.xml (EX-101.PRE) — 12KB
• ctos-20240809_htm.xml (XML) — 3KB

01. Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement. On August 9, 2024, NESCO Holdings II, Inc. (the "Borrower"), an indirect subsidiary of Custom Truck One Source, Inc. (the "Company"), along with certain other indirect subsidiaries of the Company entered into an amendment (the "ABL Amendment") to its existing Revolving Credit Agreement, dated as of April 1, 2021 (as previously amended, supplemented or modified, including by the ABL Amendment, the "Credit Agreement"), among the Borrower, as borrower, Capitol Investment Merger Sub 2, LLC, as holdings, Bank of America, N.A., as administrative agent and collateral agent, and certain lenders party thereto. Among other things, the ABL Amendment (i) increases the aggregate amount of the revolving commitments from $750,000,000 to $950,000,000, (ii) modifies certain financial thresholds and negative covenants, (iii) extends the maturity date from April 1, 2026 to August 9, 2029, or, if earlier, the date that is 91 days prior to the maturity date of the Borrower's existing senior notes or any debt that refinances such existing notes, (iv) adds a leverage based step-down to the pricing grid otherwise based on Average Availability (as defined in the Credit Agreement) and (v) replaces the CDOR Rate provisions with Term CORRA provisions (each as defined in the Credit Agreement) as the benchmark rate for term rate loans denominated in Canadian Dollars. The foregoing description of the ABL Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the ABL Amendment, which is filed herewith as Exhibit 10.1 and is incorporated herein by reference. Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information set forth above under Item 1.01 is incorporated herein by reference.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 10.1* Amendment No. 3 to Revolving Credit Agreement, dated as of August 9, 2024, by and among Capitol Investment Merger Sub 2, LLC, NESCO Holdings II, Inc., certain other credit parties party thereto, the lenders and other financial institutions party thereto and Bank of America, N.A., as administrative agent and collateral agent 104 Cover Page Interactive Data File (embedded within the Inline XBRL document and contained in Exhibit 101) *Certain schedules and exhibits to this Exhibit have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The Company agrees to provide a copy of any omitted schedule or exhibit to the SEC or its staff upon request. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: August 12, 2024 Custom Truck One Source, Inc. /s/ Christopher J. Eperjesy Christopher J. Eperjesy Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR