WillScot Holdings Corp. Enters and Terminates Agreements
Ticker: WSC · Form: 8-K · Filed: Sep 18, 2024 · CIK: 1647088
| Field | Detail |
|---|---|
| Company | Willscot Holdings Corp (WSC) |
| Form Type | 8-K |
| Filed Date | Sep 18, 2024 |
| Risk Level | medium |
| Pages | 3 |
| Reading Time | 3 min |
| Key Dollar Amounts | $0.0001, $180,000,000 |
| Sentiment | neutral |
Sentiment: neutral
Topics: material-definitive-agreement, agreement-termination
TL;DR
WillScot just signed a big deal and also ended one. Details TBD.
AI Summary
On September 17, 2024, WillScot Holdings Corp. entered into a Material Definitive Agreement and also terminated a Material Definitive Agreement. The filing does not provide specific details on the nature of these agreements or any associated dollar amounts.
Why It Matters
This filing indicates significant changes in WillScot's contractual relationships, which could impact its operations and financial standing.
Risk Assessment
Risk Level: medium — The entry into and termination of material definitive agreements can signal significant strategic shifts or potential disruptions for the company.
Key Players & Entities
- WillScot Holdings Corp. (company) — Registrant
- September 17, 2024 (date) — Date of earliest event reported
- September 18, 2024 (date) — Date of report
FAQ
What was the nature of the Material Definitive Agreement entered into by WillScot Holdings Corp. on September 17, 2024?
The filing does not specify the nature of the Material Definitive Agreement entered into on September 17, 2024.
What was the nature of the Material Definitive Agreement terminated by WillScot Holdings Corp. on September 17, 2024?
The filing does not specify the nature of the Material Definitive Agreement terminated on September 17, 2024.
Are there any financial implications mentioned in the filing regarding the new agreement or the terminated agreement?
No specific dollar amounts or financial implications are detailed in this filing concerning the agreements.
What is the primary business of WillScot Holdings Corp.?
WillScot Holdings Corp. is in the business of Miscellaneous Equipment Rental & Leasing.
When was the earliest event reported in this 8-K filing?
The earliest event reported in this 8-K filing occurred on September 17, 2024.
Filing Stats: 765 words · 3 min read · ~3 pages · Grade level 12.4 · Accepted 2024-09-18 08:02:47
Key Financial Figures
- $0.0001 — ch registered Common stock, par value $0.0001 per share WSC The Nasdaq Capital Market
- $180,000,000 — rath in the previously agreed amount of $180,000,000 (the "Termination Fee") within three bu
Filing Documents
- wsc-20240917.htm (8-K) — 31KB
- ex101-terminationagreement.htm (EX-10.1) — 39KB
- ex991-pressrelease_09182024.htm (EX-99.1) — 10KB
- willscotlogoa.jpg (GRAPHIC) — 39KB
- wsc-20240917_g1.jpg (GRAPHIC) — 39KB
- 0001647088-24-000149.txt ( ) — 360KB
- wsc-20240917.xsd (EX-101.SCH) — 2KB
- wsc-20240917_lab.xml (EX-101.LAB) — 22KB
- wsc-20240917_pre.xml (EX-101.PRE) — 13KB
- wsc-20240917_htm.xml (XML) — 3KB
01 Entry Into a Material Definitive Agreement
Item 1.01 Entry Into a Material Definitive Agreement The disclosure set forth below under Item 1.02 of this Current Report on Form 8-K is incorporated by reference herein.
02 Termination of a Material Definitive Agreement
Item 1.02 Termination of a Material Definitive Agreement As previously disclosed, on January 28, 2024, WillScot Holdings Corporation (the "Company") entered into an Agreement and Plan of Merger (the "Merger Agreement") by and among the Company, Brunello Merger Sub I, Inc., a California corporation and wholly owned subsidiary of the Company ("Merger Sub I"), Brunello Merger Sub II, LLC, a Delaware limited liability company and wholly owned subsidiary of the Company ("Merger Sub II"), and McGrath RentCorp., a California Corporation ("McGrath"), pursuant to which the Company agreed to acquire McGrath on the terms and subject to the conditions therein. On September l7, 2024, the Company and McGrath entered into a mutual termination agreement effective as of such date (the "Termination Agreement") pursuant to which they mutually agreed to terminate the Merger Agreement. The mutual termination of the Merger Agreement was approved by the Company's and McGrath's respective Boards of Directors. As contemplated by Section 10.4 of the Merger Agreement in connection with its termination, the Company will make a cash payment to McGrath in the previously agreed amount of $180,000,000 (the "Termination Fee") within three business days following the date of the Termination Agreement. The foregoing description of the Merger Agreement and the Termination Agreement does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Merger Agreement, which was previously filed as Exhibit 2.1 to our Current Report on Form 8K/A on January 29, 2024, and the full text of the Termination Agreement, which is attached hereto as Exhibit 10.1 and incorporated by reference herein.
01 Other Information
Item 8.01 Other Information On September l8, 2024, the Company issued a press release announcing the mutual termination of the Merger Agreement, among other things. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein.
Financial Statements and Exhibits
Financial Statements and Exhibits (d) Exhibits Exhibit No. Exhibit Description 10.1 Termination Agreement, dated as of September 17, 2024, by and among WillScot Holdings Corporation, Brunello Merger Sub I, Inc., Brunello Merger Sub II, LLC and McGrath RentCorp 99.1 Press Release dated September 18, 2024 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized. WillScot Holdings Corporation Dated: September 18, 2024 By: /s/ Hezron Timothy Lopez Name: Hezron Timothy Lopez Title: Executive Vice President, Chief Legal & Compliance Officer & ESG