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WillScot Mobile Mini Holdings Announces Pricing of $500 Million Senior Secured Notes Offering

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WillScot Mobile Mini Holdings has announced the pricing of a $500 million senior secured notes offering through its subsidiary, Williams Scotsman. The notes, carrying a 6.625% interest rate, are due in 2029 and were priced at 100% of their face value. The offering is expected to close around June 28, 2024, subject to customary conditions. The proceeds will be used to repay $493.5 million of the company's existing ABL credit facility and cover related fees and expenses. The notes are offered to qualified institutional buyers and international investors, in compliance with Rule 144A and Regulation S under the Securities Act of 1933.

Positive
  • Offering of $500 million senior secured notes indicates strong investor interest.
  • Interest rate of 6.625% is competitive for this type of offering.
  • Proceeds will repay $493.5 million of existing debt, reducing financial liabilities.
  • Notes were priced at 100% of face value, reflecting market confidence.
Negative
  • High interest rate of 6.625% could increase financial burden over time.
  • The offering is to qualified institutional buyers and international investors, reducing liquidity.
  • Relies on customary closing conditions, which could introduce uncertainties.

Insights

The pricing of $500 million in senior secured notes at a rate of 6.625% is a significant development for WillScot Mobile Mini Holdings Corp. This move is a strategic step to refinance its existing debt, specifically the $493.5 million in borrowings under the ABL credit facility. By opting for senior secured notes, the company is choosing a structured debt instrument that provides investors with a higher claim on assets in the event of liquidation. This indicates a calculated approach to manage interest expenses and reduce financial risk.

While the interest rate of 6.625% might seem high relative to current market rates, it’s important to consider the company's current debt profile and the benefits of refinancing. The issuance at 100% face value suggests strong demand and confidence from institutional buyers. However, investors should also weigh the cost of this high-interest debt against the potential savings from paying off the existing credit facility. The move should improve the company's liquidity position in the short term, providing greater financial flexibility.

In the long term, the company’s ability to service this debt will be crucial. If WillScot can maintain or improve its revenue streams and overall profitability, this refinancing could lead to a healthier balance sheet. Conversely, if the company faces downturns, the high-interest payments could strain its finances.

For a company in the temporary flexible space solutions industry, securing a substantial sum through senior secured notes is a testament to market confidence in its business model and growth prospects. The targeted use of proceeds to refinance existing debt indicates a focus on optimizing financial structures rather than expansion or new investments. This decision could be seen as a conservative but prudent move, ensuring the company remains on firm financial footing.

The timing of this issuance is also noteworthy. As we approach a period where interest rates may rise, locking in current rates can be advantageous. The fact that the notes will mature in 2029 suggests the company is looking at a mid-term horizon to stabilize its finances and possibly set the stage for future expansion. Additionally, the issuance under Rule 144A to qualified institutional buyers indicates a targeted approach, catering to investors with a robust understanding of high-yield debt instruments.

Retail investors should note that while this move does not directly impact them, it reflects positively on the company’s strategic financial management. It signals a commitment to strengthening the balance sheet and potentially improving credit ratings, which could have favorable long-term implications for stock performance.

PHOENIX, June 13, 2024 (GLOBE NEWSWIRE) -- WillScot Mobile Mini Holdings Corp. (“WillScot Mobile Mini” or the “Company”) (Nasdaq: WSC), a leader in innovative temporary flexible space solutions, today announced that its indirect subsidiary, Williams Scotsman, Inc. (“WSI”), has priced its offering of $500 million aggregate principal amount of 6.625% senior secured notes due 2029 (the “Notes”). The Notes were priced at 100.000% of their face value. The closing of the offering of the Notes is expected to occur on or about June 28, 2024, subject to customary closing conditions.

WSI intends to use the net proceeds of the offering to repay approximately $493.5 million of outstanding borrowings under its existing ABL credit facility and to pay related fees and expenses.

The Notes are being offered only to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”) and to non-U.S. persons outside the United States in accordance with Regulation S under the Securities Act. The Notes and the related guarantees will not be registered under the Securities Act or the securities laws of any other jurisdiction, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and other applicable securities laws. This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.

Cautionary Statement Regarding Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the U.S. Private Securities Litigation Reform Act of 1995 and Section 21E of the Securities Exchange Act of 1934, as amended. The words “estimates,” “expects,” “anticipates,” “believes,” “forecasts,” “plans,” “intends,” “may,” “will,” “should,” “shall,” “outlook” and variations of these words and similar expressions (or the negative thereof) identify forward-looking statements, which are generally not historical in nature. Forward-looking statements are subject to a number of risks, uncertainties, assumptions and other important factors, many of which are outside the Company’s control, which could cause actual results or outcomes to differ materially from those discussed in the forward-looking statements. Although the Company believes that these forward-looking statements are based on reasonable assumptions, they are predictions and the Company can give no assurance that any such forward-looking statement will materialize. Important factors that may affect actual results or outcomes include, among others: the Company’s ability to acquire and integrate new assets and operations; the Company’s ability to judge the demand outlook; the Company’s ability to achieve planned synergies related to acquisitions; regulatory approvals; the Company’s ability to successfully execute its growth strategy, manage growth and execute its business plan; the Company’s estimates of the size of the markets for its products; the rate and degree of market acceptance of its products; the success of other competing modular space and portable storage solutions that exist or may become available; rising costs and inflationary pressures adversely affecting its profitability; potential litigation involving the Company; general economic and market conditions impacting demand for the Company’s products and services and its ability to benefit from an inflationary environment; the Company’s ability to maintain an effective system of internal controls; and such other risks and uncertainties described in the periodic reports the Company files with the SEC from time to time including the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023, which was filed with the SEC on February 20, 2024 and its Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2024, which was filed with the SEC on May 2, 2024, and are available through the SEC’s EDGAR system at www.sec.gov. Any forward-looking statement speaks only as of the date on which it is made, and the Company assumes no obligation to update or revise such statement, whether as a result of new information, future events or otherwise, except as required by applicable law.

About WillScot Mobile Mini Holdings Corp.

WillScot Mobile Mini trades on the Nasdaq stock exchange under the ticker symbol “WSC.” Headquartered in Phoenix, Arizona, the Company is a leading business services provider specializing in innovative and flexible temporary space solutions. The Company’s diverse product offering includes modular office complexes, mobile offices, classrooms, temporary restrooms, portable storage containers, blast protective and climate-controlled structures, clearspan structures, and a thoughtfully curated selection of furnishings, appliances, and other services so its solutions are turnkey for customers. WillScot Mobile Mini services diverse customer segments across all sectors of the economy from a network of approximately 260 branch locations and additional drop lots throughout the United States, Canada, and Mexico.

Contact Information

Investor Inquiries:
Nick Girardi
investors@willscotmobilemini.com

Media Inquiries:
Jake Saylor
jake.saylor@willscot.com


FAQ

What is the interest rate on WillScot Mobile Mini's new notes?

The interest rate on WillScot Mobile Mini's new notes is 6.625%.

When are WillScot Mobile Mini's senior secured notes due?

WillScot Mobile Mini's senior secured notes are due in 2029.

What is the purpose of WillScot Mobile Mini's $500 million notes offering?

The purpose of the $500 million notes offering is to repay $493.5 million of outstanding borrowings under WillScot Mobile Mini's ABL credit facility and cover related fees and expenses.

When is the closing date for WillScot Mobile Mini's notes offering?

The closing date for WillScot Mobile Mini's notes offering is expected to be around June 28, 2024.

Who can invest in WillScot Mobile Mini's new notes?

Qualified institutional buyers and non-U.S. persons outside the United States can invest in WillScot Mobile Mini's new notes.

WillScot Holdings Corporation

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