Item 1.01 Entry into a Material Definitive Agreement.

On June 30, 2022, Williams Scotsman, Inc. ("WSI") and certain other subsidiaries of WillScot Mobile Mini Holdings Corp. entered into a fourth amendment (the "Fourth Amendment") to the ABL Credit Agreement, dated as of July 1, 2020, (as amended from time to time prior to the date of the Fourth Amendment, the "Credit Agreement"), by and among WSI, the guarantors party thereto, the lenders party thereto and Bank of America, N.A., as administrative agent, collateral agent and swingline lender.

The Fourth Amendment amends the Credit Agreement to, among other things, (i) extend the expiration date of the facility until June 30, 2027; (ii) provide additional capacity for growth by increasing the aggregate principal amount of revolving credit facilities to $3.70 billion and increasing capacity available under the facility's accordion feature; (iii) convert the reference interest rate for Existing Revolver Loans (as defined in the Fourth Amendment) denominated in U.S. dollars from a LIBOR-based rate to a Term SOFR-based rate; (iv) reduce the interest rate spreads above the Term SOFR based rate to 150 basis points, subject to customary adjustments; and (v) provide for an option to incorporate pricing adjustments linked to future performance metrics related to the Company's Environmental, Social, and Governance initiatives.

The foregoing description of the Fourth Amendment is qualified in its entirety by reference to the full text of the Fourth Amendment, a copy of which is attached to this Current Report on Form 8-K as Exhibit 10.1, and incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits






(d) Exhibits



Exhibit No.   Exhibit Description
     10.1       Fourth Amendment to the ABL Credit Agreement, dated as of June 30,
              2022, by and among Williams Scotsman, Inc., Williams Scotsman Holdings
              Corp., the other Loan Parties thereto and Bank of America, N.A. as
              administrative agent, collateral agent and swingline lender.

        104   Cover Page Interactive Data File (embedded within the Inline XBRL
              document)

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