WillScot Closes Amended and Extended Asset-Based Revolving Credit Facility

Rhea-AI Summary

WillScot (Nasdaq: WSC) closed an amendment to its asset-based revolving credit facility on Oct 17, 2025, extending the maturity to Oct 16, 2030 and resizing the committed facility to $3.0 billion with an increased accordion to $1.0 billion. The amendment lowers interest spreads (initially from 160 bps to 137.5 bps, a 22.5 bps reduction) and targets ~$5.0 million of annual cash interest savings at current borrowings. Availability at close was approximately $1.4 billion, and lender commitments aggregate to $4.0 billion before the accordion.

Positive

• Maturity extended to Oct 16, 2030
• Facility resized to $3.0 billion
• Initial interest spread cut by 22.5 bps
• Estimated annual interest savings of $5.0 million
• Available borrowing capacity of ~$1.4 billion
• Accordion increased to $1.0 billion

Negative

• Committed facility reduced from $3.7B to $3.0B
• Further spread cuts require >50% availability after Sept 30, 2026
• Additional 12.5 bps cut requires net leverage 3.0x

Insights

Credit Capital Structuring Specialist

Refinancing extends maturity to October 16, 2030 and lowers effective spreads, modestly improving liquidity and interest expense.

WillScot replaced its prior asset‑based revolver with an Amended ABL Revolver sized at $3.0 billion (accordion to $1.0 billion), with lender commitments aggregating to $4.0 billion before the accordion. The maturity now falls on October 16, 2030, available capacity at close is about $1.4 billion, and the company expects roughly $5.0 million annual cash interest savings at current borrowings from an initial spread reduction of 22.5% of the previous spread (from 160 bps to 137.5 bps).

The business mechanism is straightforward: the amendment lowers borrowing costs, trims undrawn line fees by shrinking the committed size from $3.7 billion to $3.0 billion, and preserves optional capacity via an expanded accordion. The facility keeps a syndicated bank group led by Bank of America N.A. as agent, which supports distribution and execution risk management.

Key dependencies and risks include maintaining availability and leverage thresholds to capture further rate step‑downs: an added 12.5% spread step‑down to 125 bps after September 30, 2026 requires average availability above 50%, with a further reduction to 112.5 bps contingent on average availability > 50% and net leverage <3.0x. These covenanted mechanics mean additional savings depend on future operating cash flow and balance‑sheet strength; failure to meet the mechanics leaves only the initial spread benefit.

Watch the following near‑term items: average availability through Q3 2026 to qualify for the first step‑down, net leverage trends into the period after that to assess the second step‑down, and utilization of the $1.4 billion available capacity which affects undrawn fee savings. Time horizon for material impact: immediate modest interest savings this fiscal year and potential incremental spread reductions after September 30, 2026 if the stated availability and leverage triggers are met.

PHOENIX, Oct. 17, 2025 (GLOBE NEWSWIRE) -- WillScot Holdings Corporation (“WillScot” or the “Company”) (Nasdaq: WSC), a leader in innovative temporary space solutions, today announced that the Company has amended its asset-based lending credit facility (“Amended ABL Revolver”) to reduce borrowing costs and extend the maturity date to October 16, 2030.

“We are pleased to announce the execution of the Seventh Amendment to our ABL Credit Agreement, extending our maturity profile and reinforcing our strong liquidity position,” said Matt Jacobsen, Chief Financial Officer of WillScot. “By right-sizing the credit facility to $3.0 billion and expanding our accordion feature, we maintain significant capacity for growth, while taking advantage of the favorable credit environment. We anticipate meaningful annual cash interest expense savings of approximately $5.0 million at current borrowing levels with opportunities to further reduce our interest cost, reflecting our ongoing commitment to prudent financial stewardship and capital discipline. I want to thank our lending partners, both those who have supported WillScot for over a decade and those who are new to the facility, for providing commitments aggregating to $4.0 billion before the accordion feature and for their ongoing support.”

Under the new terms of the Amended ABL Revolver, interest rate spreads above the Term SOFR- and Term CORRA-based rates lower to no more than 137.5 basis points (“bps”), and the spreads above the base rate and Canadian prime rate shall be reduced to no more than 37.5 bps. Additionally, interest rate adjustments to the reference rates of 10 bps have been removed, effectively bringing current Term SOFR- and Term CORRA-based rate spreads inclusive of the interest rate adjustments from 160 bps previously, to 137.5 bps, an initial savings of 22.5 bps.

The Amended ABL Revolver also provides for an additional step down in interest rate spreads of 12.5 bps to 125 bps after September 30, 2026, if average availability in excess of 50% is achieved and maintained. Thereafter, if average availability in excess of 50% is maintained and net leverage is less than 3.0x, the interest rate spread reduces by an additional 12.5 bps to 112.5 bps.

Additional savings will be achieved by reducing the aggregate principal amount of the credit facility from $3.7 billion to $3.0 billion, which will reduce undrawn line fees, while the accordion feature increases from $750 million to $1.0 billion. As of transaction close, the Company had available borrowing capacity of approximately $1.4 billion under the Amended ABL Revolver.

The Amended ABL Revolver is comprised of a syndicate of financial institutions. Bank of America N.A. is the Administrative Agent and Collateral Agent. BofA Securities, Inc., JPMorgan Chase Bank N.A., PNC Capital Markets LLC and Wells Fargo Bank National Association acted as Joint Lead Arrangers and Joint Bookrunners. M&T Bank, MUFG Bank Ltd., and ING Capital LLC acted as Joint Bookrunners.

About WillScot

Listed on the Nasdaq stock exchange under the ticker symbol “WSC,” WillScot is the premier provider of highly innovative and turnkey space solutions in North America. The Company’s comprehensive range of products includes modular office complexes, mobile offices, classrooms, temporary restrooms, portable storage containers, protective buildings and climate-controlled units, and clearspan structures, as well as a curated selection of furnishings, appliances, and other supplementary services, ensuring turnkey solutions for its customers. Headquartered in Phoenix, Arizona, and operating from a network of approximately 260 branch locations and additional drop lots across the United States, Canada, and Mexico, WillScot’s business services are essential for diverse customer segments spanning all sectors of the economy.

Forward-Looking Statements

This news release contains forward-looking statements (including the guidance/outlook contained herein) 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," "guidance," "see," "have confidence" and variations of these words and similar expressions identify forward-looking statements, which are generally not historical in nature. Certain of these forward-looking statements include statements relating to: our mergers and acquisitions pipeline, acceleration of our run rate, acceleration toward and the timing of our achievement of our three to five year milestones, growth and acceleration of cash flow, driving higher returns on invested capital, and Adjusted EBITDA margin expansion. Forward-looking statements are subject to a number of risks, uncertainties, assumptions and other important factors, many of which are outside our 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 we can give no assurance that any such forward-looking statement will materialize. Important factors that may affect actual results or outcomes include, among others, our ability to acquire and integrate new assets and operations; our ability to judge the demand outlook; our ability to achieve planned synergies related to acquisitions; regulatory approvals; our ability to successfully execute our growth strategy, manage growth and execute our business plan; our estimates of the size of the markets for our products; the rate and degree of market acceptance of our 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 our profitability; potential litigation involving our Company; general economic and market conditions impacting demand for our products and services and our ability to benefit from an inflationary environment; our ability to maintain an effective system of internal controls; and such other risks and uncertainties described in the periodic reports we file with the SEC from time to time (including our Form 10-K for the year ended December 31, 2024), which are available through the SEC’s EDGAR system at www.sec.gov and on our website. Any forward-looking statement speaks only at the date on which it is made, and the Company disclaims any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

Contact Information

Investor inquiries:
Charlie Wohlhuter
investors@willscot.com

Media inquiries:
Juliana Welling
Juliana.Welling@willscot.com 

FAQ

What change did WillScot (WSC) make to its credit facility on Oct 17, 2025?

WillScot amended its ABL revolver, extending maturity to Oct 16, 2030 and resizing the committed facility to $3.0B.

How much annual interest savings did WillScot (WSC) expect from the amended ABL revolver?

The company anticipated approximately $5.0 million in annual cash interest expense savings at current borrowing levels.

What interest spread reductions did WillScot (WSC) achieve in the amendment?

Term SOFR- and Term CORRA-based spreads fell from 160 bps to 137.5 bps, with step-downs to 125 bps and potentially 112.5 bps under conditions.

What is WillScot's available borrowing capacity under the amended ABL revolver at close?

Available borrowing capacity was approximately $1.4 billion as of transaction close.

How large is the accordion feature after WillScot's amendment and what were total lender commitments?

The accordion increased to $1.0 billion, and lender commitments aggregate to $4.0 billion before the accordion.