Custom Truck One Source Inc. filed SEC Form 8-K: Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation, Financial Statements and Exhibits
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Diversified Commercial Services
Consumer Discretionary
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d)
of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 9, 2024
(Exact name of registrant as specified in its charter)
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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.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. | Description | |||||||
| 10.1* | ||||||||
| 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 | ||||||||