Algeco Scotsman Announces Debt Package For Refinancing, Acquisition Of Touax Solutions Modulaires SAS and Exercise Of Put Option
Baltimore (December 10, 2017) – Algeco/Scotsman Holding S.à r.l. (together with its subsidiaries, the “Algeco Group”) today announced that a finance special purpose vehicle that will be a subsidiary of the Algeco Group has entered into a senior debt package arranged by a syndicate of lending institutions and a preferred stock facility with a group of other financing providers. The proceeds of this financing, or any debt issued in lieu of the loans under the facilities (which replacement debt could be in the form of loans, securities or other debt instruments, may be publicly or privately placed and may be denominated in euros or US dollars), will be used to refinance the existing capital structure of the Algeco Group, including its existing Senior Secured Notes due 2018 and existing Senior Unsecured Notes due 2019. In connection with this refinancing, a lending syndicate will provide a new $400 million senior secured asset backed facility. The debt package is contingent on the satisfaction of customary conditions, including the execution and delivery of definitive documentation and the Algeco Group currently contemplates that the refinancing will be completed in the first quarter of 2018.
The Algeco Group also today announced the successful closing of the acquisition by the Algeco Group of all of the shares of Touax Solutions Modulaires SAS (“TSM”), Touax’s Modular Division Europe, from TSM’s parent, Touax SCA. The addition of TSM expands the Algeco Group’s European presence to 18 countries operating from over 150 locations, with a modular fleet of over 220,000 modules. The acquisition also reinforces the Algeco Group’s leadership in the modular construction market in both sales and rental and further strengthens its position as a European market leader, most notably in France, Germany and Poland. As a consequence of the acquisition, current TSM customers will immediately have access to a wider catalogue of both high-quality products and value-added services.
In addition, the Algeco Group today announced that on December 6, 2017, it exercised its put option with funds managed by TDR Capital LLP, with respect to the shares of Williams Scotsman Holdings Corp. and WillScot Corporation (formerly Double Eagle Acquisition Corp.) that the Algeco Group received as part of the consideration for the previously announced sale of its North American modular space and portable storage operations. The sale of the shares has closed and the exercise price of $78.5 million has been received by the Algeco Group and was used in part to fund the acquisition of TSM.
Diarmuid Cummins, CEO Algeco Scotsman: “Today we announce two major steps forward for the Algeco Group, both of which are fundamental components of our stated objectives of maximizing value for our shareholders while ensuring that all obligations to other stakeholders continue to be met. Algeco’s European business is already the leader in the industry, and the addition of TSM will further strengthen our European franchise and position, while the new debt package ensures that we have the room to continue capturing the improving performance not only in our European operations but also in our operations throughout the rest of the world.
Cautionary Notice Regarding Forward Looking Statements
This press release includes forward-looking statements within the meaning of the securities laws of certain applicable jurisdictions, which reflect the Algeco Group’s expectations regarding its future operational and financial performance. By their nature, the forward-looking events described in this press release may not be accurate or occur at all. In particular, we may not be able to complete the refinancing on reasonable terms or at all, or realize the anticipated benefits of the acquisition of TSM. Accordingly, you should not place undue reliance on these forward-looking statements, which speak only as of the date on which the statements were made. Although any forward-looking statements contained in this press release reflect management’s current beliefs based upon information currently available to management and upon assumptions which management believes to be reasonable, actual results may differ materially from those stated in or implied by these forward-looking statements. A number of factors could cause actual results, performance or achievements to differ materially from the results expressed or implied in any forward-looking statements. These factors should be considered carefully and readers should not place undue reliance on any forward-looking statements. Except as required by law, we undertake no obligation, and specifically decline any obligation, to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
About Algeco Scotsman
Algeco Scotsman is the leading global business services provider focused on modular space, secure portable storage solutions, and remote workforce accommodation management. Headquartered in Baltimore, Algeco Scotsman has operations in 24 countries with a modular fleet of approximately 245,000 units and 11,400 remote accommodations rooms. The company operates as Target Logistics in North America, Algeco in Europe, Elliott in the United Kingdom, Ausco in Australia, Portacom in New Zealand, and Algeco Chengdong in China.
About Touax SCA
The Touax group is a French family group listed in the French stock market and founded in 1855. Specialized in construction and operational leasing, the history of Touax begins in the towing activity on rivers. Organized in 4 branches – shipping containers, modular buildings, river barges, and freight railcars – the Touax group is acting globally with the goal of providing buildings, mobility solutions, responsiveness and flexibility to projects for clients anywhere in the world. Through its four businesses, it serves local markets locally as well as global trade through platforms in Europe, North America, South America, and Asia, and meets companies’ and local government’s needs for movable, flexible solutions. Touax has been listed in the stock market since 1906, financial and corporate information on the group is public and can be found on the Touax group website: http://www.touax.fr/en
This announcement does not constitute an offer to sell or the solicitation of an offer to buy any security, and shall not constitute an offer, solicitation or sale in the United States or in any jurisdiction in which, or to any persons to whom, such offering, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any jurisdiction.
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