Press Release: EquipmentShare Reports Second Quarter Financial Results

Dow Jones
Aug 13
   -- Total revenue of $1,449 million for the second quarter and $4,952 million 
      on a TTM(1) basis. 
 
   -- Rental Segment(2) revenue of $908 million for the second quarter, an 
      increase of 39% year over year, and on a TTM(1) basis $3,189 million, an 
      increase of 37% year over year. 
 
   -- Net income of $19 million for the second quarter and net income of $62 
      million on a TTM(1) basis. 
 
   -- Adjusted Net Income(4) for the second quarter of $43 million and Adjusted 
      Net Income(4) of $103 million on a TTM(1) basis. 
 
   -- Adjusted Core EBITDA(3) of $531 million for the second quarter and $1,911 
      million on a TTM(1) basis. 
 
   -- Mature rental locations(2)(6) adjusted EBITDA margins were 55% on a 
      TTM(1) basis. 
 
   -- 430 locations(6) with 23 new locations opened during the second quarter. 

COLUMBIA, Mo., Aug. 12, 2026 (GLOBE NEWSWIRE) -- EquipmentShare.com Inc (Nasdaq: EQPT) ("EquipmentShare" or the "Company") today reported financial results for the second quarter ended June 30, 2026 which can be found on EquipmentShare's website at https://ir.equipmentshare.com/.

"We delivered another exceptional quarter, supported by strong customer demand, continued market share gains and disciplined execution across the business," said Jabbok Schlacks, Founder and Chief Executive Officer of EquipmentShare. "Rental Segment revenue increased more than 39% year over year, while our mature rental locations continued to generate industry-leading margins that demonstrate the embedded earnings power of our expanding network. As customers undertake larger and more complex projects, they are increasingly consolidating spend with EquipmentShare because of our ability to combine equipment, technology and service through one integrated platform. Looking ahead, customer demand remains healthy, our mega-project pipeline continues to expand, and we remain confident in our outlook and see a meaningful opportunity for growth."

"We built T3 to run EquipmentShare, and increasingly our customers want to run more of their businesses on it," said Willy Schlacks, Founder and President of EquipmentShare. "Customers that engage with T3 spend approximately six times more with us, and we are seeing the platform expand beyond rental into mixed fleet, service, logistics and broader enterprise workflows."

Financial Summary

 
                    Three Months                 Twelve Months 
                        Ended                        Ended 
                      June 30,                     June 30, 
                   ---------------              --------------- 
($ in millions, 
except for 
operational 
locations)          2026     2025    % change    2026     2025    % change 
                    -----   ------  ----------   -----   ------  ---------- 
Total revenue      $1,449  $ 1,147     26%      $4,952  $ 4,195     18% 
  Equipment 
   Rental and 
   Services 
   Operations      $  908  $   651     39%      $3,189  $ 2,327     37% 
  Equipment Sales  $  483  $   478      1%      $1,578  $ 1,804    (13)% 
  All Other        $   58  $    18    222%      $  185  $    64    189% 
OWN Program 
 Payouts           $  234  $   173     35%      $  837  $   569     47% 
Net income         $   19  $    16     19%      $   62  $    22    182% 
Adjusted Net 
 Income(4)         $   43  $    16    169%      $  103  $    22    368% 
Adjusted Core 
 EBITDA(3)         $  531  $   395     34%      $1,911  $ 1,430     34% 
New market 
 start-up 
 costs(5)          $   60  $    60     --%      $  245  $   229      7% 
Operational 
 locations(6)         430      348     24%         430      348     24% 
Original 
 Equipment Cost    $9,851  $ 7,360     34%      $9,851  $ 7,360     34% 
 
 
 
(1)   TTM refers to the trailing twelve month period ended 
       June 30, 2026. See "Trailing Twelve Month Financial 
       Information" for additional information on TTM. 
(2)   Refers to the Equipment Rental and Services Operations 
       segment. 
(3)   Adjusted Core EBITDA is a non-GAAP measure. See "Non-GAAP 
       Financial Measures" for additional information on 
       non-GAAP financial measures and a reconciliation to 
       the most comparable GAAP measures. 
(4)   Adjusted Net Income (Loss) is a non-GAAP measure that excludes 
      stock-based compensation expense related to equity awards granted to 
      each of the Company's Chief Executive Officer and President (the "IPO 
      Founders Awards"). See "Non-GAAP Financial Measures" for additional 
      information on non-GAAP financial measures and a reconciliation to the 
      most comparable GAAP measures. For the three and twelve months ended 
      June 30, 2026, stock-based compensation expense related to the IPO 
      Founders Awards was $24 million and $41 million, respectively. 
(5)   New market start-up costs attributable to new locations 
       open less than twelve months. 
(6)   Includes 391 full-service rental locations (172 growth 
       and 219 mature), 30 building materials locations, 
       and 9 dealerships as of June 30, 2026, and 324 full-service 
       rental locations (173 growth and 151 mature), 16 building 
       materials locations, and 8 dealerships as of June 
       30, 2025. Growth sites refers to full-service rental 
       locations opened 24 months or less. Mature sites refers 
       to full-service rental locations opened greater than 
       24 months. 
(7)   Reflects capital expenditures related to our rental 
       equipment fleet, net of proceeds from the sale of 
       rental equipment. 
(8)   See "Net Debt and Leverage Calculation" for additional 
       information on our calculation of the net leverage 
       ratio. 
(9)   The Company anticipates the total number of mature 
       rental site locations within our Rental Segment to 
       be 264 sites by the end of 2026, up from 186 for the 
       year ended December 31, 2025. 
(10)  Includes $224 - $240 million of Sales Segment EBITDA. 
(11)  NM refers to "not meaningful". 
 
 

Second Quarter 2026 Results

   -- Rental Segment(2) revenue increased 39% to $908 million due to 
      significant customer demand which drove continued expansion of the 
      Company's operational location footprint and an increase in the size of 
      the Company's managed fleet. 
 
   -- Equipment sales ("Sales Segment") revenue increased 1% to $483 million 
      due to an $11 million increase in disciplined, selective placements into 
      the OWN Program, partially offset by a decrease of $6 million in the sale 
      of new and used equipment to contractors and other end users. 
 
   -- Net income increased by $3 million to $19 million due to $30 million of 
      higher operating income, partially offset by $27 million of higher income 
      tax provision. Excluding stock-based compensation expense of $24 million 
      related to the IPO Founders Awards, Adjusted Net Income increased in the 
      second quarter by $27 million to $43 million and Adjusted Net Income 
      increased by $81 million to $103 million on a TTM basis. 
 
   -- Adjusted Core EBITDA increased $136 million to $531 million due to the 
      continued expansion of our full-service rental location footprint and 
      maturation of existing rental sites within the Rental Segment(2)(6). The 
      Company believes the earnings power embedded in our branch network 
      continues to increase as recently opened locations mature, which should 
      support earnings growth and margin expansion over time. 
 
   -- The Company opened 23 operational locations during the second quarter, 
      including 20 full-service rental locations and 3 building material 
      locations. 
 
   -- The Company's original equipment cost ("OEC") under management increased 
      $786 million in the second quarter to $9,851 million comprising of $4,235 
      million of EquipmentShare owned fleet, $5,533 million of OWN Program 
      fleet, and $83 million of equipment on operating leases. In addition, the 
      appraised value of the OWN Program fleet was $4,090 million as of 
      June 30, 2026. 
 
   -- Net rental equipment capex(7) for the second quarter was $321 million 
      after gross purchases of rental equipment of $689 million, and was $856 
      million after gross purchases of rental equipment of $1,998 million for 
      the TTM period. 
 
   -- As of June 30, 2026, total available liquidity was $1,424 million, which 
      included undrawn availability on the asset-based revolving credit 
      facility of $980 million and cash and cash equivalents of $443 million. 
      Liquidity was $2,763 million as adjusted for the impact of the bond 
      issuance funded on July 1, 2026. 
 
   -- Net leverage(8) decreased to 3.0x as of June 30, 2026, from 3.4x as of 
      June 30, 2025. 

2026 Outlook

 
                                                    Year Ending 
                                                 December 31, 2026 
                                              ------------------------ 
                                                 (Current Guidance) 
                                              ------------------------ 
($ in millions, except for full-service 
rental locations)                                 Low         High 
                                              -----------  ----------- 
OEC                                           $10,577      $11,627 
Full-Service Rental Locations(9)                  427          435 
Total Revenue                                 $ 5,254      $ 5,682 
Rental Segment(2) Revenue                     $ 3,472      $ 3,748 
OWN Program Payouts                           $   929      $   985 
Adjusted Core EBITDA(10)                      $ 1,946      $ 2,058 
Gross Rental Capex                            $ 2,664      $ 2,886 
Net Rental Capex                              $   980      $ 1,060 
OWN Program % of OEC                               55%          60% 
 
 

We cannot provide a reconciliation between the expected non-GAAP measures and the most directly comparable GAAP measures for the period reflected above because certain significant information required for such reconciliation is not available without unreasonable efforts. This is due to the inherent difficulty of forecasting the timing or amounts of these items that have not yet occurred and are out of the Company's control or cannot be reasonably predicted. These items are uncertain, depend on various factors, and could have a material impact on GAAP reported results.

Conference Call

EquipmentShare will hold a conference call discussing second quarter 2026 financial results tomorrow, Thursday, August 13, 2026 at 7:30 a.m. Central Time. The conference call will be available live via a webcast at ir.equipmentshare.com. Alternatively, the call will be accessible by dialing 585-542-9983 (local) or 833-461-5787 (toll-free). The passcode for both numbers is 290010130. A replay of the webcast will also be hosted on the EquipmentShare investor relations website.

About EquipmentShare

Founded in 2015 and headquartered in Columbia, Missouri, EquipmentShare is a nationwide construction technology and equipment solutions provider dedicated to transforming the construction industry through innovative tools, platforms and data-driven insights. By empowering contractors, builders and equipment owners with its proprietary technology, T3 , EquipmentShare aims to drive productivity, efficiency and collaboration across the construction sector. With a comprehensive suite of solutions that includes a fleet management platform, telematics devices and a best-in-class equipment rental marketplace, EquipmentShare continues to lead the industry in building the future of construction. EquipmentShare is listed on the Nasdaq stock exchange under the stock symbol EQPT. For more information, visit https://www.equipmentshare.com.

Forward-Looking Statements

This press release includes certain "forward-looking statements" for purposes of United States federal and state securities laws. Forward-looking statements are statements other than statements of historical fact and can be identified by words such as "anticipate," "believe," "continue," "could," "estimate," "expect," "intend," "may," "might," "our vision," "plan," "potential," "preliminary," "predict," "should," "will," or "would" or the negative thereof or other variations thereof or comparable terminology. These forward-looking statements, which include statements regarding EquipmentShare's financial and operating performance, growth opportunities, customer demand, market share gains, profitability, and the OWN Program, are subject to numerous risks and uncertainties, most of which are difficult to predict and many of which are beyond EquipmentShare's control, including but not limited to, risks and uncertainties related to economic, market or business conditions, the construction equipment rental industry, our operational locations and the size of our managed fleet, the ability to execute on our expansion strategy, the T3 operating system, the OWN Program, and other risks and uncertainties. For a further list and description of such risks and uncertainties, please refer to EquipmentShare's filings with the Securities and Exchange Commission available at www.sec.gov. All forward-looking statements, expressed or implied, included in this press release are made as of the date of this press release and are expressly qualified in their entirety by this cautionary statement. Except as otherwise required by applicable law, EquipmentShare disclaims any duty to update any forward-looking statements, all of which are expressly qualified by the statements in this section, to reflect events or circumstances after the date of this press release.

 
 
EQUIPMENTSHARE.COM INC AND SUBSIDIARIES 
 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) 
 (In millions, except per share data) 
 
                          Three Months      Six Months Ended 
                         Ended June30,           June30, 
                        ----------------  ------------------ 
                         2026     2025     2026     2025 
                         -----    -----    -----    ----- 
REVENUES 
  Equipment rental and 
   related services     $  815   $  577   $1,498   $1,072 
  Equipment sales          483      478      661      624 
  Equipment parts and 
   supplies and 
   services                 88       70      165      128 
  Platform: 
   Telematics               34       10       65       20 
   Other                    29       12       48       20 
                         -----    -----    -----    ----- 
    Total revenues       1,449    1,147    2,437    1,864 
                         -----    -----    -----    ----- 
 
COST OF REVENUES 
  Direct operating 
   costs                   277      181      498      353 
  OWN Program payouts      234      173      451      328 
  Equipment sales          394      411      540      524 
  Platform expense          35       11       63       19 
  Depreciation and 
   amortization             98       78      188      148 
                         -----    -----    -----    ----- 
    Total cost of 
     revenues            1,038      854    1,740    1,372 
                         -----    -----    -----    ----- 
    Gross profit           411      293      697      492 
 
SELLING, GENERAL AND 
 ADMINISTRATIVE 
 EXPENSES                  317      229      603      439 
                         -----    -----    -----    ----- 
    Operating income        94       64       94       53 
                         -----    -----    -----    ----- 
 
OTHER INCOME (EXPENSE) 
  Interest expense         (73)     (69)    (143)    (131) 
  Other income, net         12        8       20       14 
                         -----    -----    -----    ----- 
    Total other 
     expense, net          (61)     (61)    (123)    (117) 
                         -----    -----    -----    ----- 
INCOME (LOSS) BEFORE 
 INCOME TAXES               33        3      (29)     (64) 
 
Provision for (benefit 
 from) income taxes         14      (13)     (19)     (32) 
 
NET INCOME (LOSS)       $   19   $   16   $  (10)  $  (32) 
                         =====    =====    =====    ===== 
 
Deemed dividends on 
 perpetual preferred 
 stock                      (3)      (3)     (15)     (15) 
                         -----    -----    -----    ----- 
Net income (loss) 
 attributable to 
 common shareholders    $   16   $   13   $  (25)  $  (47) 
                         =====    =====    =====    ===== 
 
Weighted average 
common shares 
outstanding: 
  Basic                    253       78      228       78 
  Diluted (Class A and 
   Common Stock)           222      226      196       78 
  Diluted (Class B)         38       N/A      32         N/A 
Earnings (loss) per 
common share: 
  Basic earnings 
   (loss) per common 
   share                $ 0.07   $ 0.17   $(0.11)  $(0.60) 
  Diluted earnings 
   (loss) per common 
   share (Class A and 
   Common Stock)        $ 0.06   $ 0.06   $(0.11)  $(0.60) 
  Diluted earnings 
   (loss) per common 
   share (Class B)      $ 0.07       N/A  $(0.11)        N/A 
 
 
                EQUIPMENTSHARE.COM INC AND SUBSIDIARIES 
            CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) 
                     (In millions, except par value) 
 
                                   June 30, 2026     December 31, 2025 
                                  ---------------  --------------------- 
            ASSETS 
Cash and cash equivalents          $         443     $           306 
Accounts receivable, net                     971                 748 
Inventories                                  460                 401 
Prepaid costs                                232                 169 
Other current assets                         104                 106 
                                      ----------   ---  ------------ 
      Total current assets                 2,210               1,730 
Rental equipment, net                      3,286               2,834 
Property and other fixed assets, 
 net                                         590                 504 
Capitalized software, net                    114                 110 
Right of use assets, operating               719                 676 
Investments in non-consolidated 
 affiliates                                   63                  59 
Intangible assets, net                        29                  31 
Other assets                                 100                  43 
                                      ----------   ---  ------------ 
      Total assets                 $       7,111     $         5,987 
                                      ==========   ===  ============ 
 
    LIABILITIES, PERPETUAL 
  PREFERRED STOCK, AND EQUITY 
Accounts payable                   $         105     $            95 
Accrued liabilities                          593                 609 
Manufacturer flooring plans 
 payable                                     107                  74 
Current portion of long-term 
 debt                                          2                   4 
Current portion of operating 
 lease liabilities                            79                  69 
Current portion of finance lease 
 liabilities                                  19                  19 
Current portion of financing 
 obligations                                   9                  10 
                                      ----------   ---  ------------ 
      Total current liabilities              914                 880 
Long-term debt, net of current 
 portion, original issue 
 discounts, and debt issuance 
 costs                                     3,635               3,268 
Operating lease liabilities, net 
 of current portion                          690                 655 
Finance lease liabilities, net 
 of current portion                          197                 169 
Financing obligations, net of 
 current portion                              71                  83 
Deferred tax liabilities, net                 22                  43 
Other liabilities                             --                   1 
                                      ----------   ---  ------------ 
      Total liabilities                    5,529               5,099 
 
Perpetual preferred stock, net - 
 $0.00000125 par value, 15 
 shares authorized, 14 and 14 
 shares issued and outstanding 
 at June 30, 2026 and December 
 31, 2025, respectively                      370                 360 
 
Common stock - $0.00000125 par 
value, no shares authorized, 
issued and outstanding as of 
June 30, 2026, 273 shares 
authorized, 79 shares issued 
and outstanding at December 31, 
2025                                          --                  -- 
Class A common stock - 
$0.00000125 par value, 3,500 
shares authorized, 215 shares 
issued and outstanding at June 
30, 2026, no shares authorized, 
issued and outstanding as of 
December 31, 2025                             --                  -- 
Class B common stock - 
$0.00000125 par value, 200 
shares authorized, 38 shares 
issued and outstanding at June 
30, 2026, no shares authorized, 
issued and outstanding as of 
December 31, 2025                             --                  -- 
Convertible preferred stock, net 
 - $0.00000125 par value, no 
 shares authorized, issued and 
 outstanding as of June 30, 
 2026, 149 shares authorized, 
 142 shares issued and 
 outstanding at December 31, 
 2025                                         --                 430 
Treasury stock, at cost, 5 and 5 
 shares at June 30, 2026 and 
 December 31, 2025, 
 respectively                                 (7)                 (7) 
Additional paid-in-capital                 1,266                 105 
Retained earnings (accumulated 
 deficit)                                    (47)                 -- 
                                      ----------   ---  ------------ 
      Total equity                         1,212                 528 
                                      ----------   ---  ------------ 
      Total liabilities, 
       perpetual preferred 
       stock, and equity           $       7,111     $         5,987 
                                      ==========   ===  ============ 
 
 
 
               EQUIPMENTSHARE.COM INC AND SUBSIDIARIES 
      CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) 
                             (In millions) 
 
                                                   Six Months Ended 
                                                       June 30, 
                                                     2026      2025 
OPERATING ACTIVITIES 
Net loss                                         $      (10)  $ (32) 
Adjustments to reconcile net loss to net cash 
used in operating activities: 
  Depreciation and amortization expense                 216     167 
  Amortization of debt issuance costs and 
   original issue discounts                               9      10 
  Allowance for credit losses and doubtful 
   accounts                                              18      12 
  Change in operating lease cost                         64      55 
  Stock-based compensation expense                       45       2 
  Deferred taxes                                        (21)    (33) 
  Other                                                   3      (4) 
Change in operating assets and liabilities: 
  Accounts receivable                                  (222)   (117) 
  Inventories                                           (68)    (40) 
  Prepaid costs and other assets                       (102)    (66) 
  Accounts payable and manufacturer flooring 
   plans payable                                          6     (29) 
  Accrued liabilities                                   (17)      4 
  Operating lease liabilities                           (63)    (56) 
                                                    -------    ---- 
    Net cash used in operating activities              (142)   (127) 
                                                    -------    ---- 
INVESTING ACTIVITIES 
  Purchases of rental equipment                      (1,017)   (799) 
  Proceeds from sale of rental equipment                483     500 
  Purchases of and deposits on property and 
   other fixed assets                                  (163)   (116) 
  Proceeds from sale of property and other 
   fixed assets                                           1       1 
  Investments in internally developed software          (17)    (20) 
  Purchases of investments in equity and debt 
   securities                                           (15)    (15) 
  Proceeds from sale of investments in equity 
   and debt securities                                    7       8 
  Acquisition of businesses, net of cash 
   acquired                                              (9)     (9) 
                                                    -------    ---- 
    Net cash used in investing activities              (730)   (450) 
                                                    -------    ---- 
FINANCING ACTIVITIES 
  Payments on long-term debt and finance 
   leases                                              (984)   (318) 
  Proceeds from long-term debt, net                   1,332     900 
  Payments on deferred financing costs                   (1)     -- 
  Payments on financing obligations                      (3)    (16) 
  Proceeds on financing obligations                      --       1 
  Dividends paid on perpetual preferred stock           (37)    (37) 
  Proceeds from issuance of class A common 
  stock upon initial public offering, net of 
  underwriting discount and commissions                 706      -- 
  Payments of equity issuance costs                      (7)     -- 
  Exercise of stock options                               3       1 
                                                    -------    ---- 
    Net cash provided by financing activities         1,009     531 
                                                    -------    ---- 
Net increase (decrease) in cash and cash 
 equivalents                                            137     (46) 
  Cash and cash equivalents, beginning of 
   period                                               306     407 
                                                    -------    ---- 
  Cash and cash equivalents, end of period       $      443   $ 361 
                                                    =======    ==== 
 
SUPPLEMENTAL CASH FLOW DISCLOSURES: 
  Cash paid for interest                         $      131   $ 126 
  Cash paid for taxes                                     2       1 
NON-CASH ACTIVITIES: 
  Purchase of rental equipment remaining in 
   accounts payable and manufacturer flooring 
   plans                                         $       51   $  12 
  Purchase of property and other fixed assets 
   remaining in accounts payable                          6       8 
  Accretion of perpetual preferred stock to 
   redemption value                                      10      14 
  Stock-based compensation for capitalized                1      -- 
   software development 
 
 

Trailing Twelve Month Financial Information

This press release includes certain unaudited financial information for the trailing twelve months ("TTM") ended June 30, 2026 and 2025, which is calculated as the six months ended June 30, 2026 and 2025, plus the year ended December 31, 2025 and 2024 less the six months ended June 30, 2025 and 2024. This presentation is not in accordance with generally accepted accounting principles ("GAAP"). However, the Company believes that this presentation provides useful information to investors regarding our recent financial performance, and management views this presentation of the four most recently completed fiscal quarters as a key measurement period for investors to assess our historical results. In addition, the Company uses TTM information to evaluate our financial performance for ongoing planning purposes.

Non-GAAP Financial Measures

This press release contains certain financial information that is not presented in accordance with GAAP. Non-GAAP financial measures should not be used as a substitute for the corresponding GAAP measures. Non-GAAP measures in this presentation may be calculated in a way that is not comparable to similarly-titled measures reported by other companies. Non-GAAP measures in this presentation include, but are not limited to, "EBITDA", "Adjusted Earnings Per Share", "Adjusted Net Income (Loss)", "Core EBITDA", and "Adjusted Core EBITDA", and certain ratios and other metrics derived therefrom. These non-GAAP financial measures are not measures of financial performance in accordance with GAAP and may exclude items that are significant in understanding and assessing the Company's financial results. Therefore, these measures should not be considered in isolation or as an alternative to net income, cash flows from operations or other measures of the Company's profitability, liquidity or performance under GAAP. Schedules that reconcile certain non-GAAP financial measures to a financial measure included in financial statements calculated and presented in accordance with GAAP are included in the below tables.

EBITDA, Adjusted Net Income (Loss), Adjusted Earnings Per Share, Core EBITDA, and Adjusted Core EBITDA

EBITDA is defined as net income before interest expense, income taxes, depreciation and amortization and non-cash stock compensation expense. The exclusion of these items and other similar items in our non-GAAP presentation should not be interpreted as implying that these items are non-recurring, infrequent or unusual. The Company believes EBITDA is meaningful to investors because it provides investors with a useful representation of our ongoing operations and performance.

Adjusted Net Income (Loss) is defined as net income (loss) adjusted to exclude stock-based compensation expense related to the IPO Founders Awards. The Company believes Adjusted Net Income (Loss) is meaningful to investors because it provides investors with a useful representation of our ongoing operations and performance.

Adjusted Earnings Per Share ("Adjusted EPS") is defined as Adjusted Net Income (Loss) less deemed dividends on perpetual preferred stock divided by adjusted fully diluted weighted average shares outstanding. The Company believes Adjusted EPS is meaningful to investors because it provides investors with a useful representation of our ongoing operations and performance.

Core EBITDA is defined as the sum of Equipment Rental and Services Operations Segment EBITDA and Equipment Sales Segment EBITDA. The Company believes Core EBITDA is meaningful to investors because it reflects the profitability of our two core segments.

Adjusted Core EBITDA is defined as Core EBITDA adjusted for new market start-up costs attributable to new locations less than twelve months old. The Company believes Adjusted Core EBITDA is meaningful to investors as it is the primary operating performance measure used by the Company to assess its core operating performance.

Adjusted Core EBITDA can also be calculated as EBITDA less amortization and non-cash stock compensation expense, other (income) expense, (gain) loss on sale of properties and other assets, and All Other Segment Adjusted EBITDA, plus the sum of OWN Program payouts, equipment and vehicle operating lease expense, loss (gain) on debt extinguishment, and new market start-up costs. Adjusted Core EBITDA reflects the Company's underlying operating performance by excluding items unique to the Company's organic growth and financing strategy such as (i) OWN Program payouts and (ii) new market start-up costs. As a capital-light fleet growth model, the OWN Program enables third-party participants to own rental equipment deployed and managed by EquipmentShare. When the equipment rents, OWN Program participants receive a portion of the rental revenue generated by the equipment. When equipment is included in the OWN Program rather than purchased and owned or leased directly by the Company, depreciation and interest expense associated with that equipment are reduced, while OWN Program payouts are recorded as cost of revenues. This shift increases cost of revenues and decreases depreciation and interest expense. Excluding OWN Program payouts assists investors in evaluating the Company's business and performance relative to industry peers as no other company uses a similar model.

New market start-up costs reflect the upfront investments required to support our continued geographic expansion. As the only large-scale equipment rental provider that is fully focused on organic growth, excluding new market start-up costs provides greater transparency with respect to the Company's financial condition and results of operation as it enhances comparability with industry peers.

These non-GAAP financial measures should be considered supplemental to and are not a substitute for financial information prepared in accordance with GAAP. Our use of the terms EBITDA and Adjusted Core EBITDA may vary from the use of similar terms by other companies in our industry and accordingly may not be comparable to similarly titled measures used by other companies.

(See Accompanying Tables)

 
 
                     EQUIPMENTSHARE.COM INC AND SUBSIDIARIES 
                              SUPPLEMENTAL SCHEDULES 
                                Segment Information 
                                  ($ in millions) 
 
               Three Months Ended                Twelve Months Ended 
                    June 30,                           June 30, 
              --------------------              ---------------------- 
               2026       2025       % change    2026        2025        % change 
               ----       ----      ----------   -----       -----      ---------- 
Equipment 
Rental and 
Services 
Operations 
Reportable 
 segment 
 revenue      $ 908      $ 651        39.5%     $3,189      $2,327        37.0% 
Reportable 
 segment 
 Adjusted 
 EBITDA       $ 389      $ 275        41.5%     $1,369      $  945        44.9% 
Reportable 
 segment 
 Adjusted 
 EBITDA 
 margin        42.8%      42.2%        1.4%       42.9%       40.6%        5.7% 
Equipment 
Sales 
Reportable 
 segment 
 revenue      $ 483      $ 478         1.0%     $1,578      $1,804       (12.5)% 
Reportable 
 segment 
 Adjusted 
 EBITDA       $  82      $  60        36.7%     $  297      $  256        16.0% 
Reportable 
 segment 
 Adjusted 
 EBITDA 
 margin        17.0%      12.6%       34.9%       18.8%       14.2%       32.4% 
 
 
 
              EQUIPMENTSHARE.COM INC AND SUBSIDIARIES 
                       SUPPLEMENTAL SCHEDULES 
                     Equipment Sales Information 
                           ($ in millions) 
 
                     Three Months Ended       Twelve Months Ended 
                          June 30,                 June 30, 
                   ----------------------  ------------------------- 
                         2026      2025          2026         2025 
                                  -------                    ------- 
Equipment sales 
 to OWN Program 
 participants(1)    $       428  $    417   $     1,314   $    1,580 
Other equipment 
 sales                       55        61           264          224 
                       --------   -------      --------      ------- 
Total revenues - 
 equipment sales    $       483  $    478   $     1,578   $    1,804 
                       ========   =======      ========      ======= 
Cost of equipment 
 sold to OWN 
 Program 
 participants               346       360         1,029        1,341 
Cost of other 
 equipment sales             48        51           224          180 
                       --------   -------      --------      ------- 
Total cost of 
 revenues - 
 equipment sales    $       394  $    411   $     1,253   $    1,521 
                       ========   =======      ========      ======= 
 
 
(1)  For the three months ended June 30, 2026 and 2025, 
      equipment sales to OWN Program participants included 
      net revenue of $32 million and $17 million, respectively, 
      recognized on an agent basis, with overall transaction 
      values of $195 million and $143 million, respectively. 
      For the twelve months ended June 30, 2026 and 2025, 
      equipment sales to OWN Program participants included 
      net revenue of $115 million and $78 million, respectively, 
      recognized on an agent basis, with overall transaction 
      values of $743 million and $472 million, respectively. 
 
 
 
              EQUIPMENTSHARE.COM INC AND SUBSIDIARIES 
                       SUPPLEMENTAL SCHEDULES 
         EBITDA, Core EBITDA, and Adjusted Core EBITDA GAAP 
                           Reconciliation 
                           ($ in millions) 
 
                     Three Months Ended       Twelve Months Ended 
                          June 30,                 June 30, 
                   ----------------------  ------------------------- 
                         2026      2025          2026         2025 
                                  -------                    ------- 
Equipment Rental 
 and Services 
 Operations 
 Segment Adjusted 
 EBITDA             $       389  $    275   $     1,369   $      945 
Equipment Sales 
 Segment Adjusted 
 EBITDA                      82        60           297          256 
                       --------   -------      --------      ------- 
Core EBITDA                 471       335         1,666        1,201 
Plus: New market 
 start-up costs              60        60           245          229 
                       --------   -------      --------      ------- 
Adjusted Core 
 EBITDA             $       531  $    395   $     1,911   $    1,430 
                       ========   =======      ========      ======= 
 
 
                  Three Months Ended    Twelve Months Ended 
                       June 30,               June 30, 
                  ------------------  ------------------------ 
                      2026    2025        2026        2025 
                              -----                   ----- 
Net income         $    19   $   16    $     62      $   22 
Plus: Provision 
 for (benefit 
 from) income 
 taxes                  14      (13)         27         (13) 
Plus: 
 Depreciation 
 and 
 amortization 
 expense               113       88         414         340 
Plus: Interest 
 expense                73       69         297         269 
Plus: Non-cash 
 stock 
 compensation           26        1          47           4 
                      ----    -----       -----       ----- 
EBITDA                 245      161         847         622 
Less: Non-cash 
 stock 
 compensation           --       (1)         (2)         (4) 
Less: (Gain) 
 loss on sale of 
 properties and 
 other assets           --       --          (1)         (5) 
Less: Other 
 (income) 
 expense, net          (12)      (8)        (55)        (35) 
Plus: OWN 
 Program 
 payouts               234      173         837         569 
Plus: Equipment 
 operating lease 
 expense                 5        5          26          44 
Plus: Loss on 
debt 
extinguishment          --       --           8          -- 
Less: Non-Core 
 EBITDA                 (1)       5           6          10 
                      ----    -----       -----       ----- 
Core EBITDA            471      335       1,666       1,201 
Plus: New market 
 start-up costs         60       60         245         229 
                      ----    -----       -----       ----- 
Adjusted Core 
 EBITDA            $   531   $  395    $  1,911      $1,430 
                      ====    =====       =====       ===== 
 
 
 
   EQUIPMENTSHARE.COM INC AND SUBSIDIARIES SUPPLEMENTAL 
SCHEDULES Adjusted Net (Loss) Income and Adjusted EPS GAAP 
              Reconciliation ($ in millions) 
 
                        Three Months 
                           Ended       Twelve Months Ended 
                          June 30,          June 30, 
                       --------------  ------------------- 
                        2026    2025    2026       2025 
                                ----               ---- 
Net income             $  19   $  16   $  62      $  22 
Plus: IPO Founders 
 Awards Stock 
 Compensation 
 Expense                  24      --      41         -- 
                        ----    ----    ----       ---- 
Adjusted Net Income       43      16     103         22 
                        ----    ----    ----       ---- 
Less: Deemed 
 dividends on 
 perpetual preferred 
 stock                    (3)     (3)    (37)       (44) 
                        ----    ----    ----       ---- 
Adjusted Net Income 
 (Loss) used for 
 calculation of 
 adjusted EPS          $  40   $  13   $  66      $ (22) 
                        ====    ====    ====       ==== 
 
Weighted-average 
 common shares used 
 in GAAP diluted net 
 income per 
 share(1(1) ()           222     226          NM        NM 
                        ====    ====   =========  ======== 
 
Adjusted EPS (Class 
A and Common 
Stock)(1(1) () : 
GAAP diluted earnings 
 per common share      $0.06   $0.06          NM        NM 
Total impact on 
 diluted earnings per 
 share from non-GAAP 
 adjustments           $0.12   $  --          NM        NM 
                        ----    ----   ---------  -------- 
Adjusted EPS           $0.18   $0.06          NM        NM 
                        ====    ====   =========  ======== 
 
 
 
                EQUIPMENTSHARE.COM INC AND SUBSIDIARIES 
                         SUPPLEMENTAL SCHEDULES 
                    Net Debt and Leverage Calculation 
                             ($ in millions) 
 
                                             Twelve Months Ended 
                                                      June 30, 
                                                  2026          2025 
                                                               ------ 
Long-term debt, net of current portion, 
 original issue discounts, and debt 
 issuance costs                               $    3,635      $ 3,136 
Current portion of long-term debt                      2           10 
Finance lease liabilities, net of current 
 portion (Equipment)                                  34           45 
Current portion of finance lease 
 liabilities (Equipment)                              11           25 
Financing obligations, net of current 
 portion (Equipment)                                  18           24 
Current portion of financing obligations 
 (Equipment)                                           6            5 
Cash and cash equivalents                           (443)        (361) 
Net debt                                      $    3,263      $ 2,884 
                                                 -------       ------ 
EBITDA                                               847          622 
New market start-up costs                            245          229 
Net leverage ratio                                   3.0x         3.4x 
                                                 -------       ------ 
 
 

Contact:

Rhett Butler

VP, Investor Relations

ir@equipmentshare.com

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