Target Hospitality Corp. 8-K

What Happened
On April 21, 2026, Target Hospitality Corp. (Item 2.02) filed a preliminary prospectus supplement to its Form S-3 shelf (Rule 424(b)(7)) related to an underwritten public offering of common stock by certain stockholders. The supplement included the company’s preliminary unaudited estimated financial results for the three months ended March 31, 2026. These are management estimates (ranges provided), have not been audited or reviewed by Ernst & Young LLP, and are subject to completion of closing procedures and possible change.

Key Details

• Estimated Q1 2026 total revenue: $70.5 million to $72.5 million vs. Q1 2025 actual $69.9 million.
• Estimated Q1 2026 net loss: $(14.7) million to $(14.1) million vs. Q1 2025 actual net loss $(6.5) million.
• EBITDA estimated at $3.3M–$4.3M (Q1 2025: $16.6M); Adjusted EBITDA estimated at $8.0M–$9.0M (Q1 2025: $21.6M).
• Preliminary Q1 2026 other items: higher depreciation (specialty rental assets $15.6M) and costs related to asset disposals and pre-opening ramp-up in Workforce Hospitality Solutions; Ernst & Young LLP has not audited these estimates.

Why It Matters
These preliminary results indicate roughly flat revenue year-over-year but substantially wider net losses and lower (Adjusted) EBITDA compared with Q1 2025, driven by higher depreciation and ramp-up costs noted by management. Because the numbers are unaudited estimates included in a prospectus supplement for a stockholder offering and may change, investors should treat them as preliminary and review the company’s final interim statements and the completed prospectus for definitive information.