EquipmentShare.com Inc 8-K

What Happened

• On June 16, 2026, EquipmentShare.com Inc announced it upsized and priced a private offering of senior secured second‑lien notes, increasing the deal to $1,350 million (an increase of $300 million from the previously proposed size). The Notes bear interest at 7.125% per year, were priced at 100% of principal, and mature in 2034. The offering was made in the U.S. to qualified institutional buyers under Rule 144A and overseas under Regulation S.

Key Details

• Aggregate principal amount: $1,350 million (upsized by $300 million).
• Interest rate: 7.125% per year; offering price: 100% of principal.
• Maturity: 2034; security: senior secured second‑lien notes.
• Offered privately under Rule 144A (U.S.) and Regulation S (non‑U.S.); notes are not registered under the Securities Act.

Why It Matters

• The company is raising $1.35 billion of secured, second‑lien debt, which will increase its outstanding debt obligations and future interest expense at a fixed 7.125% rate. Because these are second‑lien notes, they are subordinate to any first‑lien secured debt. The private nature of the offering limits purchasers to institutional investors and the securities are not registered for public resale. Investors should note the size, interest cost, maturity and lien position when assessing EquipmentShare’s capital structure and credit risk.