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Custom Truck One Source, Inc. Reports Second Quarter 2025 Results and Reaffirms 2025 Guidance

Custom Truck One Source, Inc. (NYSE: CTOS), a leading provider of specialty equipment to the electric utility, telecom, rail, forestry, waste management and other infrastructure-related end markets, today reported financial results for the three and six months ended June 30, 2025.

CTOS Second-Quarter Highlights

  • Total revenue of $511.5 million, an increase of $88.5 million, or 20.9%, compared to the second quarter of 2024
  • Gross profit of $102.5 million, an increase of $13.3 million, or 14.9%, compared to the second quarter of 2024
  • Adjusted Gross Profit of $156.5 million, an increase of $22.7 million, or 17.0%, compared to the second quarter of 2024
  • Net loss of $28.4 million, an increase of $3.9 million, or 15.9%, compared to the second quarter of 2024
  • Adjusted EBITDA of $93.4 million, an increase of $13.4 million, or 16.7%, compared to the second quarter of 2024
  • Increased Average OEC on rent by $162.5 million, or 15.6%, compared to the second quarter of 2024

“In the second quarter, we achieved strong year-over-year revenue growth of 21% and adjusted EBITDA growth of 17%, driven by growth in every segment. We continue to see steady performance in our core T&D market, carrying forward our solid first quarter performance into the second quarter. This resulted in significant year-over-year increases in rental revenue and rental asset sales within our ERS segment of 17% and 40%, respectively. For the quarter, our rental fleet saw average utilization of just under 78%, a significant improvement versus the same period last year and in line with our expectations. Average OEC on rent for the second quarter was more than $160 million higher than the same period last year and we ended the quarter with total OEC of $1.56 billion. This was up sequentially from the end of last quarter and the highest in our history, which we anticipate will support our expected growth within ERS for the remainder of 2025 and into 2026,” said Ryan McMonagle, Chief Executive Officer of CTOS. “TES sales were up more than 22% year-over-year and achieved the second highest quarter of sales ever. Sustained, robust demand for vocational vehicles across our end markets, particularly intra-quarter demand from local and regional customers, continues to drive the performance within the TES segment. Signed orders in the quarter were up 30% on a year-over-year basis and we continue to believe that this current strong pace of customer orders and our existing TES backlog position us well to achieve the growth we expect in the segment this year. Given current market conditions and ongoing customer conversations regarding demand for the second half of 2025, we continue to believe Custom Truck is well-positioned to benefit from secular tailwinds driven by data center investments, electrification, and utility grid upgrades. As a result, we are reaffirming our 2025 guidance,” McMonagle added.

Summary Actual Consolidated Financial Results

 

Three Months Ended June 30,

 

Six Months Ended June 30,

 

Three Months Ended

March 31, 2025

(in $000s)

 

2025

 

 

 

2024

 

 

 

2025

 

 

 

2024

 

 

Rental revenue

$

120,814

 

 

$

102,997

 

 

$

237,075

 

 

$

209,168

 

 

$

116,261

 

Equipment sales

 

356,112

 

 

 

285,633

 

 

 

629,975

 

 

 

558,235

 

 

 

273,863

 

Parts sales and services

 

34,557

 

 

 

34,383

 

 

 

66,665

 

 

 

66,917

 

 

 

32,108

 

Total revenue

 

511,483

 

 

 

423,013

 

 

 

933,715

 

 

 

834,320

 

 

 

422,232

 

Gross Profit

$

102,542

 

 

$

89,267

 

 

$

188,078

 

 

$

179,976

 

 

$

85,536

 

Adjusted Gross Profit1

$

156,549

 

 

$

133,852

 

 

$

292,176

 

 

$

268,305

 

 

$

135,627

 

Net Income (Loss)

$

(28,380

)

 

$

(24,478

)

 

$

(46,171

)

 

$

(38,813

)

 

$

(17,791

)

Adjusted EBITDA1

$

93,428

 

 

$

80,056

 

 

$

166,854

 

 

$

157,432

 

 

$

73,426

 

1

Each of Adjusted Gross Profit and Adjusted EBITDA is a non-GAAP measure. Further information and reconciliations for our non-GAAP measures to the most directly comparable financial measure under United States generally accepted accounting principles (“GAAP”) are included at the end of this press release.

Summary Actual Financial Results by Segment

Our results are reported for our three segments: Equipment Rental Solutions (“ERS”), Truck and Equipment Sales (“TES”) and Aftermarket Parts and Services (“APS”). ERS encompasses our core rental business, inclusive of sales of used rental equipment to our customers. TES encompasses our specialized truck and equipment production and new equipment sales activities. APS encompasses sales and rentals of parts, tools, and other supplies to our customers, as well as our aftermarket repair service operations.

Equipment Rental Solutions

 

Three Months Ended June 30,

 

Six Months Ended June 30,

 

Three Months Ended

March 31, 2025

(in $000s)

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Rental revenue

$

117,728

 

$

100,699

 

$

230,693

 

$

203,987

 

$

112,965

Equipment sales

 

52,744

 

 

37,712

 

 

94,127

 

 

70,452

 

 

41,383

Total revenue

 

170,472

 

 

138,411

 

 

324,820

 

 

274,439

 

 

154,348

Cost of rental revenue

 

30,328

 

 

29,281

 

 

60,716

 

 

59,081

 

 

30,388

Cost of equipment sales

 

40,396

 

 

25,792

 

 

71,403

 

 

49,890

 

 

31,007

Depreciation of rental equipment

 

53,303

 

 

43,581

 

 

102,627

 

 

86,278

 

 

49,324

Total cost of revenue

 

124,027

 

 

98,654

 

 

234,746

 

 

195,249

 

 

110,719

Gross profit

$

46,445

 

$

39,757

 

$

90,074

 

$

79,190

 

$

43,629

Adjusted Gross Profit1

$

99,748

 

$

83,338

 

$

192,701

 

$

165,468

 

$

92,953

1

ERS Adjusted Gross Profit is a non-GAAP measure. Further information and reconciliations for our non-GAAP measures to the most directly comparable financial measure under United States generally accepted accounting principles (“GAAP”) are included at the end of this press release.

Truck and Equipment Sales

 

Three Months Ended June 30,

 

Six Months Ended June 30,

 

Three Months Ended

March 31, 2025

(in $000s)

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Equipment sales

$

303,368

 

$

247,921

 

$

535,848

 

$

487,783

 

$

232,480

Cost of equipment sales

 

256,276

 

 

205,526

 

 

453,746

 

 

402,228

 

 

197,470

Gross profit

$

47,092

 

$

42,395

 

$

82,102

 

$

85,555

 

$

35,010

Aftermarket Parts and Services

 

Three Months Ended June 30,

 

Six Months Ended June 30,

 

Three Months Ended

March 31, 2025

(in $000s)

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Rental revenue

$

3,086

 

$

2,298

 

$

6,382

 

$

5,181

 

$

3,296

Parts and services revenue

 

34,557

 

 

34,383

 

 

66,665

 

 

66,917

 

 

32,108

Total revenue

 

37,643

 

 

36,681

 

 

73,047

 

 

72,098

 

 

35,404

Cost of revenue

 

27,934

 

 

28,562

 

 

55,674

 

 

54,816

 

 

27,740

Depreciation of rental equipment

 

704

 

 

1,004

 

 

1,471

 

 

2,051

 

 

767

Total cost of revenue

 

28,638

 

 

29,566

 

 

57,145

 

 

56,867

 

 

28,507

Gross profit

$

9,005

 

$

7,115

 

$

15,902

 

$

15,231

 

$

6,897

Summary Combined Operating Metrics

 

Three Months Ended June 30,

 

Six Months Ended June 30,

 

Three Months Ended

March 31, 2025

(in $000s)

 

2025

 

 

 

2024

 

 

 

2025

 

 

 

2024

 

 

Ending OEC(a) (as of period end)

$

1,560,704

 

 

$

1,457,955

 

 

$

1,560,704

 

 

$

1,457,955

 

 

$

1,548,210

 

Average OEC on rent(b)

$

1,207,231

 

 

$

1,044,683

 

 

$

1,192,333

 

 

$

1,055,189

 

 

$

1,177,271

 

Fleet utilization(c)

 

77.6

%

 

 

71.7

%

 

 

77.3

%

 

 

72.4

%

 

 

76.9

%

OEC on rent yield(d)

 

38.6

%

 

 

40.0

%

 

 

38.3

%

 

 

40.3

%

 

 

38.5

%

Sales order backlog(e) (as of period end)

$

334,805

 

 

$

478,244

 

 

$

334,805

 

 

$

478,244

 

 

$

420,149

 

(a)

Ending OEC — Ending original equipment cost (“OEC”) is the original equipment cost of units at the end of the measurement period.

(b)

Average OEC on rent — Average OEC on rent is calculated as the weighted-average OEC on rent during the stated period.

(c)

Fleet utilization — total number of days the rental equipment was rented during a specified period of time divided by the total number of days available during the same period and weighted based on OEC.

(d)

OEC on rent yield (“ORY”) — a measure of return realized by our rental fleet during a period. ORY is calculated as rental revenue (excluding freight recovery and ancillary fees) during the stated period divided by the Average OEC on rent for the same period. For periods of less than 12 months, the ORY is adjusted to an annualized basis.

(e)

Sales order backlog — purchase orders received for customized and stock equipment. Sales order backlog should not be considered an accurate measure of future net sales.

Management Commentary

Second quarter 2025 consolidated rental revenue increased 17.3% compared to the second quarter of 2024 due to higher average OEC on rent and fleet utilization. Consolidated equipment sales increased 24.7% compared to the second quarter of 2024, primarily driven by an increase in new equipment sales. Consolidated parts sales and service revenue remained flat year-over-year.

The 16.9% increase in ERS segment rental revenue in the second quarter of 2025 compared to the second quarter of 2024 was the result of improved fleet utilization (which increased to 77.6% compared to 71.7%) driven by increased rental volume, with average OEC on rent increasing by 16% year-over-year. Compared to the second quarter of 2024, rental equipment sales increased 39.9% in the second quarter of 2025. ERS gross profit and adjusted gross profit increased 16.8% and 19.7%, respectively, in the second quarter of 2025 compared to the second quarter of 2024.

Revenue in our TES segment increased 22.4% in the second quarter of 2025 compared to the second quarter of 2024 driven by robust demand for vocational vehicles across our end markets, particularly intra-quarter demand from local and regional customers. Gross profit increased by 11.1% in the second quarter of 2025 compared to the second quarter of 2024. While our TES backlog was down 9% compared to the fourth quarter of 2024, it remains within our expected range of four to six months.

APS segment revenue in the second quarter of 2025 increased by 2.6% compared to the second quarter of 2024 due to an increase in rental revenue. Gross profit margin increased due to the increase in rental revenue.

The increase in net loss in the second quarter of 2025 compared to the second quarter of 2024, was primarily due to higher income tax expense. Income tax expense for the six-month period ended June 30, 2025 was $9.8 million. Income tax expense for the quarterly ended June 30, 2025 reflects an adjustment for the change to our estimated annual effective tax rate resulting from changes in expected taxable income in differing taxing jurisdictions. Despite this change, we expect annual cash taxes to be paid to remain at levels consistent with previous years.

Adjusted EBITDA for the second quarter of 2025 was $93.4 million, a 16.7% increase compared to the second quarter of 2024, which was largely driven by increased gross profit and lower interest expense on variable-rate floor plan liabilities from lower inventory levels.

As of June 30, 2025, cash and cash equivalents was $5.3 million, Total Debt outstanding was $1,630.7 million, Net Debt was $1,625.4 million and Net Leverage Ratio was 4.66x. Availability under the senior secured credit facility was $275.7 million as of June 30, 2025, and based on our borrowing base, we have an additional $231.1 million of suppressed availability that we can potentially utilize by upsizing our existing facility

OUTLOOK

We are reaffirming our full-year revenue and Adjusted EBITDA1, 4 guidance for 2025 at this time. With record new sales in the quarter and average OEC on rent up more than $160 million, or 16%, in the second fiscal quarter compared to the same period last year, we continue to expect 2025 to be a year of double-digit revenue and adjusted EBITDA growth. The TES segment continues to benefit from a good macro demand environment as well as our strong relationships with our key customers, and chassis and attachment suppliers. While our backlog was down in the quarter, our intra-quarter order flow remains quite strong, particularly among local and regional customers, with signed orders from this portion of our customer base up more than 45% on a year-over-year basis in the quarter, driving overall year-over-year signed order growth of just under 35%. After the volatility in our ERS segment rental markets in 2024, primarily in the transmission and distribution utility market, we have experienced strong demand in our rental business over the past three fiscal quarters. We continue to focus on further penetrating the vocational rental market and believe the ERS outlook from our rental customers for long-term demand and growth will be strong. Given the strong demand environment, we expect to grow our rental fleet (based on net OEC) by at least mid-single digits by the end of the year. Regarding TES, supply chain improvements, healthy, but improved inventory levels exiting 2024, normalized backlog levels, and strong order flow will continue to allow us to generate double-digit revenue growth in 2025. Further, despite a tactical investment in inventory during the first half of the year to mitigate the impact of new tariffs, we expect to make progress on unwinding our significant strategic investment in inventory levels over the last two years by the end of the year. As a result, we expect to generate meaningful free cash flow in 2025, setting a target to generate more than $50 million of levered free cash flow2, 4 and deliver a meaningful reduction in our net leverage ratio3, 4 by the end of the fiscal year.

2025 Consolidated Outlook

 

 

 

Revenue

$1,970 million

$2,060 million

Adjusted EBITDA1, 4

$370 million

$390 million

 

 

 

 

2025 Revenue Outlook by Segment

 

 

ERS

$660 million

$690 million

TES

$1,160 million

$1,210 million

APS

$150 million

$160 million

1

Adjusted EBITDA is a non-GAAP performance measure that we use to monitor our results of operations, to measure performance against debt covenants and performance relative to competitors. Refer to the section below entitled “Non-GAAP Financial and Performance Measures” for further information about Adjusted EBITDA.

2

Levered Free Cash Flow is defined as net cash provided by operating activities, less cash flow for investing activities, excluding acquisitions, plus acquisition of inventory through floor plan payables – non-trade less repayment of floor plan payables – non-trade, both of which are included in cash flow from financing activities in our Consolidated Statements of Cash Flows.

3

Net leverage ratio is a non-GAAP performance measure used by management, and we believe it provides useful information to investors because it is an important measure to evaluate our debt levels and progress toward leverage targets, which is consistent with the manner our lenders and management use this measure. Refer to the section below entitled “Non-GAAP Financial and Performance Measures” for further information about net leverage ratio.

4

CTOS is unable to present a quantitative reconciliation of its forward-looking Adjusted EBITDA, Levered Free Cash Flow, and Net Leverage Ratio for the year ending December 31, 2025 to their respective most directly comparable GAAP financial measure due to the high variability and difficulty in predicting certain items that affect such GAAP measures including, but not limited to, customer buyout requests on rentals with rental purchase options and income tax expense. Adjusted EBITDA, Levered Free Cash Flow, and Net Leverage Ratio should not be used to predict their respective most directly comparable GAAP measure as the differences between the respective measures are variable and unpredictable.

CONFERENCE CALL INFORMATION

The Company has scheduled a conference call at 9:00 a.m. ET on July 31, 2025, to discuss its second quarter 2025 financial results. A webcast will be publicly available at: investors.customtruck.com. To listen by phone, please dial 1-800-715-9871 or 1-646-307-1963 and provide the operator with conference ID 9155613. A replay of the call will be available until 11:59 p.m. ET, Thursday, August 7, 2025, by dialing 1-800-770-2030 or 1-609-800-9909 and entering passcode 9155613.

ABOUT CTOS

CTOS is one of the largest providers of specialty equipment, parts, tools, accessories and services to the electric utility transmission and distribution, telecommunications, and rail markets in North America, with a differentiated “one-stop-shop” business model. CTOS offers its specialized equipment to a diverse customer base for the maintenance, repair, upgrade, and installation of critical infrastructure assets, including electric lines, telecommunications networks, and rail systems. The Company's coast-to-coast rental fleet of approximately 10,300 units includes aerial devices, boom trucks, cranes, digger derricks, pressure drills, stringing gear, hi-rail equipment, repair parts, tools, and accessories. For more information, please visit customtruck.com.

FORWARD-LOOKING STATEMENTS

This press release includes “forward-looking statements” within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995, as amended, and within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act of 1933, as amended. When used in this press release, the words “estimates,” “projected,” “expects,” “anticipates,” “forecasts,” “suggests,” “plans,” “targets,” “intends,” “believes,” “seeks,” “may,” “will,” “should,” “future,” “propose” and variations of these words or similar expressions (or the negative versions of such words or expressions) are intended to identify forward-looking statements. These forward-looking statements are not guarantees of future performance, conditions or results, and involve a number of known and unknown risks, uncertainties, assumptions and other important factors, many of which are outside the Company's management’s control, that could cause actual results or outcomes to differ materially from those discussed in this press release. This press release is based on certain assumptions that the Company's management has made in light of its experience in the industry, as well as the Company’s perceptions of historical trends, current conditions, expected future developments and other factors the Company believes are appropriate in these circumstances and at such time. As you read and consider this press release, you should understand that these statements are not guarantees of performance or results. Many factors could affect the Company’s actual performance and results and could cause actual results to differ materially from those expressed in this press release. Important factors, among others, that may affect actual results or outcomes include: increases in labor costs, changes in U.S. trade policy including tariffs, our inability to obtain raw materials, component parts and/or finished goods in a timely and cost-effective manner, and our inability to manage our rental equipment in an effective manner; competition in the equipment dealership and rental industries; our sales order backlog may not be indicative of the level of our future revenues; increases in unionization rate in our workforce; our inability to attract and retain key personnel, including our management and skilled technicians; material disruptions to our operation and manufacturing locations as a result of public health concerns, equipment failures, natural disasters, work stoppages, power outages or other reasons; any further increase in the cost of new equipment that we purchase for use in our rental fleet or for sale as inventory; and aging or obsolescence of our existing equipment, and the fluctuations of market value thereof; disruptions in our supply chain; our business may be impacted by government spending; we may experience losses in excess of our recorded reserves for receivables; uncertainty relating to macroeconomic conditions, unfavorable conditions in the capital and credit markets and our customers’ inability to obtain additional capital as required; increases in price of fuel or freight; regulatory, technological advancement, or other changes in our core end-markets may affect our customers’ spending; our strategic initiatives including acquisitions and divestitures may not be successful and may divert our management’s attention away from operations and could create general customer uncertainty; the interest of our majority stockholder, which may not be consistent with the other stockholders; volatility of our common stock market price; our significant indebtedness, which may adversely affect our financial position, limit our available cash and our access to additional capital, prevent us from growing our business and increase our risk of default; our inability to generate cash, which could lead to a default; significant operating and financial restrictions imposed by our debt agreements; changes in interest rates, which could increase our debt service obligations on the variable rate indebtedness and decrease our net income and cash flows; disruptions or security compromises affecting our information technology systems or those of our critical services providers could adversely affect our operating results by subjecting us to liability, and limiting our ability to effectively monitor and control our operations, adjust to changing market conditions, or implement strategic initiatives; we are subject to complex laws and regulations, including environmental and safety regulations that can adversely affect cost, manner or feasibility of doing business; we are subject to a series of risks related to climate change; and increased attention to, and evolving expectations for, sustainability and environmental, social and governance initiatives. For a more complete description of these and other possible risks and uncertainties, please refer to the Company's Annual Report on Form 10-K for the year ended December 31, 2024, and its subsequent reports filed with the Securities and Exchange Commission. All forward-looking statements attributable to the Company or persons acting on its behalf are expressly qualified in their entirety by the foregoing cautionary statements.

CUSTOM TRUCK ONE SOURCE, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(unaudited)

 

Three Months Ended June 30,

 

Six Months Ended June 30,

 

Three Months Ended

March 31, 2025

(in $000s except per share data)

 

2025

 

 

 

2024

 

 

 

2025

 

 

 

2024

 

 

Revenue

 

 

 

 

 

 

 

 

 

Rental revenue

$

120,814

 

 

$

102,997

 

 

$

237,075

 

 

$

209,168

 

 

$

116,261

 

Equipment sales

 

356,112

 

 

 

285,633

 

 

 

629,975

 

 

 

558,235

 

 

 

273,863

 

Parts sales and services

 

34,557

 

 

 

34,383

 

 

 

66,665

 

 

 

66,917

 

 

 

32,108

 

Total revenue

 

511,483

 

 

 

423,013

 

 

 

933,715

 

 

 

834,320

 

 

 

422,232

 

Cost of Revenue

 

 

 

 

 

 

 

 

 

Cost of rental revenue

 

30,338

 

 

 

29,295

 

 

 

60,738

 

 

 

59,120

 

 

 

30,400

 

Depreciation of rental equipment

 

54,007

 

 

 

44,585

 

 

 

104,098

 

 

 

88,329

 

 

 

50,091

 

Cost of equipment sales

 

296,672

 

 

 

231,318

 

 

 

525,149

 

 

 

452,118

 

 

 

228,477

 

Cost of parts sales and services

 

27,924

 

 

 

28,548

 

 

 

55,652

 

 

 

54,777

 

 

 

27,728

 

Total cost of revenue

 

408,941

 

 

 

333,746

 

 

 

745,637

 

 

 

654,344

 

 

 

336,696

 

Gross Profit

 

102,542

 

 

 

89,267

 

 

 

188,078

 

 

 

179,976

 

 

 

85,536

 

Operating Expenses

 

 

 

 

 

 

 

 

 

Selling, general and administrative expenses

 

59,165

 

 

 

55,697

 

 

 

118,616

 

 

 

113,692

 

 

 

59,451

 

Amortization

 

6,911

 

 

 

6,692

 

 

 

13,591

 

 

 

13,270

 

 

 

6,680

 

Non-rental depreciation

 

3,232

 

 

 

3,360

 

 

 

6,572

 

 

 

6,280

 

 

 

3,340

 

Transaction expenses and other

 

5,303

 

 

 

5,844

 

 

 

8,963

 

 

 

10,690

 

 

 

3,660

 

Total operating expenses

 

74,611

 

 

 

71,593

 

 

 

147,742

 

 

 

143,932

 

 

 

73,131

 

Operating Income

 

27,931

 

 

 

17,674

 

 

 

40,336

 

 

 

36,044

 

 

 

12,405

 

Other Expense

 

 

 

 

 

 

 

 

 

Interest expense, net

 

40,204

 

 

 

42,401

 

 

 

79,117

 

 

 

80,316

 

 

 

38,913

 

Financing and other expense (income)

 

(1,371

)

 

 

(3,319

)

 

 

(2,387

)

 

 

(6,581

)

 

 

(1,016

)

Total other expense

 

38,833

 

 

 

39,082

 

 

 

76,730

 

 

 

73,735

 

 

 

37,897

 

Income (Loss) Before Income Taxes

 

(10,902

)

 

 

(21,408

)

 

 

(36,394

)

 

 

(37,691

)

 

 

(25,492

)

Income Tax Expense (Benefit)

 

17,478

 

 

 

3,070

 

 

 

9,777

 

 

 

1,122

 

 

 

(7,701

)

Net Income (Loss)

$

(28,380

)

 

$

(24,478

)

 

$

(46,171

)

 

$

(38,813

)

 

$

(17,791

)

 

 

 

 

 

 

 

 

 

 

Net Income (Loss) Per Share

 

 

 

 

 

 

 

 

 

Basic

$

(0.13

)

 

$

(0.10

)

 

$

(0.20

)

 

$

(0.16

)

 

$

(0.08

)

Diluted

$

(0.13

)

 

$

(0.10

)

 

$

(0.20

)

 

$

(0.16

)

 

$

(0.08

)

CUSTOM TRUCK ONE SOURCE, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(unaudited)

 

(in $000s)

June 30, 2025

 

December 31, 2024

Assets

 

 

 

Current Assets

 

 

 

Cash and cash equivalents

$

5,259

 

 

$

3,805

 

Accounts receivable, net

 

188,994

 

 

 

215,873

 

Financing receivables, net

 

7,834

 

 

 

8,913

 

Inventory

 

1,089,245

 

 

 

1,049,304

 

Prepaid expenses and other

 

39,583

 

 

 

23,557

 

Total current assets

 

1,330,915

 

 

 

1,301,452

 

Property and equipment, net

 

129,335

 

 

 

130,923

 

Rental equipment, net

 

1,055,115

 

 

 

1,001,651

 

Goodwill

 

705,233

 

 

 

704,806

 

Intangible assets, net

 

239,148

 

 

 

252,393

 

Operating lease assets

 

103,326

 

 

 

94,696

 

Other assets

 

13,852

 

 

 

16,046

 

Total Assets

$

3,576,924

 

 

$

3,501,967

 

Liabilities and Stockholders' Equity

 

 

 

Current Liabilities

 

 

 

Accounts payable

$

128,613

 

 

$

88,487

 

Accrued expenses

 

87,839

 

 

 

69,349

 

Deferred revenue and customer deposits

 

21,474

 

 

 

26,250

 

Floor plan payables - trade

 

408,274

 

 

 

330,498

 

Floor plan payables - non-trade

 

381,917

 

 

 

470,830

 

Operating lease liabilities - current

 

8,409

 

 

 

7,445

 

Current maturities of long-term debt

 

23,114

 

 

 

7,842

 

Total current liabilities

 

1,059,640

 

 

 

1,000,701

 

Long-term debt, net

 

1,589,883

 

 

 

1,519,882

 

Operating lease liabilities - noncurrent

 

97,886

 

 

 

88,674

 

Deferred income taxes

 

39,388

 

 

 

31,401

 

Total long-term liabilities

 

1,727,157

 

 

 

1,639,957

 

Stockholders' Equity

 

 

 

Common stock

 

25

 

 

 

25

 

Treasury stock, at cost

 

(122,602

)

 

 

(88,229

)

Additional paid-in capital

 

1,555,309

 

 

 

1,550,785

 

Accumulated other comprehensive loss

 

(9,906

)

 

 

(14,744

)

Accumulated deficit

 

(632,699

)

 

 

(586,528

)

Total stockholders' equity

 

790,127

 

 

 

861,309

 

Total Liabilities and Stockholders' Equity

$

3,576,924

 

 

$

3,501,967

CUSTOM TRUCK ONE SOURCE, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited)

 

 

Six Months Ended June 30,

(in $000s)

 

2025

 

 

 

2024

 

Operating Activities

 

 

 

Net income (loss)

$

(46,171

)

 

$

(38,813

)

Adjustments to reconcile net income (loss) to net cash flow from operating activities:

 

 

 

Depreciation and amortization

 

128,168

 

 

 

113,958

 

Amortization of debt issuance costs

 

2,222

 

 

 

2,879

 

Provision for losses on accounts receivable

 

5,008

 

 

 

7,058

 

Share-based compensation

 

4,179

 

 

 

6,329

 

Gain on sales and disposals of rental equipment

 

(21,599

)

 

 

(23,589

)

Change in fair value of derivative and warrants

 

 

 

 

(527

)

Deferred tax expense (benefit)

 

7,653

 

 

 

270

 

Changes in assets and liabilities:

 

 

 

Accounts and financing receivables

 

23,375

 

 

 

24,605

 

Inventories

 

(37,760

)

 

 

(182,751

)

Prepaids, operating leases and other

 

(14,541

)

 

 

4,853

 

Accounts payable

 

39,504

 

 

 

3,138

 

Accrued expenses and other liabilities

 

18,368

 

 

 

(20,045

)

Floor plan payables - trade, net

 

77,776

 

 

 

132,304

 

Customer deposits and deferred revenue

 

(4,829

)

 

 

(6,261

)

Net cash flow from operating activities

 

181,353

 

 

 

23,408

 

Investing Activities

 

 

 

Acquisition of business, net of cash acquired

 

 

 

 

(6,015

)

Purchases of rental equipment

 

(225,299

)

 

 

(165,214

)

Proceeds from sales and disposals of rental equipment

 

93,967

 

 

 

99,576

 

Purchase of non-rental property and cloud computing arrangements

 

(8,475

)

 

 

(27,035

)

Net cash flow for investing activities

 

(139,807

)

 

 

(98,688

)

Financing Activities

 

 

 

Borrowings under revolving credit facilities

 

144,269

 

 

 

97,520

 

Repayments under revolving credit facilities

 

(56,694

)

 

 

(62,521

)

Proceeds from debt, net issuance costs

 

 

 

 

4,200

 

Principal payments on long-term debt

 

(4,523

)

 

 

(5,259

)

Acquisition of inventory through floor plan payables - non-trade

 

237,812

 

 

 

320,325

 

Repayment of floor plan payables - non-trade

 

(326,725

)

 

 

(256,827

)

Repurchase of common stock

 

(32,575

)

 

 

(23,014

)

Share-based payments

 

(1,453

)

 

 

(1,451

)

Net cash flow from financing activities

 

(39,889

)

 

 

72,973

 

Effect of exchange rate changes on cash and cash equivalents

 

(203

)

 

 

57

 

Net Change in Cash and Cash Equivalents

 

1,454

 

 

 

(2,250

)

Cash and Cash Equivalents at Beginning of Period

 

3,805

 

 

 

10,309

 

Cash and Cash Equivalents at End of Period

$

5,259

 

 

$

8,059

 

 

 

Six Months Ended June 30,

(in $000s)

 

2025

 

 

 

2024

 

Supplemental Cash Flow Information

 

 

 

Interest paid

$

77,619

 

 

$

76,175

 

Income taxes paid

 

697

 

 

 

4,105

 

Non-Cash Investing and Financing Activities

 

 

 

Rental equipment and property and equipment purchases in accounts payable

 

1,052

 

 

 

1,128

 

Rental equipment sales in accounts receivable

 

1,775

 

 

 

8,937

 

CUSTOM TRUCK ONE SOURCE, INC.

NON-GAAP FINANCIAL AND PERFORMANCE MEASURES

In our press release and schedules, and on the related conference call, we report certain financial measures that are not required by, or presented in accordance with, United States generally accepted accounting principles (“GAAP”). We utilize these financial measures to manage our business on a day-to-day basis and some of these measures are commonly used in our industry to evaluate performance by excluding items considered to be non-recurring. We believe these non-GAAP measures provide investors expanded insight to assess performance, in addition to the standard GAAP-based financial measures. The press release schedules reconcile the most directly comparable GAAP measure to each non-GAAP measure that we refer to. Although management evaluates and presents these non-GAAP measures for the reasons described herein, please be aware that these non-GAAP measures have limitations and should not be considered in isolation or as a substitute for revenue, operating income/loss, net income/loss, earnings/loss per share or any other comparable measure prescribed by GAAP. In addition, we may calculate and/or present these non-GAAP financial measures differently than measures with the same or similar names that other companies report, and as a result, the non-GAAP measures we report may not be comparable to those reported by others.

Adjusted EBITDA. Adjusted EBITDA is a non-GAAP performance measure that we use to monitor our results of operations, to measure performance against debt covenants and performance relative to competitors. We believe Adjusted EBITDA is a useful performance measure because it allows for an effective evaluation of operating performance, without regard to financing methods or capital structures. We exclude the items identified in the reconciliations of net income (loss) to Adjusted EBITDA because these amounts are either non-recurring or can vary substantially within the industry depending upon accounting methods and book values of assets, including the method by which the assets were acquired, and capital structures. Adjusted EBITDA should not be considered as an alternative to, or more meaningful than, net income (loss) determined in accordance with GAAP. Certain items excluded from Adjusted EBITDA are significant components in understanding and assessing a company’s financial performance, such as a company’s cost of capital and tax structure, as well as the historical costs of depreciable assets, none of which are reflected in Adjusted EBITDA. Our presentation of Adjusted EBITDA should not be construed as an indication that results will be unaffected by the items excluded from Adjusted EBITDA. Our computation of Adjusted EBITDA may not be identical to other similarly titled measures of other companies.

We define Adjusted EBITDA as net income or loss before interest expense, income taxes, depreciation and amortization, share-based compensation, and other items that we do not view as indicative of ongoing performance. Our Adjusted EBITDA includes an adjustment to exclude the effects of purchase accounting adjustments when calculating the cost of inventory and used equipment sold. When inventory or equipment is purchased in connection with a business combination, the assets are revalued to their current fair values for accounting purposes. The consideration transferred (i.e., the purchase price) in a business combination is allocated to the fair values of the assets as of the acquisition date, with amortization or depreciation recorded thereafter following applicable accounting policies; however, this may not be indicative of the actual cost to acquire inventory or new equipment that is added to product inventory or the rental fleets apart from a business acquisition. We also include an adjustment to remove the impact of accounting for certain of our rental contracts with customers containing a rental purchase option that are accounted for under GAAP as a sales-type lease. We include this adjustment because we believe continuing to reflect the transactions as an operating lease better reflects the economics of the transactions given our large portfolio of rental contracts. These, and other, adjustments to GAAP net income or loss that are applied to derive Adjusted EBITDA are specified by our senior secured credit agreement and the indenture of our senior secured notes.

Adjusted Gross Profit. We present total gross profit excluding rental equipment depreciation (“Adjusted Gross Profit”) as a non-GAAP financial performance measure. This measure differs from the GAAP definition of gross profit, as we do not include the impact of depreciation expense, which represents non-cash expense. We use this measure to evaluate operating margins and the effectiveness of the cost of our rental fleet.

Net Debt. We present the non-GAAP financial measure “Net Debt,” which is total debt (the most comparable GAAP measure, calculated as current and long-term debt, excluding deferred financing fees, plus current and long-term finance lease obligations) minus cash and cash equivalents. We believe this non-GAAP measure is useful to investors to evaluate our financial position.

Net Leverage Ratio. Net leverage ratio is a non-GAAP performance measure used by management and we believe it provides useful information to investors because it is an important measure to evaluate our debt levels and progress toward leverage targets, which is consistent with the manner our lenders and management use this measure. We define net leverage ratio as net debt divided by Adjusted EBITDA for the previous twelve-month period (“last twelve months,” or “LTM”).

CUSTOM TRUCK ONE SOURCE, INC.

ADJUSTED EBITDA RECONCILIATION

(unaudited)

 

 

Three Months Ended

June 30,

 

Six Months Ended

June 30,

 

Three Months Ended

March 31, 2025

(in $000s)

 

2025

 

 

 

2024

 

 

 

2025

 

 

 

2024

 

 

Net income (loss)

$

(28,380

)

 

$

(24,478

)

 

$

(46,171

)

 

$

(38,813

)

 

$

(17,791

)

Interest expense

 

26,440

 

 

 

27,003

 

 

 

52,056

 

 

 

52,018

 

 

 

25,616

 

Income tax expense (benefit)

 

17,478

 

 

 

3,070

 

 

 

9,777

 

 

 

1,122

 

 

 

(7,701

)

Depreciation and amortization

 

66,426

 

 

 

57,797

 

 

 

128,937

 

 

 

113,958

 

 

 

62,511

 

EBITDA

 

81,964

 

 

 

63,392

 

 

 

144,599

 

 

 

128,285

 

 

 

62,635

 

Adjustments:

 

 

 

 

 

 

 

 

 

Non-cash purchase accounting impact (1)

 

3,915

 

 

 

5,260

 

 

 

8,096

 

 

 

8,220

 

 

 

4,181

 

Transaction and integration costs (2)

 

5,303

 

 

 

5,844

 

 

 

8,963

 

 

 

10,690

 

 

 

3,660

 

Sales-type lease adjustment (3)

 

471

 

 

 

1,961

 

 

 

1,017

 

 

 

4,435

 

 

 

546

 

Share-based payments (4)

 

1,775

 

 

 

3,599

 

 

 

4,179

 

 

 

6,329

 

 

 

2,404

 

Change in fair value of derivative and warrants (5)

 

 

 

 

 

 

 

 

 

 

(527

)

 

 

 

Adjusted EBITDA

$

93,428

 

 

$

80,056

 

 

$

166,854

 

 

$

157,432

 

 

$

73,426

 

Adjusted EBITDA is defined as net income (loss), as adjusted for provision for income taxes, interest expense, net, depreciation of rental equipment and non-rental depreciation and amortization, and further adjusted for the impact of the fair value mark-up of acquired rental fleet, business acquisition and merger-related costs, including integration, the impact of accounting for certain of our rental contracts with customers that are accounted for under GAAP as sales-type lease and stock compensation expense. This non-GAAP measure is subject to certain limitations.

(1)

Represents the non-cash impact of purchase accounting, net of accumulated depreciation, on the cost of equipment and inventory sold. The equipment and inventory acquired received a purchase accounting step-up in basis, which is a non-cash adjustment to the equipment cost pursuant to our ABL Credit Agreement and Indenture.

(2)

Represents transaction and other costs related to acquisitions of businesses; costs associated with closed operations; costs associated with restructuring and business optimization activities (inclusive of systems establishment costs); employee retention and/or severance costs; costs related to start-up/pre-openings and openings of locations; reconfiguration or consolidation of facilities or equipment conversion costs. These adjustments are presented as adjustments to net income (loss) pursuant to our ABL Credit Agreement and Indenture.

(3)

Represents the impact of sales-type lease accounting for certain leases containing rental purchase options (or “RPOs”), as the application of sales-type lease accounting is not deemed to be representative of the ongoing cash flows of the underlying rental contracts. The adjustments are made pursuant to our ABL Credit Agreement and Indenture. The components of this adjustment are presented in the table below:

 

Three Months Ended

June 30,

 

Six Months Ended

June 30,

 

Three Months Ended

March 31, 2025

(in $000s)

 

2025

 

 

 

2024

 

 

 

2025

 

 

 

2024

 

 

Equipment sales

$

(984

)

 

$

(1,554

)

 

$

(3,145

)

 

$

(4,572

)

 

$

(2,161

)

Cost of equipment sales

 

949

 

 

 

1,229

 

 

 

2,788

 

 

 

4,051

 

 

 

1,839

 

Gross margin

 

(35

)

 

 

(325

)

 

 

(357

)

 

 

(521

)

 

 

(322

)

Interest income

 

(1,322

)

 

 

(3,283

)

 

 

(2,334

)

 

 

(6,025

)

 

 

(1,012

)

Rental invoiced

 

1,828

 

 

 

5,569

 

 

 

3,708

 

 

 

10,981

 

 

 

1,880

 

Sales-type lease adjustment

$

471

 

 

$

1,961

 

 

$

1,017

 

 

$

4,435

 

 

$

546

 

(4)

Represents non-cash share-based compensation expense associated with the issuance of restricted stock units.

(5)

Represents the charge to earnings for the change in fair value of the liability for warrants. On July 31, 2024, all of the Company’s stock purchase warrants expired and were unexercised.

Reconciliation of Adjusted Gross Profit

(unaudited)

The following table presents the reconciliation of Adjusted Gross Profit:

 

 

Three Months Ended

June 30,

 

Six Months Ended

June 30,

 

Three Months Ended

March 31, 2025

(in $000s)

2025

 

2024

 

2025

 

2024

 

Revenue

 

 

 

 

 

 

 

 

 

Rental revenue

$

120,814

 

$

102,997

 

$

237,075

 

$

209,168

 

$

116,261

Equipment sales

 

356,112

 

 

285,633

 

 

629,975

 

 

558,235

 

 

273,863

Parts sales and services

 

34,557

 

 

34,383

 

 

66,665

 

 

66,917

 

 

32,108

Total revenue

 

511,483

 

 

423,013

 

 

933,715

 

 

834,320

 

 

422,232

Cost of Revenue

 

 

 

 

 

 

 

 

 

Cost of rental revenue

 

30,338

 

 

29,295

 

 

60,738

 

 

59,120

 

 

30,400

Depreciation of rental equipment

 

54,007

 

 

44,585

 

 

104,098

 

 

88,329

 

 

50,091

Cost of equipment sales

 

296,672

 

 

231,318

 

 

525,149

 

 

452,118

 

 

228,477

Cost of parts sales and services

 

27,924

 

 

28,548

 

 

55,652

 

 

54,777

 

 

27,728

Total cost of revenue

 

408,941

 

 

333,746

 

 

745,637

 

 

654,344

 

 

336,696

Gross Profit

 

102,542

 

 

89,267

 

 

188,078

 

 

179,976

 

 

85,536

Add: depreciation of rental equipment

 

54,007

 

 

44,585

 

 

104,098

 

 

88,329

 

 

50,091

Adjusted Gross Profit

$

156,549

 

$

133,852

 

$

292,176

 

$

268,305

 

$

135,627

Reconciliation of ERS Segment Adjusted Gross Profit and Rental Gross Profit

(unaudited)

The following table presents the reconciliation of ERS segment Adjusted Gross Profit:

 

 

Three Months Ended

June 30,

 

Six Months Ended

June 30,

 

Three Months Ended

March 31, 2025

(in $000s)

2025

 

2024

 

2025

 

2024

 

Revenue

 

 

 

 

 

 

 

 

 

Rental revenue

$

117,728

 

$

100,699

 

$

230,693

 

$

203,987

 

$

112,965

Equipment sales

 

52,744

 

 

37,712

 

 

94,127

 

 

70,452

 

 

41,383

Total revenue

 

170,472

 

 

138,411

 

 

324,820

 

 

274,439

 

 

154,348

Cost of Revenue

 

 

 

 

 

 

 

 

 

Cost of rental revenue

 

30,328

 

 

29,281

 

 

60,716

 

 

59,081

 

 

30,388

Cost of equipment sales

 

40,396

 

 

25,792

 

 

71,403

 

 

49,890

 

 

31,007

Depreciation of rental equipment

 

53,303

 

 

43,581

 

 

102,627

 

 

86,278

 

 

49,324

Total cost of revenue

 

124,027

 

 

98,654

 

 

234,746

 

 

195,249

 

 

110,719

Gross profit

 

46,445

 

 

39,757

 

 

90,074

 

 

79,190

 

 

43,629

Add: depreciation of rental equipment

 

53,303

 

 

43,581

 

 

102,627

 

 

86,278

 

 

49,324

Adjusted Gross Profit

$

99,748

 

$

83,338

 

$

192,701

 

$

165,468

 

$

92,953

The following table presents the reconciliation of Adjusted ERS Rental Gross Profit:

 

 

Three Months Ended

June 30,

 

Six Months Ended

June 30,

 

Three Months Ended

March 31, 2025

(in $000s)

2025

 

2024

 

2025

 

2024

 

Rental revenue

$

117,728

$

100,699

$

230,693

$

203,987

$

112,965

Cost of rental revenue

 

30,328

 

 

29,281

 

 

60,716

 

 

59,081

 

 

30,388

Adjusted Rental Gross Profit

$

87,400

$

71,418

$

169,977

$

144,906

$

82,577

Reconciliation of Net Debt

(unaudited)

The following table presents the reconciliation of Net Debt:

 

(in $000s)

June 30, 2025

 

March 31, 2025

Current maturities of long-term debt

$

23,114

 

 

$

5,966

 

Long-term debt, net

 

1,589,883

 

 

 

1,593,176

 

Deferred financing fees

 

17,705

 

 

 

18,862

 

Less: cash and cash equivalents

 

(5,259

)

 

 

(5,380

)

Net Debt

$

1,625,443

 

 

$

1,612,624

Reconciliation of Net Leverage Ratio

(unaudited)

The following table presents the reconciliation of the Net Leverage Ratio:

 

Twelve Months Ended

(in $000s)

June 30, 2025

 

March 31, 2025

Net Debt (as of period end)

$

1,625,443

 

$

1,612,624

Divided by: LTM Adjusted EBITDA (1)

$

349,079

 

$

335,707

Net Leverage Ratio

 

4.66

 

 

4.80

(1) The following table presents the calculation of LTM Adjusted EBITDA for the periods ended June 30, 2025 and March 31, 2025:
 

 

 

Current Year To Date

Period

 

Less: Prior Year To Date

Period

 

Add: Prior Fiscal Year

 

LTM Adjusted EBITDA

(in $000s)

June 30, 2025

 

June 30, 2024

 

December 31, 2024

 

June 30, 2025

Net income (loss)

$

(46,171

)

 

$

(38,813

)

 

$

(28,655

)

 

$

(36,013

)

Interest expense

 

52,056

 

 

 

52,018

 

 

 

105,895

 

 

 

105,933

 

Income tax expense (benefit)

 

9,777

 

 

 

1,122

 

 

 

(532

)

 

 

8,123

 

Depreciation and amortization

 

128,937

 

 

 

113,958

 

 

 

235,807

 

 

 

250,786

 

EBITDA

 

144,599

 

 

 

128,285

 

 

 

312,515

 

 

 

328,829

 

Adjustments:

 

 

 

 

 

 

 

 

Non-cash purchase accounting impact

 

8,096

 

 

 

8,220

 

 

 

16,833

 

 

 

16,709

 

Transaction and integration costs

 

8,963

 

 

 

10,690

 

 

 

17,915

 

 

 

16,188

 

Sales-type lease adjustment

 

1,017

 

 

 

4,435

 

 

 

4,559

 

 

 

1,141

 

Gain on sale leaseback transaction

 

 

 

 

 

 

 

(23,497

)

 

 

(23,497

)

Share-based payments

 

4,179

 

 

 

6,329

 

 

 

11,859

 

 

 

9,709

 

Change in fair value of warrants

 

 

 

 

(527

)

 

 

(527

)

 

 

 

Adjusted EBITDA

$

166,854

 

 

$

157,432

 

 

$

339,657

 

 

$

349,079

 

 

 

Current Year To Date Period

 

Less: Prior Year To Date Period

 

Add: Prior Fiscal Year

 

LTM Adjusted EBITDA

(in $000s)

March 31, 2025

 

March 31, 2024

 

December 31, 2024

 

March 31, 2025

Net income (loss)

$

(17,791

)

 

$

(14,335

)

 

$

(28,655

)

 

$

(32,111

)

Interest expense

 

25,616

 

 

 

25,015

 

 

 

105,895

 

 

 

106,496

 

Income tax expense (benefit)

 

(7,701

)

 

 

(1,948

)

 

 

(532

)

 

 

(6,285

)

Depreciation and amortization

 

62,511

 

 

 

56,161

 

 

 

235,807

 

 

 

242,157

 

EBITDA

 

62,635

 

 

 

64,893

 

 

 

312,515

 

 

 

310,257

 

Adjustments:

 

 

 

 

 

 

 

 

Non-cash purchase accounting impact

 

4,181

 

 

 

2,960

 

 

 

16,833

 

 

 

18,054

 

Transaction and integration costs

 

3,660

 

 

 

4,846

 

 

 

17,915

 

 

 

16,729

 

Sales-type lease adjustment

 

546

 

 

 

2,474

 

 

 

4,559

 

 

 

2,631

 

Gain on sale leaseback transaction

 

 

 

 

 

 

 

(23,497

)

 

 

(23,497

)

Share-based payments

 

2,404

 

 

 

2,730

 

 

 

11,859

 

 

 

11,533

 

Change in fair value of warrants

 

 

 

 

(527

)

 

 

(527

)

 

 

 

Adjusted EBITDA

$

73,426

 

 

$

77,376

 

 

$

339,657

 

 

$

335,707

 

 

Contacts

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