BUSINESS |
6 Months Ended |
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Jun. 30, 2026 | |
| Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
| BUSINESS | BUSINESS EquipmentShare.com Inc and subsidiaries (“EquipmentShare” or the “Company”) was organized in 2014 and commenced operations on January 1, 2015. Effective June 30, 2025, EquipmentShare.com Inc changed its jurisdiction of incorporation from the state of Delaware to the state of Texas. The Company is a vertically integrated platform that combines proprietary technology, a connected equipment fleet, and a nationwide footprint to serve the construction industry. More than a rental company, EquipmentShare delivers jobsite visibility and control through its cloud-based T3 platform, which integrates embedded telematics hardware, software applications, and real-time data to support both customers and internal operations. The T3 platform is original equipment manufacturer (“OEM”) agnostic and gives the Company and its rental customers the ability to track mixed fleets, maximize utilization, reduce unplanned downtime, streamline maintenance, and improve jobsite security and operator accountability. The Company utilizes its proprietary T3 platform in its equipment rental and service operations to manage construction equipment that is owned by the Company, as well as construction equipment that is leased from third party participants in the Company’s “OWN Program.” Under the OWN Program, participants may purchase from the Company new or used (typically less than four years old) equipment which is fully enabled with our T3 platform. Concurrently, the participant and the Company enter into a lease agreement whereby this qualified equipment is placed on the Company’s T3 platform, to be rented to third party users. Rental revenue generated from equipment enrolled under the OWN Program is divided and shared between the Company and the owner of the equipment, and for the duration of the arrangement the Company manages the owner’s equipment utilizing the T3 platform. At the end of the sharing period under the OWN Program, the Company may assist the owner with remarketing services if the equipment is to be sold in the market as used construction equipment. The Company also offers several add-on services to the owner of the equipment. In addition to equipment rentals, the Company also offers complementary products and services, such as equipment parts, supplies, services, and select jobsite support offerings. These products and services are integrated with the T3 platform to support broader jobsite needs as part of the Company’s equipment rental and services operations. The Company offers new and used equipment for sale to customers. Separately, the Company offers telematics software as a service (“SaaS”) subscriptions, supported by embedded telematics hardware to customers who use the digital tools to monitor fleet performance, manage maintenance, and oversee jobsite activity through a single platform. The Company develops and enhances these tools and services with input from customers. The Company also retails building materials and hardware supplies to customers. As of June 30, 2026, the Company had 391 full-service branches, 9 dealership sites, and 30 building materials and hardware retail stores located across 45 states in the U.S. The Company’s full-service, technology-enabled model supports multiple customer touchpoints and allows it to operate a high-quality, diversified rental fleet. The Company’s branch network also serves as an effective distribution channel for fleet disposition and supports related activities including new and used equipment sales, parts, supplies and services. The Company is an authorized dealer for JLG, Takeuchi, Skyjack, Genie, and other major brands of construction and aerial equipment, and offers equipment rentals, parts, and services. Initial Public Offering On January 26, 2026, the Company completed its initial public offering (“IPO”) of 30.5 million shares of the Company’s Class A common stock at a price of $24.50, resulting in gross proceeds of $747 million and net proceeds of $706 million after deducting underwriting discounts and commissions. In connection with the IPO, the Company capitalized $14 million of equity issuance costs. The Company intends to use the net proceeds of the offering for general corporate purposes. Immediately prior to the completion of the IPO, the Company’s certificate of formation, bylaws, and investors’ rights agreement were amended and restated, resulting in, among other things, all shares of the Company’s common stock, including shares of common stock issued upon the automatic conversion of the Company’s preferred stock (other than shares of perpetual preferred stock which remain outstanding) being reclassified into shares of Class A common stock, and immediately thereafter all shares of Class A common stock then held by the Company’s Chief Executive Officer or President (the “Founders”) were exchanged into an equivalent number of shares of Class B common stock. Additionally, shares of Class A common stock will be issuable upon exercise or vesting of all outstanding options and restricted stock units (“RSUs”), as applicable, except that Class B shares will be issuable upon exercise or vesting of options and RSUs held by the Founders and upon vesting of performance stock units (“PSUs”) granted to the Founders (see IPO Founders Awards below). Concurrent with the IPO, all outstanding shares of the Company’s convertible preferred stock were automatically converted into 142 million shares of Class A common stock. Following the completion of the IPO, the Company had 3,500 million of authorized shares of Class A common stock and approximately 215 million shares of Class A common stock issued and outstanding, along with 200 million of authorized shares of Class B common stock and approximately 38 million shares of Class B common stock issued and outstanding. Following the completion of the IPO, the Class B common stock (which is held by the Founders who have agreed to vote together as a group) represented more than 80% of the total voting power of the outstanding common stock and, as a result, the Company is considered to be a “controlled company” within the meaning of Nasdaq corporate governance standards.
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