XML 41 R27.htm IDEA: XBRL DOCUMENT
v3.25.0.1

Condensed Financial Information of Custom Truck One Source, Inc. | 12 Months Ended
--- | ---
Dec. 31, 2024
Condensed Financial Information Disclosure [Abstract] |
Condensed Financial Information of Custom Truck One Source, Inc. | Condensed Balance Sheets
(in $000s, except share data) | December 31, 2024 |  | December 31, 2023 |
Assets |  |  |  |
Investment in subsidiaries | $ | 886,443 |  |  | $ | 943,396 |  |
Total Assets | $ | 886,443 |  |  | $ | 943,396 |  |
Liabilities and Stockholders' Deficit |  |  |  |
Liabilities |  |  |  |
Warrants and other liabilities | $ | — |  |  | $ | 527 |  |
Deferred income taxes | 30,303 |  |  | 30,835 |  |
Total long-term liabilities | 30,303 |  |  | 31,362 |  |
Commitments and contingencies (see Note 4) |  |  |  |
Stockholders' Equity (Deficit) |  |  |  |
Common stock — 0.0001 par value, 500,000,000 shares authorized; 251,908,970 and 249,903,120 shares issued; and 233,794,319 and 241,011,332 shares outstanding, at December 31, 2024 and 2023, respectively | 25 |  |  | 25 |  |
Treasury stock, at cost — 18,114,651 and 8,891,788 shares at December 31, 2024 and December 31, 2023, respectively | (88,229) |  |  | (56,524) |  |
Additional paid-in capital | 1,545,616 |  |  | 1,532,384 |  |
Accumulated other comprehensive loss | (14,744) |  |  | (5,978) |  |
Accumulated deficit | (586,528) |  |  | (557,873) |  |
Total stockholders' equity (deficit) | 856,140 |  |  | 912,034 |  |
Total Liabilities and Stockholders' Equity (Deficit) | $ | 886,443 |  |  | $ | 943,396 |  |
See accompanying notes to condensed parent company financial statements. Condensed Statements of Operations and Comprehensive Income (Loss)
| Year Ended December 31,
(in $000s) | 2024 |  | 2023 |  | 2022
Operating Expenses |  |  |  |  |
Selling, general, and administrative expenses | $ | 11,859 |  |  | $ | 13,309 |  |  | $ | 12,297 |
Total operating expenses | 11,859 |  |  | 13,309 |  |  | 12,297 |
Operating Loss | (11,859) |  |  | (13,309) |  |  | (12,297) |
Other Expense (Income) |  |  |  |  |
Equity in net (income) loss of subsidiaries | 17,855 |  |  | (68,900) |  |  | (40,436) |
Other income | (527) |  |  | (2,485) |  |  | (18,593) |
Total other expense (income) | 17,328 |  |  | (71,385) |  |  | (59,029) |
Income (Loss) Before Income Taxes | (29,187) |  |  | 58,076 |  |  | 46,732 |
Income Tax Expense (Benefit) | (532) |  |  | 7,364 |  |  | 7,827 |
Net Income (Loss) | $ | (28,655) |  |  | $ | 50,712 |  |  | $ | 38,905 |
Other Comprehensive Income (Loss): |  |  |  |  |
Unrealized foreign currency translation adjustment | $ | (8,766) |  |  | $ | 2,969 |  |  | $ | (8,947) |
Other Comprehensive Income (Loss) | (8,766) |  |  | 2,969 |  |  | (8,947) |
Comprehensive Income (Loss) | $ | (37,421) |  |  | $ | 53,681 |  |  | $ | 29,958 |
See accompanying notes to condensed parent company financial statements. Condensed Statements of Cash Flows
| Year Ended December 31,
(in $000s) | 2024 |  | 2023 |  | 2022
Operating Activities |  |  |  |  |
Net cash flow from operating activities | $ | (17,855) |  |  | $ | 68,723 |  |  | $ | 40,231 |
Investing Activities |  |  |  |  |
Changes in investment in subsidiaries | 48,187 |  |  | (30,670) |  |  | (28,114) |
Net cash flow from investing activities | 48,187 |  |  | (30,670) |  |  | (28,114) |
Financing Activities |  |  |  |  |
Share-based payments | (1,728) |  |  | 792 |  |  | (1,838) |
Common stock repurchase | (28,604) |  |  | (38,845) |  |  | (10,279) |
Net cash flow from financing activities | (30,332) |  |  | (38,053) |  |  | (12,117) |
Net Change in Cash | — |  |  | — |  |  | — |
Cash at Beginning of Period | — |  |  | — |  |  | — |
Cash at End of Period | $ | — |  |  | $ | — |  |  | $ | — |
See accompanying notes to condensed parent company financial statements. Notes to Condensed Financial Statements Note 1: Basis of Presentation The condensed financial information is unconsolidated and is presented for the parent company only, Custom Truck One Source, Inc. (the “Parent”) as of and for the years ended December 31, 2024, 2023 and 2022. The Parent, a Delaware corporation, serves as the parent for its two primary operating company subsidiaries, Custom Truck One Source, L.P. and NESCO, LLC (the “Operating Subsidiaries”). On April 1, 2021, the Parent, through its wholly-owned subsidiary, NESCO Holdings II, Inc., acquired Custom Truck One Source, L.P. (the “Acquisition”). In connection with the Acquisition, the Parent issued shares of its common stock to certain investors and in exchange for the member interests of Custom Truck One Source, L.P. Additionally, NESCO Holdings II, Inc. issued notes payable, proceeds from which were used for the Acquisition, to repay prior indebtedness and to pay transaction expenses. Refer to the Custom Truck One Source, Inc. consolidated financial statements included in this Annual Report on Form 10-K for information about the Acquisition and related financing transactions. The Parent is a holding company and has no operating activities other than its investment in its subsidiaries. The Parent’s direct subsidiaries include NESCO Holdings II, Inc., a Delaware corporation, Capitol Intermediate Holdings, LLC (“Capitol Intermediate”) and Capitol Investment Merger Sub 2, LLC (“Merger Sub 2”), each incorporated as a Delaware limited liability company. Capitol Intermediate and Merger Sub 2 are intermediate holding company-subsidiaries have no operating activities and Merger Sub 2 is a parent-company guarantor of notes payable issued by NESCO Holdings II, Inc. The Operating Subsidiaries are engaged in the business of providing a range of services and products to customers through sales and rentals of specialty equipment, sales of parts related to the specialty equipment, and repair and maintenance services related to that equipment. In the accompanying condensed balance sheets, investments in subsidiaries are presented based upon the Parent’s proportionate share of its subsidiaries’ net assets (similar to presenting them on the equity method). Under the equity method of accounting the assets and liabilities of the subsidiaries are not consolidated. The income from subsidiaries is reported as equity in earnings of subsidiaries on the condensed statements of operations. The material cash flows on the condensed statements of cash flows are primarily from issuances and repurchases of equity securities. There were no payments of dividends to, or receipts of dividends from, the subsidiaries in the years ended December 31, 2024, 2023 and 2022. These condensed financial statements should be read in conjunction with the consolidated financial statements and the accompanying notes thereto of Custom Truck One Source, Inc. included in this Annual Report on Form 10-K. Note 2: Debt The Parent’s subsidiaries have debt obligations under a revolving credit facility that are guaranteed by Merger Sub 2 and each of its direct and indirect, existing and future, material wholly-owned domestic subsidiaries. Obligations under the ABL will be secured by a first-priority lien on substantially all the assets of Merger Sub 2 and its subsidiaries. The obligations contain customary financial and non-financial covenants, including covenants that impose restrictions on, among other things, additional indebtedness, liens, investments, advances, guarantees and mergers and acquisitions. These covenants also place restrictions on asset sales, dividends and certain transactions with affiliates. Refer to Note 8: Long-Term Debt, to the Custom Truck One Source, Inc. consolidated financial statements included in this Annual Report on Form 10-K for information about these debt obligations. Note 3: Income Taxes Refer to Note 15: Income Taxes, to the Custom Truck One Source, Inc. consolidated financial statements included in this Annual Report on Form 10-K for information about subsidiaries’ income taxes. Note 4: Commitments and Contingencies Refer to Note 17: Commitments and Contingencies, to the Custom Truck One Source, Inc. consolidated financial statements included in this Annual Report on Form 10-K for information about commitments and contingencies. Note 5: Changes in Stockholders’ Equity (Deficit) The following table provides a reconciliation of the beginning and ending amounts of total stockholders’ equity (deficit) for the years ended December 31, 2024, 2023, and 2022.
|  |  |  |  | Common Stock |  | Treasury Stock |  | Additional Paid-in Capital |  | Accumulated Other Comprehensive Loss |  | Accumulated Deficit |  | Total Stockholders' Equity (Deficit)
| Shares |  |  |  |  |  |
(in $000s, except share data) | Common |  | Treasury |  |  |  |  |  |
Balance, December 31, 2021 | 247,358,412 |  |  | (318,086) |  |  | $ | 25 |  |  | $ | (3,020) |  |  | $ | 1,503,826 |  |  | $ | — |  |  | $ | (647,490) |  |  | $ | 853,341 |
Net income (loss) | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | 38,905 |  |  | 38,905 |
Other comprehensive loss | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | (8,947) |  |  | — |  |  | (8,947) |
Common stock repurchase | — |  |  | (1,657,635) |  |  | — |  |  | (10,483) |  |  | — |  |  | — |  |  | — |  |  | (10,483) |
Share-based payments | 952,692 |  |  | (265,348) |  |  | — |  |  | (2,034) |  |  | 12,492 |  |  | — |  |  | — |  |  | 10,458 |
Balance, December 31, 2022 | 248,311,104 |  |  | (2,241,069) |  |  | $ | 25 |  |  | $ | (15,537) |  |  | $ | 1,516,318 |  |  | $ | (8,947) |  |  | $ | (608,585) |  |  | $ | 883,274 |
Net income (loss) | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | 50,712 |  |  | 50,712 |
Other comprehensive income | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | 2,969 |  |  | — |  |  | 2,969 |
Common stock repurchase | — |  |  | (6,354,587) |  |  | — |  |  | (39,021) |  |  | — |  |  | — |  |  | — |  |  | (39,021) |
Share-based payments | 1,592,016 |  |  | (296,132) |  |  | — |  |  | (1,966) |  |  | 16,066 |  |  | — |  |  | — |  |  | 14,100 |
Balance, December 31, 2023 | 249,903,120 |  |  | (8,891,788) |  |  | $ | 25 |  |  | $ | (56,524) |  |  | $ | 1,532,384 |  |  | $ | (5,978) |  |  | $ | (557,873) |  |  | $ | 912,034 |
Net income (loss) | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | (28,655) |  |  | (28,655) |
ESPP shares issued | 323,615 |  |  | — |  |  | — |  |  | — |  |  | 1,487 |  |  | — |  |  | — |  |  | 1,487 |
Other comprehensive loss | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | (8,766) |  |  | — |  |  | (8,766) |
Common stock repurchase | — |  |  | (5,890,848) |  |  | — |  |  | (28,603) |  |  | — |  |  | — |  |  | — |  |  | (28,603) |
Earnout share forfeitures |  |  | (2,778,434) |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |
Share-based payments | 1,682,235 |  |  | (553,581) |  |  | — |  |  | (3,102) |  |  | 11,745 |  |  | — |  |  | — |  |  | 8,643 |
Balance, December 31, 2024 | 251,908,970 |  |  | (18,114,651) |  |  | $ | 25 |  |  | $ | (88,229) |  |  | $ | 1,545,616 |  |  | $ | (14,744) |  |  | $ | (586,528) |  |  | $ | 856,140 |

X
- References No definition available. + Details
Name: | srt_CondensedFinancialInformationOfParentCompanyOnlyDisclosureAbstract
Namespace Prefix: | srt_
Data Type: | xbrli:stringItemType
Balance Type: | na
Period Type: | duration

X
- Definition The entire disclosure for condensed financial information, including the financial position, cash flows, and the results of operations of the registrant (parent company) as of the same dates or for the same periods for which audited consolidated financial statements are being presented. Alternatively, the details of this disclosure can be reported by the specific parent company taxonomy elements, indicating the appropriate date and period contexts in an instance document. + References Reference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 235 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 3 -Subparagraph (SX 210.12-04(a)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480678/235-10-S99-3 Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 205 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 6 -Subparagraph (SX 210.5-04(Schedule I)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480922/205-10-S99-6 Reference 3: http://www.xbrl.org/2003/role/recommendedDisclosureRef -Topic 810 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 11 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481231/810-10-45-11 + Details
Name: | us-gaap_CondensedFinancialInformationOfParentCompanyOnlyDisclosureTextBlock
Namespace Prefix: | us-gaap_
Data Type: | dtr-types:textBlockItemType
Balance Type: | na
Period Type: | duration