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Current Report · Items 1.01, 2.03, 8.01, 9.01 · 8-K

Target Hospitality Corp.

THNASDAQEQUITYCurrent

Entry into a Material Definitive Agreement · Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement · Other Events

Item 1.01. Entry into a Material Definitive Agreement. On July 24, 2026 (the “Closing Date”), in connection with the refinancing of its existing credit facility, Arrow Bidco, LLC (“Arrow Bidco”) and certain other subsidiaries of Target Hospitality Corp.…

Filed Jul 27, 2026Accepted Jul 27, 2026, 4:15 PM EDTCIK 1712189Accession 0001104659-26-087099
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Company context

Target Hospitality is one of North America’s largest providers of vertically integrated specialty rental modular accommodations and full-service value-added hospitality solutions in the United States. Target builds, owns and operates a customized and growing network of communities for a range of end users through a full suite of value-added solutions including premium catering and food services, maintenance, housekeeping, grounds-keeping, concierge, laundry services, logistics, security, recreational facilities services, community management, and community design and construction.

Current securities

Historical securities (2)

Recent company filings

  1. 4 filingSep 29, 2026
  2. 4/A filingSep 29, 2026
  3. 4/A filingSep 29, 2026
  4. SCHEDULE 13D/A - filed by TDR Capital II Investments LP regarding Target Hospitality Corp.Sep 14, 2026
  5. Other EventsSep 9, 2026

Disclosure sections

Items 1.01, 2.03, 8.01, 9.01

Select an item to read the extracted section. The as-filed document remains the primary evidence.

Item 1.01Item 1.01 - Entry into Material Agreement
Item 1.01. Entry into a Material Definitive Agreement. On July 24, 2026 (the “Closing Date”), in connection with the refinancing of its existing credit facility, Arrow Bidco, LLC (“Arrow Bidco”) and certain other subsidiaries of Target Hospitality Corp. (the “Company”) entered into an ABL Credit Agreement, dated as of July 24, 2026 (the “ABL Credit Agreement”), that provides for a senior secured asset based revolving credit facility in the aggregate principal amount of up to $660 million (the “New ABL Facility”). Capitalized terms used but not defined herein shall have the meanings ascribed to such terms in the ABL Credit Agreement. On the Closing Date, Arrow Bidco borrowed $65.7 million to (a) repay in full all outstanding borrowings under the Company’s existing credit facility, which was subsequently terminated, and (b) pay fees and expenses related to the New ABL Facility. The New ABL Facility matures five years after the Closing Date. Borrowings under the New ABL Facility, at the Borrowers’ option, bear interest at either (1) the Adjusted Term SOFR Rate, (2) Adjusted Daily Simple SOFR or (3) the Alternate Base Rate, in each case plus an applicable margin. The applicable margin is initially set at 2.50% for Term Benchmark and RFR borrowings and 1.50% for Alternate Base Rate borrowings. Following the first full fiscal quarter after the Closing Date, pricing will vary based on Arrow Bidco’s Total Leverage Ratio, with applicable margins ranging from 2.25% to 3.00% for Term Benchmark and RFR borrowings and from 1.25% to 2.00% for Alternate Base Rate borrowings. The New ABL Facility provides borrowing availability equal to the lesser of (i) the Aggregate Revolving Commitment and (ii) the Borrowing Base (the “Line Cap”). The Borrowing Base is, at any time of determination, an amount (net of Reserves) equal to the sum of: 85% of the net book value of the Borrowers’ and the ABL Guarantors’ (collectively, the “Loan Parties”) eligible accounts receivable; plus 85% of the net book value of the Loan Parties’ eligible unbilled accounts receivable (subject to a cap of 5% of total eligible accounts receivable included in the Borrowing Base); plus the lesser of (i) 95% of the net book value of the Loan Parties’ eligible rental equipment and (ii) 80% multiplied by the monthly net orderly liquidation value – in place multiplied by the net book value of the Loan Parties’ eligible rental equipment; plus 25% of the net book value of the Loan Parties’ idle rental equipment (subject to a cap of 7.5% of the total Borrowing Base); plus 100% of Qualified Cash (subject to a cap of 10% of the total Borrowing Base); minus Reserves. Proceeds of the New ABL Facility can be used to finance the working capital needs and for general corporate purposes of Arrow Bidco and its Restricted Subsidiaries in the ordinary course of business, including Capital Expenditures, and for any other purpose not prohibited by the ABL Credit Agreement. The New ABL Facility also includes borrowing capacity available for letters of credit of up to $100 million and for swingline loan borrowings of up to $50 million. Any issuance of letters of credit or making of a swingline loan will reduce the amount available under the New ABL Facility. In addition, the New ABL Facility provides the Borrowers with the option to increase commitments under the New ABL Facility in an aggregate amount such that total commitments do not exceed $850 million, subject to certain conditions. The obligations of the Borrowers under the New ABL Facility and certain of their obligations under hedging arrangements and cash management arrangements are guaranteed by the Company and each Material Subsidiary that is not an Excluded Subsidiary (together with the Company, the “ABL Guarantors”). The New ABL Facility is secured by a first priority security interest in substantially all of the assets of the Borrowers and the ABL Guarantors, including a pledge of the equity interests of their respective subsidiaries (in each case, subject to customary exceptions and limitations set forth in the Collateral Documents). The New ABL Facility requires the Borrowers to maintain (i) a minimum fixed charge coverage ratio of 2.50:1.00, (ii) a maximum first lien secured leverage ratio of 3.00:1.00 (stepping down to 2.50:1.00 commencing with the fiscal quarter ending September 30, 2028) and (iii) a maximum total leverage ratio of 4.00:1.00, in each case calculated in accordance with the definitions and methodologies set forth in the ABL Credit Agreement and tested as of the last day of each fiscal quarter commencing with the first full fiscal quarter ending after the Closing Date. The New ABL Facility also contains a number of customary negative covenants. Such covenants, among other things, limit or restrict the ability of each of the Borrowers, their restricted subsidiaries, and where applicable, the Company, to: incur additional indebtedness and issue guarantees; incur liens on assets; engage in mergers, consolidations or fundamental changes; sell or dispose of assets; pay dividends, distributions or make other restricted payments and make certain payments of indebtedness; make investments, loans, advances, guarantees and acquisitions; enter into transactions with affiliates; enter into sale and leaseback transactions; enter into swap agreements; enter into certain restrictive agreements; amend material documents, including organizational documents and master lease documents; create or acquire additional subsidiaries; change the conduct of its business; and enter into supply chain financing arrangements and off-balance sheet financing. The aforementioned restrictions are subject to certain exceptions including (i) the ability to incur additional indebtedness, liens, investments, restricted payments, and prepayments of indebtedness subject, in each case, to compliance with certain financial metrics and certain other conditions (including, in certain cases, satisfaction of “Payment Conditions” requiring minimum excess availability of the greater of 15% of the Line Cap and $40 million, pro forma compliance with financial covenants, and the absence of any default or event of default) and (ii) a number of other traditional exceptions that grant the Borrowers continued flexibility to operate and develop their businesses. The New ABL Facility also contains certain customary representations and warranties, affirmative covenants and events of default. The foregoing description of the New ABL Facility is qualified in its entirety by reference to the full text of the New ABL Facility, a copy of which is attached to this Current Report on Form 8-K as Exhibit 10.1, and incorporated herein by reference.
Item 2.03Item 2.03 - Creation of Direct Financial Obligation
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information set forth under Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 2.03.
Item 8.01Item 8.01 - Other Events
Item 8.01 Other Events On July 27, 2026, the Company issued a press release announcing its entry into the New ABL Facility, a copy of which is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Filed exhibits (1)
EX-99.1 (by filename) tm2621294d1_ex99-1.htm

EX-99.1 3 tm2621294d1_ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Target Hospitality Announces New $660 Million Credit Facility, Significantly Expanding Liquidity and Lowering Cost of Capital to Support Strategic Growth THE WOODLANDS, Texas, July 27, 2026 (PRNewswire) - Target Hospitality Corp. (“Target Hospitality”, “Target” or the “Company”) (NASDAQ: TH), one of North America’s largest providers of vertically integrated modular accommodations and value-added hospitality services, today announced the closing of a new $660 million asset-based revolving credit facility (the “ABL Facility”). The ABL Facility significantly strengthens the Company's liquidity position, extends its debt maturity profile and enhances financial flexibility as Target continues to pursue an active commercial pipeline representing more than 20,000 beds, driven by sustained development activity across high-value end markets. The ABL Facility replaces Target's previous $175 million senior secured revolving credit facility (the “Previous Facility”), nearly quadrupling the Company's committed borrowing capacity to $660 million, subject to borrowing base availability, to support strategic growth initiatives and g…

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