Entry into a Material Definitive Agreement · Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement · Regulation FD Disclosure
Item 1.01 Entry into a Material Definitive Agreement. On May 8, 2026, McGrath RentCorp, a California corporation (the “Company”), entered into a Third Amended and Restated Credit Agreement with (i) Bank of America, N.A., serving as Administrative Agent, Swingline Lender and L/C Issuer, (ii) BofA Securities, Inc., serving as Joint Lead Arranger and Sole Bookrunner, (iii) U.S. Bank N.A. and Wells Fargo Bank, N.A.…
Filed May 11, 2026Accepted May 11, 2026, 4:00 PM EDTCIK 752714Accession 0001193125-26-216693
McGrath RentCorp (Nasdaq: MGRC) is a leading business-to-business rental company in North America with a strong record of profitable business growth. Founded in 1979, McGrath’s operations are centered on modular solutions through its Mobile Modular and Mobile Modular Portable Storage businesses. In addition, its TRS-RenTelco business offers electronic test equipment rental solutions. The Company’s rental product offerings and services are part of the circular supply economy, helping customers work more efficiently, and sustainably manage their environmental footprint. With over 40 years of experience, McGrath’s success is driven by a focus on exceptional customer experiences. This focus has underpinned the Company’s long-term financial success and supported 35 consecutive years of annual dividend increases to shareholders, a rare distinction among publicly listed companies.
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Item 1.01Item 1.01 - Entry into Material Agreement
Item 1.01 Entry into a Material Definitive Agreement.
On May 8, 2026, McGrath RentCorp, a California corporation (the “Company”), entered into a Third Amended and Restated Credit Agreement with (i) Bank of America, N.A., serving as Administrative Agent, Swingline Lender and L/C Issuer, (ii) BofA Securities, Inc., serving as Joint Lead Arranger and Sole Bookrunner, (iii) U.S. Bank N.A. and Wells Fargo Bank, N.A. both serving as Joint Lead Arrangers and Co-Syndication Agents, and (iv) a syndicate of other lenders (the “Revised Credit Agreement”).
The Revised Credit Agreement extends the term of the revolving credit facility through May 8, 2031, and refinances the Company’s existing $650 million credit facility. The Revised Credit Agreement provides for (a) a $725,000,000 five-year revolving credit facility (the “Senior Credit Facility”) which includes a $40,000,000 sublimit for the issuance of standby letters of credit and a $20,000,000 sublimit for swingline loans, and (b) subject to the satisfaction of specified conditions, the ability for the Company from time to time after the closing of the transaction to add one or more tranches of term loans and/or increase the aggregate commitments under the Senior Credit Facility.
The proceeds of the Senior Credit Facility will be used for working capital, capital expenditure and other general corporate purposes.
The foregoing summary of the Revised Credit Agreement is not complete and is qualified in its entirety by the full text of the Revised Credit Agreement, a copy of which is filed as Exhibit 10.1 hereto and is incorporated herein by reference in its entirety.
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
To the extent required by Item 2.03 of Form 8-K, the information contained in Item 1.01 of this Current Report on Form 8-K is hereby incorporated by reference into this Item 2.03.
Item 7.01Item 7.01 - Regulation FD Disclosure
Item 7.01 Regulation FD Disclosure
On May 11, 2026, the Company issued a press release regarding the Revised Credit Agreement. The full text of the press release is furnished as Exhibit 99.1. The information under this Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1 shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”), as amended, or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. Description
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2.1 Third Amended and Restated Credit Agreement, dated May 8, 2026, by and among McGrath RentCorp, Bank of America, N.A., U.S. Bank N.A., Wells Fargo Bank, N.A. and other lenders set forth therein.
99.1 Press Release of McGrath RentCorp, dated May 11, 2026.
104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
Filed exhibits (1)
EX-99.1 (by filename) mgrc-ex99_1.htm
EX-99.1
3
mgrc-ex99_1.htm
EX-99.1
EX-99.1
Exhibit 99.1
Contact
Keith E. Pratt
EVP & Chief Financial Officer
925-606-9200
PRESS RELEASE
FOR RELEASE May 11, 2026
McGrath Announces Completion of $725 Million Financing
Livermore, Calif - May 11, 2026 - McGrath RentCorp (“McGrath” or the “Company”) (Nasdaq: MGRC), a leading business-to-business rental company in North America, today announced that it has completed a $725 million credit facility with a syndicate of banks. The five-year facility matures on May 8, 2031, and replaces the Company’s existing $650 million line of credit. Bank of America, N.A. served as Joint Lead Arranger, Sole Bookrunner and Administrative Agent. U.S. Bank N.A. and Wells Fargo Bank, N.A. served as Joint Lead Arrangers and Co-Syndication Agents.
The proceeds of the facility will be used for working capital, capital expenditures and other general corporate purposes. Additional information regarding the new credit facility is available in the Company’s current report on Form 8-K, filed with the SEC on May 11, 2026.
ABOUT MCGRATH:
McGrath RentCorp (Nasdaq: MGRC) is a leading business-to-business rental company in North America with a strong record…