EquipmentShare (EQPT) 2026 年第二季法說會：租賃營收大增 39%

EquipmentShare.com Inc. (EQPT) 公布 2026 年第二季強勁成長，主因大型建設專案、機隊部署及新增租賃據點支撐營收。管理層維持保守的下半年展望，同時指出租賃業務量、租賃價格及機隊消化率具備進一步的上行空間。

重點摘要

• 總營收年增 26% 至 14 億美元，而租賃部門營收則成長逾 39% 至 9.08 億美元。
• 調整後核心 EBITDA 成長 34% 至 5.31 億美元。租賃部門調整後 EBITDA 達到 4.49 億美元，其中包括約 6,000 萬美元的新市場開拓成本。
• 成熟的租賃據點近 12 個月租賃部門 EBITDA 獲利率為 55%，占整體租賃網路的 56%。
• EquipmentShare 在第二季首次投入超過 7.5 億美元的新機隊進行出租，其中包括原先預計在第三季投入服務的設備。
• 管理層表示，全年租賃部門營收財測的中位數意味著約 33% 的成長。下半年的假設為成長約 28%，相較於去年同期約 36% 的成長幅度。
• 董事會已授權一項 5 億美元的股份回購計畫，實施期限至 2028 年 12 月 31 日。管理層表示，有機投資仍是資本配置的首要任務。

核心財務數據

業務與營運績效

租賃成長主要由租賃量推動，同時伴隨部分價格上揚壓力。管理層指出，新設立、發展中及成熟據點群組的需求均相當強勁。近 12 個月租賃部門營收中，約有 91% 來自服務大型且複雜專案的全國性與區域性客戶。

EquipmentShare 今年迄今已開設 39 個全服務租賃據點。根據管理層說法，新據點第一年超過 75% 的營收來自已經在其網路其他據點使用 EquipmentShare 的客戶。

該公司的專案管道涵蓋資料中心、先進製造、醫療保健、能源、交通基礎設施及體育場館。管理層表示，在其討論的大多數大型專案中，EquipmentShare 均為主要租賃提供者；當擔任主要提供者時，通常供應所需機具的 85% 至 95%。

管理中的機隊規模按原始設備成本計算已擴大至近 100 億美元。管理層表示，供應狀況越來越類似 2021 年與 2022 年，但基於與設備供應商進行的多年期規劃，對其資本支出計畫表達了信心。

T3 持續支援調度、運輸、燃料管理及物流。據該公司稱，使用 T3 的客戶在 EquipmentShare 的消費額約為未使用者的六倍。管理層還提到，有客戶在 T3 上產生超過 100 萬美元的 SaaS 經常性年營收。

OWN 管理資產計畫在其各個資產融資管道中持續獲得超額認購。以 7.28 億美元的總銷售收益、七年內預計淨付款額 6.49 億美元以及估計 3.38 億美元的終值計算，2026 年上半年完成的交易隱含資產負債表等效資本成本約為 7%。

管理層強調，OWN 不包含最低租賃付款、使用率保證、殘值保證，亦無 EquipmentShare 回購設備的義務。付款金額隨租賃營收而變動。

管理層財測

管理層表示，其全年租賃部門營收財測的中位數意味著約 33% 的成長。該展望假設下半年租賃部門營收成長約 28%，而 2025 年下半年的成長率約為 36%。

該公司亦預期下半年租賃部門獲利率將微幅擴大，主要得益於據點趨於成熟、機隊消化率提升以及營運效率提高。隱含的下半年展望顯示，租賃部門 EBITDA 成長約 29%，略快於營收成長速度。

管理層將該財測形容為保守，並表示潛在的上行空間可能來自更高的租賃量、進一步的機隊消化以及額外的價格獲益。管理層亦預期，第二季新部署的逾 7.5 億美元機隊將在下半年做出貢獻。

關於 OWN 計畫，管理層預計第三季的設備銷售貢獻將低於第二季，隨後在第四季出現增長，這與其將交易集中在第二季與第四季的慣例一致。

風險與關注焦點

燃料成本上升使第二季租賃部門獲利率減少約 50 個基點。EquipmentShare 表示，漲價與提升效率的措施有助於維持整體獲利率。

隨著設備需求上升，原始設備製造商 (OEM) 供應鏈正在吃緊。管理層對計畫中的機隊採購仍保持信心，但也承認產業狀況越來越類似 2021 年與 2022 年受限的環境。

第三方機隊估值落後於當前的市場動態。管理層將近期趨勢部分歸因於正常折舊，並預期隨著時間推移，強勁的需求與供應限制將發揮抵銷作用。

法說會期間提出了州及地方政府對新資料中心可能實施限制的疑慮。管理層表示其專案管道多元化，且許多獲頒標案的專案已完成長達數年的許可程序。

EquipmentShare 正逐步結束與創辦人相關的關係人交易。截至本季末，在 OWN 計畫 55 億美元的機隊中，關係人持有的金額低於 100 萬美元；而今年迄今關係人房地產租賃付款額則略低於 500 萬美元。該公司的目標是在 2026 年底前大幅減少此類安排。

分析師問答焦點

• 租賃定價：管理層表示，價格上揚壓力集中在全國性與區域性客戶群，特別是在設備供應有限的複雜專案上。若當前趨勢持續，預計價格將在下半年做出更顯著的貢獻。
• 超大型專案經濟效益：EquipmentShare 表示，技術、計費準確性、機隊可視性以及協調一致的服務，有助於其在無需主要靠價格競爭的情況下，贏得主要提供者的地位。
• OWN 融資成本：管理層表示，機構法人、家族辦公室及高淨值人士管道目前提供相對相近的經濟條件，等效資本成本約為 7%。早期計畫的成本較高，隨著時間推移，在投資組合中的占比應會降低。
• 抗不景氣韌性：管理層表示，當租賃營收下降時，OWN 的付款金額也會隨之減少，且計畫參與者擁有設備並承擔資產風險。EquipmentShare 還表示，在景氣衰退時，公司可以減少成長性資本支出並暫停開設新據點，以產生現金。
• 資本配置：授權的 5 億美元買回額度旨在市場混亂時視情況彈性使用，並受限於流動性與槓桿率目標。有機成長仍是公司的首要任務。

完整法說會逐字稿

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完整財報電話會議逐字稿

管理層陳述

Operator

Hello, everyone. Thank you for joining us, and welcome to the EquipmentShare.com Inc. Q2 earnings. [Operator Instructions]. I will now hand the conference over to Rhett Butler, VP of Investor Relations. Please go ahead.

Rhett Butler

Good morning, and welcome to EquipmentShare's Second Quarter 2026 Financial Results Conference Call. Joining me today are Jabbok Schlacks, Founder and Chief Executive Officer; Willy Schlacks, Founder and President; Mark Wopata, Chief Data Officer and Executive Vice President of Finance; and Dave Marquardt, Chief Financial Officer and Chief Accounting Officer. Last night, we issued our earnings press release and posted an earnings presentation to our Investor Relations website.

We encourage you to review those materials alongside today's remarks. Please be advised that the call is being recorded. Comments made on today's call and responses to your questions may contain forward-looking statements within the meaning of applicable securities laws. These statements are subject to risks and uncertainties that could cause actual results to differ materially.

Please refer to our earnings press release, presentation and SEC filings for a discussion of those risks. EquipmentShare has no obligation to update or revise forward-looking statements made on this call. We will also reference certain non-GAAP financial measures. Reconciliations to the most directly comparable GAAP measures are included in our earnings press release. With that, I'll turn the call over to Jabbok.

Jabbok Schlacks

Thank you, Rhett, and good morning, everyone. EquipmentShare delivered another exceptional quarter, supported by healthy customer demand, continued market share gains and disciplined execution across the business. Rental segment revenue increased more than 39% year-over-year and mature rental locations generated 55% trailing 12-month margins. Mature locations now represent 56% of our rental network.

Adjusted core EBITDA grew to $531 million. This is the metric we use to compare our performance with the rest of the rental industry that owns and finance equipment entirely on balance sheet. We also expanded our fleet under management to nearly $10 billion of OEC. These results reflect the strength and durability of our growth model.

Approximately 91% of Rental segment revenue comes from national and regional customers, supporting some of the largest and most complex construction projects in the country. As we expand into new markets, approximately 75% of first year rental segment revenue comes from customers already doing business with EquipmentShare.

We believe this reflects the strength of our customer relationships and creates significant embedded earnings power as today's growth locations become tomorrow's mature markets. With our existing footprint, we believe at maturity, this is already a $4 billion core EBITDA business. Our capital allocation decisions also reflect the strength of the business and our long-term outlook. On July 9, our Board authorized a $500 million share repurchase program through December 31, 2028, providing flexibility to act on compelling opportunities or market dislocations while remaining within our leverage and liquidity targets.

While we believe the authorization is a prudent tool to have, our priority remains investing in the significant organic growth opportunities ahead and continuing to transform the industry. Moving to our updated outlook. The midpoint of our Rental segment revenue guidance implies approximately 33% growth for the full year. To put the second half in context, our guidance implies approximately 28% Rental segment revenue growth in the back half against a second half of 2025 that itself grew approximately 36% year-over-year as large-scale mega projects began ramping across our network.

So while the full year guide implies some conservatism in the back half of 2026, it represents very strong growth against an exceptionally strong prior year comparison. There's also some timing to consider. Our 39% growth in the second quarter represented significant outperformance as fleet absorption ran ahead of plan due to accelerated mega project wins and our ability to deploy against that demand. In Q2 alone, we put more than $750 million of new fleet on rent for the first time, including fleet we had originally expected to deploy in Q3. Importantly, the underlying demand environment remains strong.

Our mega project pipeline continues to expand. We're seeing upward pressure on rental rates, and we have substantial new fleet coming into the business. We're excited about the momentum heading into the second half of the year and believe the investments we have made set the stage for strong performance in 2027.

Moving down the P&L, we also continue to expect modest rental segment margin expansion in the second half as our network matures, fleet absorption improves and we realize additional operating efficiencies. Taken together, we believe our guidance reflects conservative assumptions for the second half.

At the midpoint, we're guiding to approximately 28% growth against the prior year period that grew approximately 36%. Given the demand visibility, deployed fleet and continued strength in our mega project pipeline, we believe the second half of the year is derisked, and we see a meaningful opportunity to outperform. Moving to the story of the quarter. The construction environment remains one of the strongest backdrops I've experienced in over 25 years in construction.

Demand across our core nonresidential and industrial markets continues to be supported by large multiyear investments in data centers, advanced manufacturing, health care, energy and transportation infrastructure. These large complex projects require dependable service, coordinated execution and long-term customer partnerships, areas where EquipmentShare continues to differentiate itself. Against that backdrop, we believe that EquipmentShare continues to grow substantially faster than the broader rental market while maintaining pricing at or above our rental competitors, demonstrating that our growth is being driven by the value we deliver rather than competing on price.

That outperformance is driven by 3 factors. First, we continue to win with national and regional customers, which represented approximately 91% of our trailing 12-month revenue as of June 30, 2026. These customers increasingly want larger strategic partners that can consistently support projects across multiple markets through one integrated platform. Second, we're expanding our geographic network in response to identifiable customer demand. We've opened 39 full-service rental locations year-to-date and remain on pace to meet our full year expectations.

Importantly, more than 75% of first year revenue in new locations comes from customers already doing business with EquipmentShare elsewhere in our network. That customer pull is what gives us confidence to enter new markets and provides a strong foundation for those locations to scale. Third, T3 continues to deepen customer relationships by improving equipment visibility, reducing downtime and helping customers manage increasingly complex job sites. We continue to have strong visibility into customer demand and the project pipeline, reinforcing our confidence in the industry outlook. This is a different rental industry today.

Projects are larger, longer duration and more complex, giving us greater visibility into demand and confidence to continue investing beyond the opportunity. One recent customer relationship illustrates how these advantages come together. Earlier this quarter, I visited one of the largest health care construction projects underway in the United States, where EquipmentShare was selected as the sole source equipment partner across core fleet, industrial tooling, fueling, temporary power and job site technology.

What stood out wasn't just the scale of the project. It was the depth of the partnership. The customer dedicated approximately 5 acres on the site to an EquipmentShare operations yard, complete with a full service operations and maintenance facility built specifically for our team. Walking the job site, the customer talked about the visibility, service and coordination we provide.

But what impressed me most was that they were already planning to expand our relationship as they develop additional campuses around the country. To me, that reflects a much broader trend, whether it's health care, advanced manufacturing, data centers, energy or transportation infrastructure, customers increasingly want a partner that can support the entire job site, not just provide equipment. That's exactly where EquipmentShare continues to win, allowing us to support more of our customers' equipment needs while capturing a greater share of their spend.

Before turning the call over, I'd also like to briefly provide an update on our corporate governance initiatives and an update regarding our related party transactions wind-down plan. We've enhanced our Board with the appointment of Damian and Harley.

As independent directors, Damian also joined our Audit Committee and brings significant public company and audit committee experience, including serving on the audit committee of a NASDAQ-listed public company. Harley brings deep knowledge of EquipmentShare, having previously served on our Board during an important period of the company's growth.

Historically, EquipmentShare entered into certain related party arrangements involving the founders, primarily through participation in the OWN program and property leases. About a year ago, we began substantially reducing those arrangements, and we have made meaningful progress. As of the end of the second quarter, less than $1 million of the $5.5 billion OWN program fleet remained owned by these related parties.

Our remaining related party arrangements involving the founders primarily relate to certain real estate used in our operations, for which we have paid just under $5 million of lease payments year-to-date. We remain committed to substantially reducing these related party arrangements by the end of 2026, with the objective of transitioning off of these related party transactions as we enter 2027. I'll now turn it over to Willy to discuss T3.

William Schlacks

Thanks, Jabbok. Turning to T3, we continue to see meaningful progress across all 3 ways the platform creates value for EquipmentShare, improving our internal operations, deepening customer relationships in rental and expanding our stand-alone SaaS business.

First, we run our rental business on T3. Over the last several quarters, we've rolled out new capabilities across dispatch, hauling, fuel and logistics. We use these tools every day, and they're improving route planning, increasing recovery rates and helping offset some of the fuel and logistics pressures that we're seeing across the broader market. More broadly, T3 and the AI tools we are developing and deploying into the field are helping us operate more efficiently.

As we scale, SG&A has continued to decline as a percentage of rental revenue. That reflects a business that is getting more done with less through technology-enabled execution. Second, T3 is an important driver of rental growth. Large regional and national customers increasingly expect real-time access, fleet visibility and control across their job sites. We provide T3 with every rental and customers who engage with the platform spending approximately 6x more with us than customers who do not.

That customer value proposition, combined with our fleet, branch network and service model continues to deepen relationships and drive demand, which shows up in our growth and rental margins. And the last thing I'd highlight on T3 is that we're starting to see the platform mature beyond the rental experience. Increasingly, larger customers are looking at T3 as a platform to manage more of their business, their mixed fleet, service, logistics, field operations and over time, broader ERP workflows.

The scope of those conversations and the size of commitments are changing. As an example, my team has worked closely with customers spending over $1 million in annual recurring SaaS revenue on T3. The most important thing for that customer was seeing T3 as a platform they can run their business on and not simply a technology layer around EquipmentShare rental. And with that, I will turn it over to Mark to discuss the OWN program.

Mark Wopata

Thanks, Willy. The OWN program is a managed asset program that allows us to scale our fleet to meet our customer demand at a cost of capital competitive with our on-balance sheet financing. As a reminder, OWN is just one component of our diversified funding strategy. Alongside asset-backed financing options and access to high-yield markets, we have ample sources of capital to fund the fleet growth and meet customer demand. Through the first half of the year, we are ahead of our OWN program execution plan due to continued excess demand across the platform.

Turning to Slide 6 on our investor presentation. This page shows how the capital supporting the OWN program has evolved over the past 2.5 years. In 2023, OWN represented approximately 1/3 of our fleet under management and participants were primarily high net worth individuals and family offices. Beginning in 2024, we expanded into institutional capital while continuing to develop our footprint across all 3 channels.

Since then, approximately 45% of the net OEC growth within the program has been funded through institutional buyers. That includes the 4 ABS transactions completed with large institutional investors. We introduced this as a new product to the ABS market. And as the program has scaled, it has generated significant investor interest and gained meaningful credibility in the market. Across all channels, when we evaluate diversification and counterparty exposure within OWN, we focus on the owners of the equipment.

Whether the participants access the program directly through an institutional structure or through a buying group, the underlying equipment owners are who provide the capital and hold title to the equipment. Each of the OWN channels remains multiple times oversubscribed. That competitive demand has allowed us to continue improving the economics of the program, which we will show more directly in the following slide. On the right side of the page, we provide a reminder of how own works and the contractual protections built into the program.

There are no minimum lease payments and no utilization guarantees. If the equipment does not generate rental revenue, no lease payment is owed. At the end of the lease term, which is generally 6 to 7 years, EquipmentShare has no obligation to repurchase the equipment. There is no put right to EquipmentShare and no guaranteed residual value. These are long-duration agreements. If an own participant wants to remove equipment before the end of the agreement, significant early removal penalties of up to 50% of the equipment's OEC or purchase price apply.

Those provisions align the parties' economic interest. Given the magnitude of the penalties and the underlying economics, we view voluntary early removal as a remote outcome. Were it to occur, the contractual payment would provide meaningful economic protection to EquipmentShare. At the end of certain agreements, EquipmentShare may also serve as a remarketing agent. Our scale, equipment expertise and relationships with OEMs and then buyers can help maximize the disposition value of those assets.

That can benefit the equipment owner while also helping protect the brand value of EquipmentShare and our OEM partners. In most agreements, we also have the right of first offer and right of first refusal at the market value of the equipment, typically supported by a third-party appraisal. That gives us the option to purchase equipment and bring it on to our balance sheet when doing so makes economic sense, but it is an option, not an obligation and remains entirely at our discretion.

So to reiterate, OWN has no minimum lease payments, no utilization guarantees, no residual value guarantees and no obligation for EquipmentShare to repurchase the equipment. Now turning to the cost of funding for OWN on Slide 7. For transactions completed during the first half of 2026, the expected economics imply a balance sheet equivalent cost of capital of approximately 7%, making OWN a competitive and attractive source of long-duration fleet capital.

To be clear, OWN does not create a fixed payment obligation or a financing liability. OWN is structured as a sale leaseback with variable payments, enabling us to calculate an equivalent implied cost of capital based on the expected cash flows over the life of the agreement.

To walk through the math, during the first half of the year, we received approximately $728 million of gross sale proceeds from equipment sold into the OWN program. Using historical utilization assumptions, we expect to make approximately $649 million of net payments over the 7-year term. Those payments are net of the fees that we retain in the insurance and tax costs that are borne by the equipment owners rather than EquipmentShare. Using standard industry depreciation curves, we estimate that the equipment will have a residual value of approximately $338 million at the end of the term.

Calculating the implicit interest rate based on the upfront proceeds, expected monthly payments and estimated terminal value produces an equivalent cost of capital of approximately 7%. EquipmentShare has no obligation to repurchase the equipment at the end of the agreement. The estimated residual value is included solely to calculate the implied economics of the transaction, not because it represents a future obligation.

Taken together, we believe OWN provides an efficient, scalable source of long-duration fleet capital, which is why we continue to target a balanced mix between owned funded and company-owned fleet. Finally, turning to the earnings contribution from the OWN program on Slide 8, with additional supporting data in the appendix on Slide 56. Along with being a balance sheet-light source of fleet capital, own is also a meaningful contributor to the earnings of our rental business.

As I just mentioned in the previous slide, the all-in cash flows from the OWN program are substantially similar to our on-balance sheet equipment. Importantly, the analysis on Slide 8 excludes the gain recognized when equipment is initially sold into the OWN program as well as any future remarketing fees we may earn at the end of the agreements.

Those amounts are reported separately within our equipment sales segment. As earlier OWN program vintages mature and newer transactions with improved economics become a larger portion of the portfolio, we believe the profitability and cash flow profile from the owned funded equipment can expand even further.

The broader takeaway is straightforward. OWN not only provides balance sheet flexibility, but it also generates meaningful recurring earnings and cash flow similar to balance sheet funded equipment while supporting continued organic growth. I'll now hand the call over to Dave.

David Marquardt

Thank you, Mark. The operating trends we've discussed so far are clearly reflected in our financial performance. Strong customer demand, continued geographic expansion and the increasing earnings power of our mature rental locations drove another quarter of exceptional growth while reinforcing the scalability of our business model. For the second quarter, total revenue was $1.4 billion, an increase of 26% year-over-year.

Rental segment revenue was $908 million, an increase of more than 39% as compared to the prior year. Rental segment adjusted EBITDA was $449 million for the quarter, including approximately $60 million of new market start-up costs. Our mature rental locations produced 55% trailing 12-month rental segment EBITDA margins.

Margins for the Rental segment overall were up year-over-year, driven primarily by our maturing market footprint and customer relationships, despite an approximately 50 basis point headwind due to increased fuel costs. We were able to preserve margins through our ability to pass price on to customers and through efficiency and cost savings initiatives. We accomplished this while producing industry-leading growth and substantially expanding our customer reach. Equipment sales revenue for the second quarter was $483 million, including $428 million of equipment sales into the OWN program.

Equipment sales segment adjusted EBITDA was $82 million, reflecting disciplined and selective sales into the OWN program, which, as Mark discussed, continues to be oversubscribed across each funding channel. Adjusted core EBITDA for the second quarter was $531 million, increasing 34% year-over-year. That growth rate is driven by the margin mix between rental and sales segments. You can also see the mix difference implied in the full year guidance. Adjusted core EBITDA is intended to reflect our underlying operating performance by excluding items unique to our organic growth and fleet sourcing strategy, most notably OWN program payouts and new market start-up costs.

Turning now to our capital allocation strategy. We remain focused on supporting customer demand while maintaining substantial liquidity and financial flexibility. At the end of the quarter, total available liquidity was $2.8 billion, consisting of $443 million of cash on hand, $980 million of availability under our ABL facility and on a pro forma basis, the $1.35 billion bond offering that closed on July 1.

The notes carry a 7.25% coupon and mature in 2034, providing us with attractive long-term financing while further extending the maturity profile of our capital structure. We used the net proceeds primarily to repay outstanding borrowings under our ABL facility and for general corporate purposes, increasing our available liquidity and financial flexibility. Prior to the bond offering, Fitch has assigned EquipmentShare its first issuer credit rating of BB- with a stable outlook.

We believe this rating reflects the strength of our balance sheet, the quality of our rental fleet and our enhanced financial flexibility. At the end of the quarter, net leverage was 3.0 turns as compared to 3.4 turns a year ago. Net rental capital expenditures during the quarter were $321 million after gross purchases of $689 million. With that, I'll turn the call back over to Jabbok.

Jabbok Schlacks

Thanks, Dave. Wrapping up today's call, our second quarter results reinforce the strength of the EquipmentShare model. As customer products become larger and more complex, we're continuing to take share by combining equipment, technology and service through one integrated platform.

That is driving durable rental segment growth today, and we believe it will create embedded earnings power and attractive returns on invested capital for years to come. We're pleased with our performance in the first half, remain confident in our outlook and continue to see a significant long-term opportunity ahead for EquipmentShare. Operator, we're now ready to take your questions.

Operator

[Operator Instructions] Your first question is from the line of Rob Wertheimer with Melius Research. Rob, your line is open. Please go ahead.

分析師問答

Robert Wertheimer

Hi, Jabbok. You mentioned a couple of interesting things on the demand environment in your comments. I think you characterized it as one of the strongest you've seen in decades and also with improving rate.

And so my question is going to be around rate and mega projects and where rate is improving because there's been this perception that mega projects might not be as profitable and yet you just kind of went through a lot of the value add that you can uniquely and maybe some of the other leaders, but certainly, you uniquely can add. And so where is rate trending? Is it stronger on mega projects? And just in general, could you talk to that topic?

Jabbok Schlacks

Yes, absolutely. Thank you, Rob. I think if you look at the 91% mix of the regional and national customers, that exposure of EquipmentShare is to larger projects, these complex projects. So when you see the rate pressure that we are seeing going up, that is really 91% due to the complex projects and large projects we talked about, the health care, the sports stadiums, the data centers, the power.

So that's really where we're seeing it. We do see some, again, if you think of the 9% smaller customers, localized customers, we still do see some there as well, and that's more of a pull-through when you have a limited environment of actual fleet. When you have a massive demand in that fleet, it's all ships rise with the tide. So we see that. But our real visibility is within that 91%.

Robert Wertheimer

And then where are your customers at in the mega projects in kind of seeing the value of this? So rental maybe 10, 20 years ago was you order up a piece of equipment and get it. And now you're providing a more holistic service with breadth of fleet, but also just the analytics, the manageability, all the things you kind of talked about in the presentation. Are people sort of seeing that value? And do you have a pathway to sort of continue improving margins as you somehow charge for that systematic value? And I'll stop there.

Jabbok Schlacks

Yes. I think on the bigger customers, the projects are more complex today than they've ever been. I know we repeated that a bunch of times, but it definitely bears notice when you're managing projects that are $10 billion, $20 billion in nature. And if you talk to any of the customers that we deal with, if you had 5, 7 years ago, a $2 billion, $3 billion project, that was a really significant project for a huge amount of customers, the largest in the world. Now you hear every day, $5 billion, $10 billion, $20 billion, $30 billion, and we're on a huge portion of those projects. And many times, we are the sole source provider.

That first source they go for with equipment. And exactly what you're saying, billing, when you have technology and when you think of everything else that a customer of ours deal with every day, that might seem just like, okay, bill should be correct. When you think of construction and when you have -- you're managing 3,000, 4,000 machines, 6,000 to 10,000 people, getting that right every single day, getting that accuracy is incredibly important.

And that is driven by having a platform, having an operating system, stuff that we talk over and over. You've heard us talk about it, and you've seen that in action. So that is really important. But the output of what we're solving for is incredibly important to understand. At the end of the day, you do make more money. You do get a better return on capital, and we see that with ours of that 16.5% as well.

Operator

Your next question comes from the line of Jamie Cook with Truist. Jamie, your line is now open. Please go ahead.

Jamie Cook

Congratulations on a nice quarter. I guess just my first question, obviously, the market seems fairly robust. And you -- while you raised your guidance when you preannounced, you kept it the same today. But at the same time, like on your slides and you're saying you expect -- it sounds like there's a lot of opportunity for upside.

So can you just walk me through if there's upside, where you see the biggest opportunities? And would it be more third quarter related or fourth quarter related? And then I guess my second question, it also sounds like you expect the rental segment margins to improve in the back half of the year. If you could just provide a little more color around that.

Jabbok Schlacks

Yes, I'll take the first part of that. We do see significant opportunity on the upside of that guide. As a company, we want to always be conservative. And we do think, as we discussed, that has really derisked the guide. And Mark, I'll pass it over to you to give us a little more color on [indiscernible].

Mark Wopata

Yes. Thanks, Jamie. Like Jabbok said, we view the guide as conservative. And we mentioned in the call that we had a lot of fleet absorption in Q2, over $750 million of new equipment that had never been rented before rented in Q2. That flows through, obviously, into the back half. And then we saw a lot of volume in Q2 and the pricing upward pressure. We see even more upward pricing pressure from rental in the back half and beyond.

And then on the guide math, as Jabbok mentioned, the rental segment implied back half is about 28% with the rental segment EBITDA actually growing about 29%. And so what we see there is EBITDA growing at a faster rate than revenue already implied in the guide, but with additional tailwinds in terms of volume, customer visibility and also upward pricing pressure in the second half. So all of those are really where you would see -- if there's opportunity to outperform, those are the main areas where we see it.

Operator

Your next question comes from the line of Mig Dobre with Baird. Mig, your line is open. Please go ahead.

Mircea Dobre

Maybe the first thing, I really appreciate all the additional disclosure surrounding the OWN program. And your comment here on how the OWN program has evolved and the increased participation from institutional investors. I guess one of the things that we've heard from investors was speculation that as you're accessing this institutional channel, the cost of capital is going up.

You've provided an example of what the cost of capital has been year-to-date. And I think I've heard Mark talk about the fact that as these vintages in terms of who's involved in OWN program evolve, the economics actually get better. So I guess my question is, can you comment at all as to how this shifting mix towards institutional is impacting the cost of capital, whether that concern that you're going to operate with higher cost of capital is valid or not? And in general, how we should think about own going forward?

Jabbok Schlacks

Yes. Thanks, Migs. Mark, do you want to go ahead?

Mark Wopata

Thanks, Migs, for the question. As you mentioned, first half deals, which we saw that kind of $728 million of gross proceeds, equivalent cost of capital is approximately 7% if you do the math, as we showed on the slide. That's a mix of institutional thing high net worth channels. And then as we mentioned in the prepared remarks, some of the older vintages that were more focused and even before 2024, entirely focused on the high net worth and family office channels carried a higher equivalent cost of capital.

And so as those roll off, we expect those to improve. When we think about the competitive and oversubscribed nature of the OWN program today, when we're selecting deals, we see relatively equivalent cost of capital between the channels that we have. And so we are cost of capital optimizers.

And so when we decide the mix between an institutional family office or high net worth channel, they're going to have relatively similar cost of capital around that 7%, which is why you've seen that continue to compress in our favor as we've gotten the higher institutional mix and as the other channels have also matured.

Mircea Dobre

That's great. Then I guess my follow-up, going to Jabbok's comments on governance. I appreciate the wind down of the interest in the OWN program as well as the real estate component. Can you comment on what the policies of the companies are currently on a go-forward basis in terms of how related transactions are being reviewed and evaluated, what the thresholds are, really the mechanisms that the Board currently has put in place.

Jabbok Schlacks

Yes. I think there's a helpful governance doc, which is consistent with how we and any other company that's public does governance. On our website, it absolutely points to that. But that is a consistent governance policy that we have. Even before going public, that governance policy was consistent. So through the private transition to a public company. But absolutely, that will be on our website. And I can give you to Dave and Dave can give a little more color on that as well.

David Marquardt

Yes. So our policy is that all related party transactions go through an approval process where we evaluate the contractual terms, the economics of the transaction and the accounting treatment. All related party transactions are also approved by our Audit Committee. So again, as Jabbok mentioned, there's more discussion about our governance practices and policies on the investor website. I would point you to there for more information.

Operator

Your next question is from the line of Jerry Revich with Wells Fargo.

Jerry Revich

I'm wondering if you could just talk about the dollar utilization acceleration that you folks saw 2Q versus 1Q. How broad-based was that? Was there any difference in performance of mature sites versus growing sites? And if you could just comment on the magnitude of rate pickup that you're seeing in an up cycle. Normally, we see 0.5 point to 1 point of sequential rate pickup per month. Are we at a point where we're seeing that type of pickup in the market?

Jabbok Schlacks

Yes. Thank you, Jerry, for the question. I'll talk to the first part and then pass it to Mark later. So we do see, as I said in the prepared remarks and what we see today, really a significant demand environment, which is causing across all cohorts.

The cohort specifically for us are the 1 through 12 and then the 13 through 24 and then the mature stores. So on all cohorts, we're seeing significant increase in demand and upward pricing pressure. So that's a huge thing across, and we talked to that quite a bit in the prepared remarks. I'll give you to Mark for additional color on the enterprise.

Mark Wopata

And then on the revenue side for the quarter, it was driven by both volume and pricing pressure upward, mostly volume in the second quarter as we saw the higher fleet absorption.

There's just so much fleet going on rent, that's what's going to drive a lot of those values there. A little bit of pricing pressure upward. We think that the price -- the upward pricing pressure, you'll -- if these trends continue, we would see more in the back half of this year and in the later period. But the mix is a lot of volume with more room to go on the pricing side.

Jerry Revich

Super clear. And then just to shift gears in terms of the margin cadence, gross margins, excluding DD&A and on program were down a touch, even though obviously, the profitability growth was really strong. Can you just talk about how much of that is diesel pass-through versus site mix? And should we be thinking about a sequential improvement in percent margins like we typically do seasonally for you folks?

Mark Wopata

Great question. So Yes. As Dave mentioned in the prepared remarks, we did see approximately 50 basis point headwind on the fuel side. We also passed through a lot of those increases on the pricing side, plus there's a mix of ancillary services and other services that we're providing on these mega sites that produce strong gross margin, gross dollars and ROIC, but the margin mix is a little bit different as well.

That being said, as you mentioned, from an SG&A leverage perspective and our ability to operate this business efficiently, we've seen total margin expansion over time. And then as you've mentioned in the past, too, that the sequentials in Q3 are typically strong, and we wouldn't expect anything different from a gross margin perspective.

Operator

Your next question is from the line of Joe Ritchie with Goldman Sachs.

Joseph Ritchie

So you've referenced upward pricing pressure a few times on this call already. And I guess what I'm trying to understand into the second half of the year, like how much of that is contractually committed? Are you expecting a mix benefit on the equipment that's going to be utilized given that you are working on all these complex projects and have line of sight?

Jabbok Schlacks

Yes, I think it's both. If you think of mix is a really important thing in our industry. We have about 3,000 classes and there's a different dollar utilization or financial utilization on each class. And depending on the project, you have excess demand and limited availability nationwide for certain products, which means you have an associated pricing pressure upward.

So I really think it's both. So we have long-term contracts, and those contracts are driven by the need of our customers. And when there's less supply and more demand, pricing within some of those classes of equipment absolutely have upward pressure.

Mark Wopata

And just to follow on to that a little bit. You mentioned how the back half of the year is derisked. If you think about the long-term nature of these projects as we're winning these projects, we have good visibility on kind of where price will be for a good amount of our projects in the back half of the year and beyond, which also gives us confidence in the trends of the industry.

Joseph Ritchie

Got it. That's helpful. And then just a quick question on capital allocation. You mentioned the buyback authorization earlier. Clearly, #1 priority is organic growth. But I'm curious, under what conditions would you maybe get more aggressive with the buyback and potentially increase authorizations going forward?

Jabbok Schlacks

Yes. As we talked about in the prepared remarks, we want to be opportunistic if there is a severe dislocation on something none of us control, which is stock price. So we want to be absolutely opportunistic. Governance is important to us.

So we wanted to make sure this went through the proper processes as a Board and governance, and that's where the $500 million was authorized. If and when that does happen, a dislocation that the company can act upon that in an efficient way. And again, that's through 2028 for that $500 million. So Dave can talk a little bit more about some of the details.

David Marquardt

Yes. I would just add that our intention is to operate the buyback authorization in an opportunistic way, but with in mind of our net leverage and liquidity goals that we'll continue to maintain as we go forward.

Operator

Your next question is from the line of Sean Wondrack with Deutsche Bank.

Sean-M Wondrack

Really great quarter. I was curious if you could talk about some of the pockets of growth you're seeing in different areas of the country, maybe where you're seeing construction pick up more than others?

Jabbok Schlacks

Yes. Thank you. Great question. I think this is pretty clear. We're seeing it universally, and we are a growth company, growing almost 40% year-over-year. So that's in every segment. Areas that we started earlier or earlier in that growth curve, you're going to see from a percentage basis, a much faster growth, areas that were more mature, which would be more the Midwest and the Texas area, still incredible growth, but just on a pure dollar percentage, that's going to be a little bit of growth curve. But we're really seeing it across the U.S.

Operator

Your next question is from the line of Ken Newman with KeyBanc Capital Markets.

Kenneth Newman

Maybe for my first one, I think some of your other public peers this quarter have cited a tighter supply chain at the OEMs, making it maybe slightly more challenging to further ramp fleet growth. Obviously, it doesn't seem like it just given the OEC growth that you're guiding to. But just curious to get any color on what you're hearing from the OEMs and your ability to kind of ramp fleet even further if you wanted to.

Jabbok Schlacks

Yes, we're confident in our guide on our CapEx. And really, that confidence is driven by years of working with our customers and working with our supply partners. And those supply partners, we're planning years in advance. We talked about really the significant growth curve that we were seeing. This is 3 years ago.

And when we do that, we have incredible visibility because of the tech stack and the visibility on the job site. So yes, we're confident in our guide. With that said, this is more reminiscent of '21 and '22. We've all kind of lived through that, less so in '23, '24, '25. There is a bigger demand, which, again, we talk about pricing pressure. That's a good thing. There's upward pressure on rental rates. So we see that improving not only for us, but again, with the industry as a whole.

Kenneth Newman

And then for my follow-up, I'm a little surprised that the appraised value on the owned fleet was -- seems sequentially flat versus the last quarter, even though the owned OEC is up 10% quarter-over-quarter. Is that driven by the mix of equipment?

And maybe as a follow-on to that, is there a way to help us think about the right way to model the appraised value as a percent of OEC as we exit the year? I'd imagine it just comes up just given the fact that you're saying that there's going to be upward pressure on rental rates. It seems like the fleet is not overfleeted. There's still some tightness in the chain. Just how do you think about that as we think about modeling out the end of this year?

Jabbok Schlacks

Great question. Mark, do you want to take that?

Mark Wopata

Yes. Thanks for the question, Ken. To remind you how the process works, this is a third-party appraised value of the fleet. And what we're seeing in the actual kind of appraisal numbers is lagging the total market dynamics that we're seeing as well. So there's just normal depreciation in there first, which was a little bit higher than regular, but there's -- it wasn't really out of control.

And then what we do expect is, given the supply chain constraints, given the demand environment, that you'll start seeing the appraised value of the fleet go the opposite direction as the market dynamics change.

And so -- but yes, there's just normal depreciation built in there, plus a little bit of adds, obviously, in the new program. And there's a lagging -- we see right now that the equipment fleet valuations are a lagging indicator of what we're seeing in the market. But from a full year perspective, we expect there to be some offsetting trends in terms of the appraisals picking up with the market dynamics over time.

Operator

Your next question comes from the line of Seth Weber with BNP Paribas.

Seth Weber

I guess the CapEx raise that you announced last month, can you just talk to -- is that all -- is that kind of consistent with your rental fleet mix? Or are you starting to ramp up and add more specialty equipment as you're catering to these bigger projects? I mean I saw specialty ticked up just a little bit as a percentage of mix, but do you think that specialty will get a larger portion of your CapEx going forward?

Jabbok Schlacks

Yes. I think it's consistent with the cohorts. We're seeing significant demand across our core fleets, our advanced solution, which we call our specialty, our site solutions. So we're seeing very, very good growth across all those segments. We have one of the fastest-growing specialty business in the world, but that is paired up very closely with one of the fastest-growing core business in the world in the rental space.

So we do see that being somewhat consistent because the demand is very consistent as far as the high demand environment. And then again, we talk about that increase in pricing on the fleet, and that is consistent across core and specialty as well. So absolutely, you will see some growth in specialty, but it will be relatively consistent across the board as the company grows.

Seth Weber

Got it. Okay. And then I just wanted to go back to your comments about the mega projects and asking about your comments around share gains. I mean, can you just sort of frame that? Like do you feel like you're taking share on the mega projects from other national operators? Or is it more just the local regional operators that are ceding share here to all of the bigger national players on these big mega projects?

Jabbok Schlacks

Great question. What we're doing now, and this was not true a decade ago when we started, but these customers that have been with us for years and years and years are awarding us at the outset. So it's not that we're taking it from somebody else. And just to put in context, there's really only 4 companies in the world that can deploy in the United States market, 3,000 to 4,000 machines in a 6- to 8-week period. That's it.

So in that 91% or the vast majority of what we're doing, it's a very limited cohort of actual companies that can provide it. So we are winning an outsized share of these projects on national and regional. And it's because of everything we talked about. I know we haven't talked about as much in this call, but it's going to the core of what these customers need. It's that transparency, it's that technology. It's the basics, like getting billing right, doing the right thing, giving visibility on who's using machine, what they're doing.

And that translates, you've heard us talk about a lot to us winning more jobs. It's not necessarily taking from somebody else, it's winning day 1. I talked about one of the projects, which is one of many projects that we have -- this is not necessarily we talk about data centers. We talk about power, but this is health care. These are sports stadiums. They need the same transparency, and we're winning on those projects as well. And again, that's 91% is that regional and national cohort.

Operator

Your next question comes from the line of Scott Schneeberger with Oppenheimer.

Scott Schneeberger

I wanted to ask around mature location adjusted EBITDA margins, 55% in the first half of '26 and that's up from end of last year. Long-term guide greater than 50%. Are we seeing the potential to hit new levels given this demand? How long sustained? Do we need to see this demand to maybe think about a new level there being achieved?

Jabbok Schlacks

Mark, do you want to dig in?

Mark Wopata

Yes. Scott, thanks for the question. Yes. So like you mentioned, trailing 12 months at 630, 55% mature site rental segment EBITDA margins which we're happy to see. We think that there is obviously a strong environment. Some of the things we've mentioned today give us an opportunity to outperform against that. And as you mentioned, our long-term goal is that 50%. I would pair that with our over 20% ROIC target.

The reality is that we put 50% on there because if we decide to go into these sort of ancillary and other services mixes that might have a little bit of a margin mix based on the nature of the services, the high ROIC, that gives us the ability to continue to manage that over 50% zone, but doing so would be on a higher revenue, higher bottom line contribution and a higher ROIC basis.

And so that's kind of how we think about being a full service provider, especially with the site Solutions and Advanced Solutions business that we have as well. But on the basis that you're talking of for the 55, we see that as a sustainable opportunity to outperform, and we think that will be stable over these next couple of years.

Scott Schneeberger

And for a follow-up, it's smaller but rapidly growing, 6 building material locations in the start of the year and other revenue growing rapidly. Just curious, how is that being rolled out and scaled? Is that just attachment to mega projects that you're working on? Or is that strategic locations? And I'm just curious where that updated thoughts on where that might go over the next few years.

Jabbok Schlacks

Thanks for the question on that side. Really, when you're starting a new division, you're starting in the middle market. And then you go both up mega projects and down to smaller customers. So when you see that the verticals that we're starting -- that are very supportive of our customers, we're starting very strategically within that middle market and then growing from there.

And you see that in the building materials. The difference there is probably the other divisions when you think of T3 and the technology, that's really the core of what the largest companies in the world utilize and then it gives them that transparency, the things we talked about, the details that they actually need. So that would be a little bit of a divergence. The other verticals you see as we add on throughout that wheel, those are going to start within the middle market.

Operator

Your next question comes from the line of Steven Fisher with UBS.

Steven Fisher

Just want to follow up on Seth's question before. In terms of the market share on these mega projects, how do you see your role on these large projects evolving? We understand that on these really big mega projects, there's often a primary and then a secondary rental provider, sometimes more. Just curious how many primary assignments have you gotten recently? Are you seeing that pick up? And kind of where are you best positioned for those primary assignments?

Jabbok Schlacks

Yes. The vast majority that we talk about, we are the primary. And I think as you know, in the industry, when you have 3,000 classes, it's rare they're going to provide 100% of every single class of equipment. So when we discuss primary, you're usually ranging from 85% to 95% of every single machine in that project. And on the vast majority, very close to all, but the vast majority of the projects, we are the primary.

Steven Fisher

And then on the OWN program, I think the activity tends to be higher in Q2 and Q4. You can correct me on that, if that's not right. This quarter, the gains on sale to the OWN program contributed about 20% of your gross profit for the quarter. And it sounds like demand is maybe more than you expected. So I would think, generally, you'd see a bit of a reduction in that activity and contribution in Q3. But given that it remains -- demand remains pretty strong and elevated, how should we frame the expectations for those contributions from the OWN program in Q3?

Mark Wopata

You're right about that. So in Q2 and Q4 is when we typically concentrate the sales. We had a lot of strong demand for our institutional and high net worth channels. Q3, we would expect, especially given prior years as well, less contribution margin in Q3 and then a step-up in Q4 because we like to concentrate those sales in Q2 and Q4 to create kind of the competition that drives down the price and gives us good allocation. And then on the actual OWN program pacing, we are slightly ahead of the total OWN program contribution. For the year, we've raised the guide by about $11 million since the beginning of the year. So we call ourselves slightly ahead, but kind of right on schedule from the Q2 and Q4 perspective.

Operator

Your next question comes from the line of Aaron Kimson with Citizens LLC.

Aaron Kimson

I guess, you consistently get investor questions on how EquipmentShare would manage in a potential downturn. I think Slide 50 in the deck does a good job showing how 2 peers cut CapEx in this lower demand to produce more cash than the great financial crisis before reinvesting into the recovery.

But where a lot of investors get hung up is on the OWN program given its novelty in the industry. So to build on Mark's prepared remarks, can you walk us through whether you think the OWN program will be a net positive or negative relative to peers in a macro downturn? And who ultimately has recourse on the own equipment if OWN program participants default and you may have to try and collect the early removal fees?

Jabbok Schlacks

Mark, do you want to give color?

Mark Wopata

Yes. Thanks, Aaron for the question. So on a broader perspective, we have all the levers that traditional rental companies have. We -- plus a few that are specific to us. So because we're an organic grower, we delay -- we stop our site openings in the downturn, we reduced our growth CapEx.

Our equipment age is significantly younger than the rest of the industry and our target. And so we have more time to age the fleet, which is obviously cash flow positive, which are all positive. And then also, we can still sell our on-balance sheet fleet to generate cash flow. And so we -- in our models in a downturn, we generate significant free cash flow quite quickly within a couple of months if we stop our growth.

On the OWN program dynamics specifically, we are not at recourse in any macro environment for the equipment. And so what happens to be the are variable payments. And so if there are -- if there's less revenue share, there's less payments to make. And then for the actual participants themselves, they are the at-risk capital owners of the equipment. They have the UCC filings. That's their title, and we are the managers of the equipment.

I also mentioned in the prepared remarks that the actual voluntary removal penalties are so high that we consider those possibilities remote data would be an economic advantage for EquipmentShare. So we're all aligned from that perspective. But we see the OWN program as giving us additional protections in the downside while also giving -- we also have the traditional levers to free cash flow in a downturn that the other rental companies would have as well.

Aaron Kimson

And then as a follow-up, it seems like at least once a week, there's a headline on potential data center moratoriums or restrictions at the state or local level. The governor here in New York just signed an executive order last month, putting moratorium on new data center builds for hyperscalers.

I know EquipmentShare is under-indexed in the Northeast and has a diversified pipeline beyond data centers. But given that you specialize in mega projects and data centers constitute a lot of those projects right now, how closely do you consider potential state and local data center attitudes when prioritizing branch expansion locations today, if at all?

Jabbok Schlacks

Yes, great question. So the one thing I'd like to point out is we talk a lot about data centers, but this is really a very, very diverse environment from a tailwinds perspective. You've got stadiums, health care, things we talk about, power infrastructure.

Even without data centers, there's a huge, huge demand for a company like EquipmentShare in our sector. With that said, the comment on data centers, I think it's really important to understand the permitting process around this. Many of these are 4-, 5-year permitting process and have already been in place. And you're not pulling a permit that's already been issued, it's already been approved.

So the projects that were being awarded, these sole source projects that we're seeing all over the country, those are not going away anytime soon. And as we know, regulatory environments change, we have visibility years and years and years in the future because that permitting is already done.

Operator

There are no further questions at this time. I will now turn the call back to Jabbok Schlacks for closing remarks.

Jabbok Schlacks

Yes. Thank you, everyone. Really appreciate spending time with us today. I'm looking forward to talking again next quarter. Have a great day.

Operator

This concludes today's call. Thank you for attending. You may now disconnect.