(State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
(Address of principal executive offices) |
(Zip Code) |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
|
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
|
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered |
||
Exhibit No. |
Description |
|
99.1 |
||
104 |
Cover Page Interactive Data File (embedded within the Inline XBRL document) |
ALLIANCE LAUNDRY HOLDINGS INC. |
|||
Date: March 12, 2026
|
|||
By: |
/s/ Michael D. Schoeb |
||
Name: Michael D. Schoeb |
|||
Title: Chief Executive Officer |

2026 Guidance |
|
Revenue Growth |
+5% to 7% |
Adjusted EBITDA Growth |
+6% to 8% |
Net Leverage |
Low 2x by end of year |
Capex (% of Revenue) |
~3% |
Effective Tax Rate |
~23.5% |
Interest Expense |
~$85 million |
Diluted Share Count |
~205 million |
Three Months Ended
December 31,
|
Year Ended December 31, |
||||||
2025 |
2024 |
2025 |
2024 |
||||
Net revenues: |
|||||||
Equipment, service parts and other |
$422,215 |
$383,106 |
$1,659,680 |
$1,459,746 |
|||
Equipment financing |
12,659 |
12,030 |
49,557 |
48,694 |
|||
Net revenues |
434,874 |
395,136 |
1,709,237 |
1,508,440 |
|||
Costs and expenses: |
|||||||
Cost of sales |
263,973 |
244,682 |
1,028,073 |
914,655 |
|||
Cost of sales - related parties |
2,290 |
1,574 |
7,322 |
6,218 |
|||
Equipment financing expenses |
7,670 |
10,319 |
31,738 |
36,316 |
|||
Gross profit |
160,941 |
138,561 |
642,104 |
551,251 |
|||
Selling, general, and administrative expenses |
97,345 |
70,678 |
324,458 |
266,444 |
|||
Selling, general, and administrative expenses - related
parties
|
55 |
75 |
280 |
300 |
|||
Other costs |
— |
494 |
— |
494 |
|||
Total operating expenses |
97,400 |
71,247 |
324,738 |
267,238 |
|||
Operating income |
63,541 |
67,314 |
317,366 |
284,013 |
|||
Interest expense, net |
29,261 |
31,231 |
150,501 |
132,001 |
|||
Other expenses, net |
2,317 |
(13,734) |
28,831 |
23,376 |
|||
Other expenses, net - related parties |
— |
5,187 |
— |
5,187 |
|||
Income before taxes |
31,963 |
44,630 |
138,034 |
123,449 |
|||
Provision for income taxes |
11,367 |
7,566 |
36,279 |
25,130 |
|||
Net income |
$20,596 |
$37,064 |
$101,755 |
$98,319 |
|||
Comprehensive income: |
|||||||
Net income |
$20,596 |
$37,064 |
$101,755 |
$98,319 |
|||
Other comprehensive income/(loss): |
|||||||
Foreign currency translation adjustment |
(33) |
(29,207) |
59,122 |
(27,439) |
|||
Change in pension liability and other post-
retirement benefits, net of taxes of $0 and $0 at
December 31, 2025 and 2024, respectively
|
(192) |
71 |
(192) |
71 |
|||
Total other comprehensive (loss)/income |
(225) |
(29,136) |
58,930 |
(27,368) |
|||
Comprehensive income |
$20,371 |
$7,928 |
$160,685 |
$70,951 |
|||
Net income per share attributable to common
stockholders:
|
|||||||
Basic |
$0.11 |
$0.22 |
$0.57 |
$0.58 |
|||
Diluted |
$0.10 |
$0.21 |
$0.56 |
$0.56 |
|||
Weighted average number of common shares
outstanding
|
|||||||
Basic |
195,038 |
170,638 |
177,002 |
170,591 |
|||
Diluted |
201,085 |
174,579 |
181,443 |
174,331 |
|||
December 31, 2025 |
December 31, 2024 |
||
Assets |
|||
Current assets: |
|||
Cash and cash equivalents |
$123,102 |
$154,682 |
|
Restricted cash |
3,602 |
6,401 |
|
Restricted cash - for securitization investors |
22,999 |
26,959 |
|
Accounts receivable (net of allowance for credit losses of $3,021 and $2,663 at December 31, 2025 and
2024, respectively)
|
113,651 |
92,150 |
|
Inventories, net |
146,039 |
133,494 |
|
Inventories, net - related parties |
821 |
989 |
|
Accounts receivable, net - restricted for securitization investors |
141,973 |
130,060 |
|
Equipment financing receivables, net |
2,822 |
4,600 |
|
Equipment financing receivables, net - restricted for securitization investors |
92,011 |
88,288 |
|
Prepaid expenses and other current assets |
28,862 |
30,534 |
|
Total current assets |
675,882 |
668,157 |
|
Equipment financing receivables, net |
4,913 |
7,633 |
|
Property, plant, and equipment, net |
265,250 |
248,341 |
|
Operating lease right-of-use assets |
20,741 |
17,080 |
|
Equipment financing receivables, net - restricted for securitization investors |
470,408 |
417,672 |
|
Deferred income tax asset |
3,169 |
3,220 |
|
Debt issuance costs, net |
3,461 |
2,793 |
|
Goodwill |
684,230 |
666,580 |
|
Intangible assets, net |
754,737 |
793,666 |
|
Other long-term assets |
3,097 |
6,963 |
|
Total assets |
$2,885,888 |
$2,832,105 |
|
Liabilities and Stockholders' Equity/(Deficit) |
|||
Current liabilities: |
|||
Current portion of long-term debt |
$113 |
$20,896 |
|
Accounts payable |
128,662 |
141,808 |
|
Accounts payable - related parties |
1,852 |
1,338 |
|
Asset backed borrowings - owed to securitization investors |
194,180 |
170,862 |
|
Current operating lease liabilities |
5,927 |
5,502 |
|
Other current liabilities |
153,592 |
138,259 |
|
Total current liabilities |
484,326 |
478,665 |
|
Long-term debt, net |
1,354,636 |
2,034,545 |
|
Asset backed borrowings - owed to securitization investors |
424,406 |
382,910 |
|
Deferred income tax liability |
169,355 |
171,103 |
|
Long-term operating lease liabilities |
15,745 |
12,549 |
|
Other long-term liabilities |
45,302 |
29,661 |
|
Total liabilities |
2,493,770 |
3,109,433 |
|
Stockholders' equity/(deficit): |
|||
Redeemable preferred stock, $0.01 par value, 100,000,000 shares authorized, no shares issued or
outstanding
|
— |
— |
|
Common stock, $0.01 par value, 2,000,000,000 shares authorized, 197,532,147 and 189,609,192 issued,
respectively, and 197,532,147 and 125,290,718, outstanding, respectively
|
1,975 |
1,896 |
|
Additional paid-in capital |
509,369 |
189,911 |
|
(Accumulated deficit)/retained earnings |
(176,404) |
31,527 |
|
Accumulated other comprehensive income/(loss) |
57,178 |
(1,752) |
|
Treasury stock, at cost, 0 and 64,318,474 shares, respectively
|
— |
(498,910) |
|
Total stockholders' equity/(deficit) |
392,118 |
(277,328) |
|
Total liabilities and stockholders' equity/(deficit) |
$2,885,888 |
$2,832,105 |
Year Ended December 31, |
|||
2025 |
2024 |
||
Cash flows from operating activities: |
|||
Net income |
$101,755 |
$98,319 |
|
Adjustments to reconcile net income to net cash provided by operating activities: |
|||
Depreciation and amortization |
93,701 |
90,169 |
|
Amortization and extinguishment of debt issuance costs |
4,528 |
5,559 |
|
Amortization of original issue discount |
6,202 |
2,620 |
|
Non-cash interest expense/(income) |
10,299 |
(700) |
|
Non-cash (gain)/loss on commodity & foreign exchange contracts, net |
(751) |
657 |
|
Non-cash foreign exchange loss/(gain), net |
25,152 |
(4,654) |
|
Non-cash stock-based compensation |
19,519 |
3,263 |
|
Non-cash (gain)/loss for pension and post-retirement benefit plans |
(192) |
71 |
|
Loss on sale of property, plant, and equipment |
1,291 |
318 |
|
Provision for credit losses |
3,622 |
7,145 |
|
Deferred income taxes |
(3,340) |
(31,583) |
|
Changes in assets and liabilities, net of the effects of acquisitions: |
|||
Accounts and equipment financing receivables, net |
(9,801) |
639 |
|
Accounts receivable - restricted for securitization investors |
(12,227) |
9,071 |
|
Inventories, net |
(6,494) |
5,776 |
|
Inventories, net - related party |
168 |
55 |
|
Equipment financing receivables, net - restricted for securitization investors |
(32,566) |
(35,065) |
|
Other assets |
3,382 |
362 |
|
Accounts payable |
(14,012) |
5,755 |
|
Accounts payable - related parties |
514 |
(171) |
|
Other liabilities |
20,935 |
(12,146) |
|
Net cash provided by operating activities |
211,685 |
145,460 |
|
Cash flows from investing activities: |
|||
Capital expenditures |
(53,668) |
(43,485) |
|
Acquisition of businesses, net of cash acquired |
(12,619) |
(27,948) |
|
Proceeds on disposition of assets |
292 |
2,429 |
|
Originations of equipment financing receivables, net - restricted for securitization investors |
(102,344) |
(92,092) |
|
Collections of equipment financing receivables, net - restricted for securitization investors |
76,692 |
73,336 |
|
Net cash used in investing activities |
(91,647) |
(87,760) |
|
Cash flows from financing activities: |
|||
Payments on revolving line of credit borrowings |
— |
(5,674) |
|
Proceeds from long-term borrowings |
— |
2,064,625 |
|
Payments on long-term borrowings |
(710,000) |
(1,268,000) |
|
Cash paid for debt establishment and amendment fees |
(1,967) |
(2,389) |
|
Proceeds from initial public offering, net of issuance costs |
497,032 |
— |
|
Increase in asset backed borrowings owed to securitization investors |
219,829 |
204,434 |
|
Decrease in asset backed borrowings owed to securitization investors |
(155,014) |
(165,898) |
|
Dividends paid |
— |
(265,940) |
|
Return of capital paid |
— |
(634,060) |
|
Repurchase of common stock |
(6,205) |
(1,445) |
|
Taxes paid related to net share settlement of stock options |
(7,782) |
(1,138) |
|
Net proceeds from stock options exercised |
5,697 |
111 |
|
Proceeds from common stock issuance under employee purchase plan |
500 |
— |
|
Net cash used in financing activities |
(157,910) |
(75,374) |
|
Effect of exchange rate changes on cash, cash equivalents, and restricted cash |
(467) |
(4,253) |
|
(Decrease)/increase in cash, cash equivalents, and restricted cash |
(38,339) |
(21,927) |
|
Cash, cash equivalents, and restricted cash at beginning of period |
188,042 |
209,969 |
|
Cash, cash equivalents, and restricted cash at end of period |
$149,703 |
$188,042 |
|
Reconciliation of cash, cash equivalents, and restricted cash to the Consolidated Balance Sheets: |
|||
Cash and cash equivalents |
123,102 |
154,682 |
|
Restricted cash |
3,602 |
6,401 |
|
Restricted cash - for securitization investors |
22,999 |
26,959 |
|
Total cash, cash equivalents, and restricted cash shown in the Statement of Cash Flows |
$149,703 |
$188,042 |
|
Supplemental disclosure of cash flow information: |
|||
Cash paid for interest |
$122,182 |
$146,660 |
|
Cash paid for interest - to securitized investors |
$31,696 |
$34,313 |
|
Cash paid for income taxes |
$48,725 |
$54,154 |
|
Supplemental disclosure of investing and financing non-cash activities: |
|||
Capital expenditures included in accounts payable |
$3,211 |
$6,292 |
(Unaudited) |
|||||||
Three Months Ended December 31, |
Year Ended December 31, |
||||||
(in thousands) |
2025 |
2024 |
2025 |
2024 |
|||
North America |
|||||||
Segment net revenues |
316,823 |
290,056 |
1,268,979 |
1,109,134 |
|||
Segment adjusted EBITDA |
88,460 |
77,249 |
361,487 |
317,779 |
|||
Segment adjusted EBITDA margin |
27.9% |
26.6% |
28.5% |
28.7% |
|||
International |
|||||||
Segment net revenues |
118,051 |
105,080 |
440,258 |
399,306 |
|||
Segment adjusted EBITDA |
29,253 |
23,380 |
120,597 |
103,148 |
|||
Segment adjusted EBITDA margin |
24.8% |
22.2% |
27.4% |
25.8% |
|||
(Unaudited) |
|||||||||||
Three Months Ended December 31, 2025 |
Three Months Ended December 31, 2024 |
||||||||||
(in thousands) |
North America |
International |
Total |
North America |
International |
Total |
|||||
Net revenues |
$316,823 |
$118,051 |
$434,874 |
$290,056 |
$105,080 |
$395,136 |
|||||
Cost of sales(1)
|
199,617 |
73,168 |
186,719 |
69,076 |
|||||||
Other segment items(2)
|
28,746 |
15,630 |
26,088 |
12,624 |
|||||||
Adjusted EBITDA |
$88,460 |
$29,253 |
$117,713 |
$77,249 |
$23,380 |
$100,629 |
|||||
Reconciling items: |
|||||||||||
Interest expense, net |
(29,261) |
(31,231) |
|||||||||
Depreciation and amortization |
(24,357) |
(22,673) |
|||||||||
Refinancing and debt related costs |
(200) |
(250) |
|||||||||
Foreign exchange (loss)/gain on intercompany
loans
|
(2,117) |
8,797 |
|||||||||
Share-based compensation |
(17,217) |
(678) |
|||||||||
Strategic transaction costs |
(1,451) |
(620) |
|||||||||
Corporate and other |
(11,147) |
(9,344) |
|||||||||
Income before taxes |
$31,963 |
$44,630 |
|||||||||
(Unaudited) |
|||||||||||
Year Ended December 31, 2025 |
Year Ended December 31, 2024 |
||||||||||
(in thousands) |
North America |
International |
Total |
North America |
International |
Total |
|||||
Net revenues |
$1,268,979 |
$440,258 |
$1,709,237 |
$1,109,134 |
$399,306 |
$1,508,440 |
|||||
Cost of sales(1)
|
791,853 |
271,485 |
700,743 |
254,043 |
|||||||
Other segment items(2)
|
115,639 |
48,176 |
90,612 |
42,115 |
|||||||
Adjusted EBITDA |
$361,487 |
$120,597 |
$482,084 |
$317,779 |
$103,148 |
$420,927 |
|||||
Reconciling items: |
|||||||||||
Interest expense, net |
(150,501) |
(132,001) |
|||||||||
Depreciation and amortization |
(93,701) |
(90,169) |
|||||||||
Refinancing and debt related costs |
(3,679) |
(33,217) |
|||||||||
Foreign exchange (loss)/gain on intercompany
loans
|
(25,152) |
4,654 |
|||||||||
Share-based compensation |
(19,779) |
(3,263) |
|||||||||
Strategic transaction costs |
(5,627) |
(5,803) |
|||||||||
Corporate and other |
(45,611) |
(37,679) |
|||||||||
Income before taxes |
$138,034 |
$123,449 |
|||||||||
(Unaudited) |
|||||||
Three Months Ended December 31, |
Year Ended December 31, |
||||||
(in thousands, except percentages) |
2025 |
2024 |
2025 |
2024 |
|||
Net Income |
$20,596 |
$37,064 |
$101,755 |
$98,319 |
|||
Provision for income taxes |
11,367 |
7,566 |
36,279 |
25,130 |
|||
Interest expense, net |
29,261 |
31,231 |
150,501 |
132,001 |
|||
Depreciation and amortization |
24,357 |
22,673 |
93,701 |
90,169 |
|||
Refinancing and debt related costs |
200 |
250 |
3,679 |
33,217 |
|||
Foreign exchange loss (gain) on
intercompany loans, net
|
2,117 |
(8,797) |
25,152 |
(4,654) |
|||
Share-based compensation |
17,217 |
678 |
19,779 |
3,263 |
|||
Strategic transaction costs |
1,451 |
620 |
5,627 |
5,803 |
|||
Adjusted EBITDA |
$106,566 |
$91,285 |
$436,473 |
$383,248 |
|||
Net revenues |
$434,874 |
$395,136 |
$1,709,237 |
$1,508,440 |
|||
Net income margin |
4.7 % |
9.4 % |
6.0 % |
6.5 % |
|||
Adjusted EBITDA margin |
24.5 % |
23.1 % |
25.5 % |
25.4 % |
|||
(Unaudited) |
|||||||
Three Months Ended December 31, |
Year Ended December 31, |
||||||
(in thousands, except per share data) |
2025 |
2024 |
2025 |
2024 |
|||
Net income |
$20,596 |
$37,064 |
$101,755 |
$98,319 |
|||
Amortization of intangible assets |
13,620 |
12,931 |
51,681 |
50,515 |
|||
Refinancing and debt related costs |
200 |
250 |
3,679 |
33,217 |
|||
Foreign exchange loss (gain) on
intercompany loans, net
|
2,117 |
(8,797) |
25,152 |
(4,654) |
|||
Share-based compensation |
17,217 |
678 |
19,779 |
3,263 |
|||
Strategic transaction costs |
1,451 |
620 |
5,627 |
5,803 |
|||
Tax effect of add backs |
(6,239) |
(1,359) |
(22,634) |
(20,449) |
|||
Adjusted net income |
$48,962 |
$41,387 |
$185,039 |
$166,014 |
|||
Net income per share attributable to
common stockholders - diluted:
|
$0.10 |
$0.21 |
$0.56 |
$0.56 |
|||
Adjusted net income per share
attributable to common stockholders -
diluted:
|
$0.24 |
$0.24 |
$1.02 |
$0.95 |
|||
(Unaudited) |
|||
(in thousands) |
December 31, 2025 |
December 31, 2024 |
|
Term loan |
$1,365,000 |
$2,075,000 |
|
Finance lease obligations |
236 |
359 |
|
Debt |
1,365,236 |
2,075,359 |
|
Less: Cash and cash equivalents |
(123,102) |
(154,682) |
|
Net debt |
$1,242,134 |
$1,920,677 |
|
Adjusted EBITDA |
$436,473 |
$383,248 |
|
Net debt to Adjusted EBITDA |
2.8x |
5.0x |
|