BrightView Holdings, Inc.
For the period ended Sep 30, 2026. Filed Nov 10, 2026.
View on SEC.govAbout this filing
A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2026 · Filed Nov 10, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-K
Period ended 2025-09-30; filed 2025-11-19.
0001193125-25-288109
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-K
Period ended 2026-09-30; filed 2026-11-10.
0001193125-26-455474
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 204 previous paragraphs and 189 current paragraphs.
146 unchanged; 37 reworded; 5 added; 18 removed; 3 previous and 1 current paragraphs rearranged.
Tables are not compared: 9 previous and 9 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (5)
Current report
Other expense (income)
Current report
Maintenance Services net service revenues for the fiscal year ended September 30, 2026 increased by $113.3 million, or 6.0%, compared to the 2025 period. Snow removal services increased by $82.2 million, or 39.0%, and commercial landscaping services increased by $31.1 million, or 1.9%. The increase in commercial landscaping services revenue was driven by increases in ancillary and contract services.
Current report
On December 18, 2013, the Company and a group of financial institutions entered into a credit agreement (the "Credit Agreement"). The Credit Agreement consisted of seven-year $1,460.0 million term loans and a five-year $210.0 million revolving credit facility. All amounts outstanding under the Credit Agreement are collateralized by substantially all of the assets of the Company. The Credit Agreement, as amended, provides for: (i) a $1,200.0 million seven-year term loan (the "Series B Term Loan") and (ii) a $300.0 million five-year revolving credit facility (the "Revolving Credit Facility").
Current report
Payment-in-Kind Dividends
Current report
In April 2026, the FASB issued ASU No. 2026-01, Equity (Topic 505): Initial Measurement of Payment-in-Kind Dividends on Equity Classified Preferred Stock. The ASU Standardizes the accounting for payment-in-kind dividends on equity-classified preferred stock. The amendment is effective for annual periods beginning after December 15, 2026, and interim periods within those annual reporting periods. The Company is in the process of evaluating the impact of ASU No. 2026-01 on its consolidated financial statements.
Removed paragraphs (18)
Previous report
Gain on divestiture
Previous report
Gain on divestiture consists of the realized gain on sale and transaction related expenses from the divestiture of U.S. Lawns on January 12, 2024.
Previous report
Divestitures
Previous report
As we continue to focus on profitable growth, part of our strategic initiatives include strengthening our core business. To strengthen our core business, we are implementing cost efficiency plans designed to lead to EBITDA margin expansions. As part of implementing these initiatives, we entered into a strategic sale of our non-core U.S. Lawns franchise business during the year ended September 30, 2024. On January 12, 2024, we completed the sale of our wholly owned subsidiary, U.S. Lawns, for total cash consideration of $51.0 million. The transaction resulted in a gain of $43.6 million for the year ended September 30, 2024, which we reinvested back into the Company.
Previous report
Gain on divestiture
Previous report
There was no gain on divestiture for the fiscal year ended September 30, 2025. Gain on divestiture for the fiscal year ended September 30, 2024 was $43.6 million which consisted of the realized gain on sale and transaction related expenses from the divestiture of U.S. Lawns on January 12, 2024.
Previous report
Other (Income) Expense
Previous report
Maintenance Services net service revenues for the fiscal year ended September 30, 2025 decreased by $72.7 million, or 3.7%, compared to the 2024 period. The decrease was primarily driven by strategic reductions of non-core businesses and to a lesser extent a decline in commercial landscaping in our core business.
Previous report
Represents the realized gain on sale and transaction related expenses from the divestiture of U.S. Lawns on January 12, 2024.
Previous report
(g)
Previous report
The Company is party to the Credit Agreement, a five-year revolving credit facility that, pursuant to Amendment No. 6 to the Credit Agreement, dated April 22, 2022 (the "Amendment Agreement"), matures on April 22, 2027 (the “Revolving Credit Facility”)
Previous report
On August 28, 2023, the Company voluntarily repaid $450.0 million of the amount outstanding under the Company’s Amendment Agreement. As a result of this voluntary repayment, the Company recorded a loss on debt extinguishment of $8.3 million due to accelerated amortization of deferred financing fees and original issue discount as well as fees paid to lenders and third parties. The loss on debt extinguishment is included in the Other (income) expense line of the Consolidated Statements of Operations for the year ended September 30, 2023.
Previous report
Simplifying the Accounting for Income Taxes
Previous report
In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes which removes specified exceptions and adds requirements to simplify the accounting for income taxes. The Company adopted the guidance in the first quarter of fiscal 2022. The adoption of ASU 2019-12 did not have a material impact on the Company's consolidated financial statements and disclosures.
Previous report
Reference Rate Reform
Previous report
In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting which provides optional expedients and exceptions for the accounting for contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. The guidance is effective for the Company upon issuance through December 31, 2022. The guidance in ASU 2020-04 is optional and may be elected over time as reference rate reform activities occur. During the third quarter of fiscal 2020 the Company elected to apply the hedge accounting expedients related to probability and the assessments of effectiveness for future LIBOR-indexed cash flows to assume that the index upon which future hedged transactions will be based matches the index on the corresponding derivatives. Application of these expedients preserves the presentation of derivatives consistent with past presentation. In January 2021, the FASB issued ASU 2021-01 to clarify the scope of certain optional expedients for derivatives that are affected by the discounting transition. The Company continues to evaluate the impact of the guidance on its consolidated financial statements and may apply other elections as applicable as additional changes in the market occur.
Previous report
Business Combinations
Previous report
In October 2021, the FASB issued ASU No. 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers which requires that an entity (acquirer) recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with Topic 606 as if it had originated the contracts. The Company adopted the guidance in the first quarter of fiscal 2023. The adoption of ASU No. 2021-08 did not have a material impact on the Company’s consolidated financial statements and disclosures.
Reworded paragraphs (37)
Previous wording
We are the largest provider of commercial landscaping services in the United States, with revenues approximately 4 times those of our next largest commercial landscaping competitor. We provide commercial landscaping services ranging from landscape maintenance and enhancements to tree care and landscape development. We operate through a differentiated and integrated national service model which systematically delivers services at the local level by combining our network of over 265 branches with a qualified service partner network. Our branch delivery model underpins our position as a single-source end-to-end landscaping solution provider to our diverse customer base at the national, regional and local levels, which we believe represents a significant competitive advantage. We believe our commercial customer base understands the financial and reputational risk associated with inadequate landscape maintenance and considers our services to be essential and non-discretionary.
Current wording
We are the largest provider of commercial landscaping services in the United States, with revenues approximately 3 times those of our next largest commercial landscaping competitor. We provide commercial landscaping services ranging from landscape maintenance and enhancements to tree care and landscape development. We operate through a differentiated and integrated national service model which systematically delivers services at the local level by combining our network of over 270 branches with a qualified service partner network. Our branch delivery model underpins our position as a single-source end-to-end landscaping solution provider to our diverse customer base at the national, regional and local levels, which we believe represents a significant competitive advantage. We believe our commercial customer base understands the financial and reputational risk associated with inadequate landscape maintenance and considers our services to be essential and non-discretionary.
Previous wording
We report our results of operations through two reportable segments: Maintenance Services and Development Services. We serve a geographically diverse set of customers through our strategically located network of branches in 36 U.S. states and, through our qualified service partner network, we are able to efficiently provide nationwide coverage across the United States.
Current wording
We report our results of operations through two reportable segments: Maintenance Services and Development Services. We serve a geographically diverse set of customers through our strategically located network of branches in 37 U.S. states and, through our qualified service partner network, we are able to efficiently provide nationwide coverage across the United States.
Previous wording
Selling, general and administrative expense consists of costs incurred related to compensation and benefits for management, sales and administrative personnel, equity-based compensation, branch and office rent and facility operating costs, depreciation expense related to branch and office locations, as well as professional fees, software costs, goodwill impairment, and other miscellaneous expenses. Corporate expenses, including corporate executive compensation, finance, legal and information technology, are included in consolidated selling, general and administrative expense.
Current wording
Selling, general and administrative expense consists of costs incurred related to compensation and benefits for management, sales and administrative personnel, equity-based compensation, branch and office rent and facility operating costs, depreciation expense related to branch and office locations, as well as professional fees, software costs, and other miscellaneous expenses. Corporate expenses, including corporate executive compensation, finance, legal and information technology, are included in consolidated selling, general and administrative expense.
Previous wording
Other (income) expense consists primarily of investment gains related to investments held in a Rabbi Trust.
Current wording
Other expense (income) consists primarily of losses on debt extinguishment as well as investment gains and losses related to investments held in Rabbi Trust.
Previous wording
Interest expense, net consists primarily of interest expense related primarily to our long term debt as well as interest income related to our cash and cash equivalents. See Note 9 "Long-term Debt" to our audited consolidated financial statements included in Part II. Item 8 of this Form 10-K.
Current wording
Interest expense, net consists primarily of interest expense related to our long term debt as well as interest income related to our cash and cash equivalents. See Note 9 "Long-term Debt" to our audited consolidated financial statements included in Part II. Item 8 of this Form 10-K.
Previous wording
In addition to our organic growth, we have grown, and expect to continue to grow, our business through acquisitions in an effort to better service our existing customers and attract new customers. These acquisitions focused on increasing our density and leadership positions in existing local markets, entering into attractive new geographic markets and expanding our portfolio of landscape enhancement services and improving technical capabilities in specialized services.
Current wording
In addition to our organic growth, we have grown, and expect to continue to grow, our business through acquisitions in an effort to better service our existing customers and attract new customers. These acquisitions focused on increasing our density and leadership positions in existing local markets, entering into attractive new geographic markets, expanding our portfolio of landscape enhancement services, and improving technical capabilities in specialized services.
Previous wording
In accordance with GAAP, the results of the acquisitions we have completed are reflected in our consolidated financial statements from the date of acquisition. We incur transaction costs in connection with identifying and completing acquisitions and ongoing integration costs as we integrate acquired companies and seek to achieve synergies. While integration costs vary based on factors specific to each acquisition, such costs are primarily comprised of one-time employee retention costs, employee onboarding and training costs, and fleet and uniform rebranding costs. We typically anticipate integration costs to represent approximately 7%-9% of the acquisition price, and to be incurred within 12 months of acquisition completion.
Current wording
In accordance with GAAP, the results of the acquisitions we have completed are reflected in our consolidated financial statements from the date of acquisition. We incur transaction costs in connection with identifying and completing acquisitions and ongoing integration costs as we integrate acquired companies and seek to achieve synergies. While integration costs vary based on factors specific to each acquisition, such costs are primarily comprised of one-time employee retention costs, employee onboarding and training costs, and fleet and uniform rebranding costs.
Previous wording
Net service revenues for the fiscal year ended September 30, 2025 decreased $94.3 million, or 3.4%, to $2,672.8 million, from $2,767.1 million in the 2024 period. The decrease was driven by a decrease in Maintenance Services revenues of $72.7 million, combined with a decrease in Development Services revenues of $19.7 million as discussed further below in Segment Results.
Current wording
Net service revenues for the fiscal year ended September 30, 2026 increased $39.8 million, or 1.5%, to $2,712.6 million, from $2,672.8 million in the 2025 period. The increase was driven by an increase in Maintenance Services revenues of $113.3 million, partially offset by a decrease in Development Services revenues of $74.2 million as discussed further below in Segment Results.
Previous wording
Gross profit for the fiscal year ended September 30, 2025 decreased $23.9 million, or 3.7%, to $621.7 million, from $645.6 million in the 2024 period. Gross margin remained flat at 23.3% for the fiscal year ended September 30, 2025. The decreases in gross profit was primarily driven by the decrease net service revenues, described above combined with increased depreciation.
Current wording
Gross profit for the fiscal year ended September 30, 2026 decreased $68.8 million, or 11.1%, to $552.9 million, from $621.7 million in the 2025 period. Gross margin for the fiscal year ended September 30, 2026 decreased 290 basis points to 20.4% from 23.3% in the 2025 period. The decreases in gross profit was primarily driven by increased depreciation expense and a non-routine self-insurance adjustment, partially offset by the increase in revenues described above.
Previous wording
Selling, general and administrative expense for the fiscal year ended September 30, 2025 decreased $38.7 million, or 7.8%, to $457.8 million, from $496.5 million in the 2024 period. As a percentage of revenue, selling, general and administrative expense decreased 80 basis points for the fiscal year ended September 30, 2025 to 17.1%, from 17.9% in the 2024 period. The decrease was driven primarily by decreases in compensation-related costs as a result of the Company's cost management initiatives combined with a decrease in business transformation and integration costs.
Current wording
Selling, general and administrative expense for the fiscal year ended September 30, 2026 decreased $1.5 million, or 0.3%, to $456.3 million, from $457.8 million in the 2025 period. As a percentage of revenue, selling, general and administrative expense decreased 30 basis points for the fiscal year ended September 30, 2026 to 16.8%, from 17.1% in the 2025 period. The decrease was primarily driven by a decrease in non-seller compensation costs, partially offset by a non-routine self-insurance adjustment combined with increased selling costs driven by the Company's investment in new sellers.
Previous wording
Amortization expense for the fiscal year ended September 30, 2025 decreased $6.5 million, or 18.2%, to $29.3 million, from $35.8 million in the 2024 period. The decrease was principally due the decrease in the amortization of intangible assets, based on the pattern consistent with expected future cash flows calculated at the time the assets were acquired.
Current wording
Amortization expense for the fiscal year ended September 30, 2026 decreased $7.5 million, or 25.6%, to $21.8 million, from $29.3 million in the 2025 period. The decrease was due the decrease in the amortization of intangible assets, based on the pattern consistent with expected future cash flows calculated at the time the assets were acquired.
Previous wording
Other income was $0.4 million for the fiscal year ended September 30, 2025 compared to other income of $2.0 million in the 2024 period. The $1.6 million decrease in other income was driven principally by changes in the value of investments held in the Rabbi Trust and costs associated with the repricing of the Company's term loan.
Current wording
Other expense was $9.3 million for the fiscal year ended September 30, 2026 compared to other income of $0.4 million in the 2025 period. The $9.7 million decrease in other income was the losses on the extinguishment of debt in connection with the Tenth Credit Agreement Amendment and the Eleventh Credit Agreement Amendment in fiscal 2026, partially offset by changes in the value of investments held in the Rabbi Trust.
Previous wording
Interest expense for the fiscal year ended September 30, 2025 decreased $8.7 million, or 13.9%, to $53.7 million, from $62.4 million in the 2024 period. The decrease was driven principally by the decrease in interest rates as a result of the repricing of our Series B Term Loans in fiscal 2024 and the decrease in the Company's long term debt balance partially offset by an increase in finance lease interest expense and a decrease in interest income.
Current wording
Interest expense for the fiscal year ended September 30, 2026 increased $1.7 million, or 3.2%, to $55.4 million, from $53.7 million in the 2025 period. The increase was driven principally by the increase in the Company's long term debt balance combined with a decreased interest income generated by the Company's interest rate derivative contracts and the Company's cash and cash equivalents balance, and increased finance lease interest expense. These were partially offset by lower interest expense caused by the decrease in interest rates as a result of repricing our Series B Term Loans in fiscal 2025.
Previous wording
For the fiscal year ended September 30, 2025, income tax expense decreased $4.8 million, or 15.9%, to $25.3 million, compared to $30.1 million in the 2024 period. The change in income tax expense is primarily attributable to the change in the Company’s pretax income of $81.3 million in the current period compared to pretax income of $96.5 million in the 2024 period.
Current wording
For the fiscal year ended September 30, 2026, income tax expense decreased $16.2 million, or 64.0%, to $9.1 million, compared to $25.3 million in the 2025 period. The change in income tax expense is primarily attributable to the decrease in the Company’s pretax income of $71.2 million compared to the current period.
Previous wording
For the fiscal year ended September 30, 2025, net income decreased by $10.4 million, to a net income of $56.0 million, from $66.4 million in the 2024 period. The decrease in net income was primarily due to the changes noted above.
Current wording
For the fiscal year ended September 30, 2026, net income decreased by $55.0 million, to a net income of $1.0 million, from $56.0 million in the 2025 period. The decrease in net income was primarily due to the changes noted above.
Previous wording
For the fiscal year ended September 30, 2025, Dividends on Series A Convertible Preferred Shares were $35.8 million compared to $35.7 million in the 2024 period.
Current wording
Dividends on Series A Convertible Preferred Shares were $35.8 million for the fiscal years ended September 30, 2026 and 2025.
Previous wording
Adjusted EBITDA increased $27.6 million for the fiscal year ended September 30, 2025, to $352.3 million, from $324.7 million in the 2024 period. Adjusted EBITDA margin was 13.2% and 11.7% for the fiscal years ended 2025 and 2024, respectively. The increase in Adjusted EBITDA was principally driven by an increase of $18.3 million, or 20.6% in Development Services Segment Adjusted EBITDA, and an increase of $9.3 million, or 3.9% in Maintenance Services Segment Adjusted EBITDA, as discussed further below in Segment Results.
Current wording
Adjusted EBITDA decreased $23.4 million for the fiscal year ended September 30, 2026, to $328.9 million, from $352.3 million in the 2025 period. Adjusted EBITDA margin was 12.1% and 13.2% for the fiscal years ended 2026 and 2025, respectively. The decrease in Adjusted EBITDA was principally driven by a decrease of $19.6 million, or 18.4% in Development Services Segment Adjusted EBITDA, and a decrease of $3.8 million, or 1.5% in Maintenance Services Segment Adjusted EBITDA, as discussed further below in Segment Results.
Previous wording
Adjusted Net Income for the fiscal year ended September 30, 2025 increased $0.1 million to $113.2 million, from $113.1 million in the 2024 period due to the changes noted above.
Current wording
Adjusted Net Income for the fiscal year ended September 30, 2026 decreased $50.9 million to $62.3 million, from $113.2 million in the 2025 period due to the changes noted above.
Previous wording
Segment Adjusted EBITDA for the fiscal year ended September 30, 2025 increased $9.3 million, to $245.5 million, compared to $236.2 million in the 2024 period. Segment Adjusted EBITDA Margin increased 100 basis points to 13.0% in the year ended September 30, 2025, from 12.0% in the 2024 period. The increase in Segment Adjusted EBITDA and Segment Adjusted EBITDA Margin were principally driven by lower personnel, vehicle, and equipment related costs as a result of the Company's cost management initiatives. These savings were partially offset by the decrease in revenues described above.
Current wording
Segment Adjusted EBITDA for the fiscal year ended September 30, 2026 decreased $3.8 million, to $241.7 million, compared to $245.5 million in the 2025 period. Segment Adjusted EBITDA Margin decreased 90 basis points to 12.1% in the year ended September 30, 2026, from 13.0% in the 2025 period. The decrease in Segment Adjusted EBITDA and Segment Adjusted EBITDA Margin were primarily driven by a non-routine self-insurance adjustment, continued investments in our sales force and higher fuel prices, partially offset by increased revenues described above.
Previous wording
Development Services net service revenues for the fiscal year ended September 30, 2025 decreased $19.7 million, or 2.4%, compared to the 2024 period. The decrease was primarily driven by the timing of projects during the second half of fiscal 2025, which were partially offset by increased Development Services project volumes in the first half of fiscal 2025.
Current wording
Development Services net service revenues for the fiscal year ended September 30, 2026 decreased $74.2 million, or 9.4%, compared to the 2025 period. The decrease was driven by decreased project volumes impacted by the timing and mix of projects.
Previous wording
Segment Adjusted EBITDA for the fiscal year ended September 30, 2025 increased $18.3 million, to $106.8 million, compared to $88.5 million in the 2024 period. Segment Adjusted EBITDA Margin increased 260 basis points, to 13.5% for the period from 10.9% in the prior year. The increases in Segment Adjusted EBITDA and Segment Adjusted EBITDA Margin were primarily driven by reductions in overhead costs due to the Company's cost management initiatives, combined with the timing and mix of projects in the period.
Current wording
Segment Adjusted EBITDA for the fiscal year ended September 30, 2026 decreased $19.6 million, to $87.2 million, compared to $106.8 million in the 2025 period. Segment Adjusted EBITDA Margin decreased 130 basis points, to 12.2% for the period from 13.5% in the prior year. The decrease in Segment Adjusted EBITDA and Segment Adjusted EBITDA Margin were primarily driven by revenue described above, as well as a non-routine self-insurance adjustment and increased investments in our sales force.
Previous wording
Represents losses on the extinguishment of debt related to Amendments No. 9 and No. 8 to the Credit Agreement, in the fiscal years ended September 30, 2025 and 2024 respectively, and includes accelerated amortization of deferred financing fees and original issue discount as well as fees paid to lenders and third parties.
Current wording
Represents losses on the extinguishment of debt related to the Tenth Credit Agreement Amendment, Eleventh Credit Agreement Amendment, and the Sixth Amendment to the Receivables Financing Agreement for the fiscal year ended September 30, 2026, and the Ninth Credit Agreement Amendment, for the fiscal year ended September 30, 2025 and includes accelerated amortization of deferred financing fees and original issue discount as well as fees paid to lenders and third parties.
Previous wording
and, through a wholly-owned subsidiary, a receivables financing agreement dated April 28, 2017 (as amended, the “Receivables Financing Agreement”). Each of the Company's credit facilities bear interest based in-part on a secured overnight financing rate. See “Description of Indebtedness”.
Current wording
The Company is party to the Credit Agreement, a five-year revolving credit facility that, as amended, currently matures on April 22, 2031, subject to a springing maturity date based on earlier maturing outstanding term loan indebtedness (the “Revolving Credit Facility”) and, through a wholly-owned subsidiary, a receivables financing agreement dated April 28, 2017 (as amended, the “Receivables Financing Agreement”). Each of the Company's credit facilities bear interest based in-part on a secured overnight financing rate.
Previous wording
Net cash provided by operating activities for the fiscal year ended September 30, 2025 increased $86.2 million, to $291.8 million, from $205.6 million in the 2024 period. This increase was due to an increase in net income adjusted for non-cash activities, combined with increases in cash provided by accounts payable and other operating liabilities. This was partially offset by an increase in cash used for other operating assets.
Current wording
Net cash provided by operating activities for the fiscal year ended September 30, 2026 decreased $107.1 million, to $184.7 million, from $291.8 million in the 2025 period. This decrease was due to a decrease in net income adjusted for non-cash activities, combined with decreases in cash provided by unbilled and deferred revenue, accounts receivable, and accounts payable and other operating liabilities.
Previous wording
Net cash used in investing activities was $223.9 million in the fiscal year ended September 30, 2025, an increase of $218.3 million compared to $5.6 million for the 2024 period. The increase in cash used in investing activities was driven by a $175.8 million increase in cash used for the purchase of property and equipment, and a $51.0 million decrease in proceeds from divestiture in comparison to the prior year. This was partially offset by $9.5 million increase in proceeds from the sale of property and equipment.
Current wording
Net cash used in investing activities was $185.6 million in the fiscal year ended September 30, 2026, a decrease of $38.3 million compared to $223.9 million for the 2025 period. The decrease in cash used in investing activities was driven by a $29.2 million decrease in cash used for the purchase of property and equipment, and a $10.5 million increase in proceeds from sale of property and equipment in comparison to the prior year.
Previous wording
Net cash used in financing activities of $133.8 million for the fiscal year ended September 30, 2025 included repayments of finance lease obligations of $48.4 million, Series A preferred stock dividends of $35.8 million, repayments of our Receivable Financing
Current wording
Net cash used in financing activities of $70.0 million for the fiscal year ended September 30, 2026 included repurchase of common stock and distributions of $56.9 million, repayments of finance lease obligations of $53.9 million, repayments of our Receivable Financing Agreement of $44.7 million, Series A preferred stock dividends of $35.8 million, and a decrease in book overdrafts of $11.8 million and debt issuance and prepayment costs of $10.4. This was partially offset by proceeds from our Receivable Financing Agreement of $144.5 million.
Previous wording
Adjusted Free Cash Flow decreased $80.1 million to $65.2 million for the fiscal year ended September 30, 2025 from $145.3 million in the 2024 period. The decrease in Adjusted Free Cash Flow was due to an increase in net cash provided by operating activities offset by an increase in cash used for capital expenditures, each as described above.
Current wording
Adjusted Free Cash Flow decreased $67.4 million to an outflow of $2.2 million for the fiscal year ended September 30, 2026 from an inflow of $65.2 million in the 2025 period. The decrease in Adjusted Free Cash Flow was due to a decrease in net cash provided by operating activities partially offset by a decrease in cash used for capital expenditures and an increase in proceeds from sale of property and equipment, each as described above.
Previous wording
Net working capital is defined as current assets less current liabilities. Net working capital decreased $85.0 million, to $151.8 million, at September 30, 2025, from $236.8 million at September 30, 2024, primarily driven by decreases in cash and cash equivalents of $65.9 million, unbilled revenue of $24.7 million, accounts receivable of $22.1 million, other current assets of $1.1 million, and an increase in deferred revenue of $3.8 million. These were partially offset by a decrease in accrued expenses and other current liabilities of $25.5 million and accounts payable of $6.4 million.
Current wording
Net working capital is defined as current assets less current liabilities. Net working capital decreased $14.4 million, to $137.4 million, at September 30, 2026, from $151.8 million at September 30, 2025, primarily driven by decreases in cash and cash equivalents of $70.9 million, and accounts receivable of $4.0 million, and an increase in current portion of self insurance reserves of $10.3 million and current portion of long term debt of $7.4 million. These were partially offset by decreases in Accrued expenses and other current liabilities of $30.5 million, deferred revenue of $23.0 million, and accounts payable of $12.1 million, and increases in other current assets of $7.8 million and unbilled revenue of $5.8 million.
Previous wording
On August 31, 2023, the Company entered into Amendment No. 7 to the Credit Agreement (the “Seventh Credit Agreement Amendment”). The Seventh Credit Agreement Amendment (i) amends the definition of “Permitted Holders” to include Birch Equity Holdings, LP, a Delaware limited partnership, Birch-OR Equity Holdings, LLC, a Delaware limited liability company and One Rock Capital Partners, LLC and (ii) provides for a 1.00% prepayment premium for voluntary prepayments made in connection with repricing transactions or amendments made where the primary purpose of which is to decrease the effective yield.
Current wording
On August 28, 2023, the Company voluntarily repaid $450.0 million of the amount outstanding under the Company's Amendment Agreement. On August 31, 2023, the Company entered into Amendment No. 7 to the Credit Agreement (the “Seventh Credit Agreement Amendment”). The Seventh Credit Agreement Amendment (i) amends the definition of “Permitted Holders” to include Birch Equity Holdings, LP, a Delaware limited partnership, Birch-OR Equity Holdings, LLC, a Delaware limited liability company and One Rock Capital Partners, LLC and (ii) provides for a 1.00% prepayment premium for voluntary prepayments made in connection with repricing transactions or amendments made where the primary purpose of which is to decrease the effective yield.
Previous wording
On April 22, 2022, the Company entered into the Amendment Agreement, which amended the existing Credit Agreement to provide for: (i) a $1,200.0 million seven-year term loan (the “Series B Term Loan”) and (ii) a $300.0 million five-year revolving credit facility (the “Revolving Credit Facility”). The Series B Term Loan matures on April 22, 2029 and bears interest at a rate per annum of a secured overnight financing rate (“Term SOFR”), plus a margin of 3.25% or a base rate (“ABR”) plus a margin of 2.25%, subject to SOFR and ABR floors of 0.50% and 1.50%, respectively. The Company used the net proceeds from the Series B Term Loan to repay all amounts then outstanding under the Company’s Credit Agreement. As a result of the repayment of the amounts outstanding under the Company's Credit Agreement, the Company recorded a loss on debt extinguishment of $12.6 million due to accelerated amortization of deferred financing fees and original issue discount included in the Other expense (income) line of the Consolidated Statements of Operations for the year ended September 30, 2022. An original issue discount of $12.0 was incurred when the Series B Term Loan was issued and is being amortized using the effective interest method over the life of the debt, resulting in an effective yield of 3.42%.
Current wording
On June 17, 2026, the Company entered into Amendment No.11 to the Credit Agreement (the "Eleventh Credit Agreement Amendment"). Under the Eleventh Credit Agreement Amendment, the existing Series B Term Loans were amended to extend the maturity date through June 17, 2033 and to bear interest at a rate per annum based on Term SOFR, plus a margin of 2.00% or ABR plus a margin of 1.00%, subject to SOFR and ABR floors of 0.50% and 1.50%, respectively. As a result of the repayment of the amounts outstanding under the Company's Amended Credit Agreement, the Company recorded a loss on debt extinguishment of $10.0 million due to accelerated amortization of deferred financing fees and original issue discount included in the Other (expense) income line of the Consolidated Statements of Operations. An original issue discount of $2.0 million was incurred when the Company entered into the Eleventh Credit Agreement Amendment and is being amortized using the effective interest method over the life of the debt, resulting in an effective yield of 5.66%. The Eleventh Credit Agreement Amendment has required amortization debt repayments that are due in quarterly installments of 0.25% of the original principal balance of the Series B Term Loans of $738.0 million.
Previous wording
There were no debt repayments on the Series B Term Loan for the fiscal years ended September 30, 2025 and September 30, 2024.
Current wording
Debt repayments for the Series B Term Loan totaled $1.8 million for the fiscal year ended September 30, 2026. There were no debt repayments on the Series B Term Loan for the fiscal year ended September 30, 2025.
Previous wording
The Company has a five-year $300 million revolving credit facility that matures on April 22, 2027 and bears interest at a rate per annum of Term SOFR plus a margin ranging from 2.00% to 2.50%, or ABR plus a margin ranging from 1.00 to 1.50%, subject to SOFR and ABR floors of 0.00% and 1.00%, respectively, with the margin on the Revolving Credit Facility determined based on the Company’s first lien net leverage ratio. The Revolving Credit Facility replaced the previous $260.0 million revolving credit facility under the Credit Agreement. The Company had no outstanding balance under the Revolving Credit Facility as of September 30, 2025 and September 30, 2024. There were no borrowings or repayments under the facility during the years ended September 30, 2025 and September 2024. The Company had no letters of credits issued and outstanding as of September 30, 2025 and September 30, 2024.
Current wording
On May 4, 2026, the Company entered into Amendment No. 10 to the Credit Agreement (the "Tenth Credit Agreement Amendment"). The Tenth Credit Agreement Amendment amended certain terms of the Revolving Credit Facility. The Revolving Credit Facility matures on April 22, 2031 and bears interest at a rate per annum of Term SOFR plus a margin ranging from 1.75% to 2.25% or ABR plus a margin ranging from 0.75% to 1.25% subject to SOFR and ABR floors of 0.0% and 1.0%, respectively, with the margin on the Revolving Credit Facility determined based on the Company's first lien net leverage ratio. As a result of the repayment of the amounts outstanding under the Amended Credit Agreement, the Company recorded a loss on debt extinguishment of $0.1 million due to the acceleration of deferred financing fees included in the Other (expense) income line on the Consolidated Statements of Operations. The
Previous wording
On April 28, 2017, the Company, through a wholly-owned subsidiary, entered into a receivables financing agreement. On June 22, 2022, the Company entered into the Third Amendment to the Receivables Financing Agreement (the “Third Amendment”) which extended the term through June 22, 2025 and increased the borrowing capacity to $275.0 million. On August 31, 2023, the Company, entered into the Fourth Amendment to the Receivables Financing Agreement (the “Fourth Amendment”), which amends the definition of “Permitted Holders” to align with the definition of “Permitted Holders” under the Credit Agreement Amendment, as of the date of the closing of the Receivables Financing Amendment described above. On June 27, 2024, the Company, through a wholly-owned subsidiary, entered into the Fifth Amendment to the Receivables Financing Agreement (the "Fifth Amendment"), which increased the borrowing capacity to $325.0 million and extended the term through June 27, 2027. All amounts outstanding under the Receivables Financing Agreement are collateralized by substantially all of the accounts receivable and unbilled revenue of the Company. During the year ended September 30, 2025, the Company borrowed $14.5 million against the capacity and voluntarily repaid $29.1 million. During the year ended September 30, 2024, the Company borrowed $0.5 million against the capacity and voluntarily repaid $87.3 million.
Current wording
On April 28, 2017, the Company, through a wholly-owned subsidiary, entered into a receivables financing agreement. On June 22, 2022, the Company entered into the Third Amendment to the Receivables Financing Agreement (the “Third Amendment”) which extended the term through June 22, 2025 and increased the borrowing capacity to $275.0 million. On August 31, 2023, the Company, entered into the Fourth Amendment to the Receivables Financing Agreement (the “Fourth Amendment”), which amends the definition of “Permitted Holders” to align with the definition of “Permitted Holders” under the Credit Agreement Amendment, as of the date of the closing of the Receivables Financing Amendment described above. On June 27, 2024, the Company, through a wholly-owned subsidiary, entered into the Fifth Amendment to the Receivables Financing Agreement (the "Fifth Amendment"), which increased the borrowing capacity to $325.0 million and extended the term through June 27, 2027. On June 12, 2026, the Company entered into the Sixth Amendment to the Receivables Financing Agreement (the "Sixth Amendment"), which extended the term through June 12, 2029. All amounts outstanding under the Receivables Financing Agreement are collateralized by substantially all of the accounts receivable and unbilled revenue of the Company. During the year ended September 30, 2026, the Company borrowed $145.1 million against the capacity and voluntarily repaid $44.7 million. During the year ended September 30, 2025, the Company borrowed $14.5 million against the capacity and voluntarily repaid $29.1 million.
Previous wording
The interest rate on the amounts borrowed under the Receivables Financing Agreement is established for periods of up to six months at 140-170 bps over SOFR depending on the Company’s leverage ratio, and a commitment fee equal to 0.4% of the unused balance of the facility. The weighted average interest rate on the amounts borrowed under the Receivables Financing Agreement was 5.6% and 6.7% for the years ended September 30, 2025 and September 30, 2024, respectively.
Current wording
The interest rate on the amounts borrowed under the Receivables Financing Agreement is established for periods of up to six months at 120-150 bps over SOFR depending on the Company’s leverage ratio, and a commitment fee equal to 0.3% of the unused balance of the facility. The weighted average interest rate on the amounts borrowed under the Receivables Financing Agreement was 4.8% and 5.6% for the years ended September 30, 2026 and September 30, 2025, respectively.
Previous wording
The Company has operating and finance leases for branch and administrative offices, vehicles, certain machinery and equipment, and furniture. The Company’s leases have remaining lease terms of one month up to 9.4 years. See Note 12 "Leases". to our audited consolidated financial statements included in Part II. Item 8 of this Form 10-K for additional information, including the maturity schedule of future principal and interest payments associated with our finance and operating lease portfolios.
Current wording
The Company has operating and finance leases for branch and administrative offices, vehicles, certain machinery and equipment, and furniture. The Company’s leases have remaining lease terms of one month up to 7.4 years. See Note 12 "Leases". to our audited consolidated financial statements included in Part II. Item 8 of this Form 10-K for additional information, including the maturity schedule of future principal and interest payments associated with our finance and operating lease portfolios.
Previous wording
Purchase obligations include commitments for various products and services made in the normal course of business to meet operational requirements, including the procurement of capital assets. As of September 30, 2025 the Company had $45.6 million of operational purchase obligations, with $24.0 million payable within twelve months. These purchase obligation amounts represent only those items for which we are contractually obligated as of September 30, 2025.
Current wording
Purchase obligations include commitments for various products and services made in the normal course of business to meet operational requirements, including the procurement of capital assets. As of September 30, 2026 the Company had $34.1 million of operational purchase obligations, with $16.3 million payable within twelve months. These purchase obligation amounts represent only those items for which we are contractually obligated as of September 30, 2026.
Previous wording
Based on our most recent annual analysis as of July 1, 2025, the fair values for both of our reporting units exceeded the carrying values, and therefore no indicators of impairment existed for those reporting units; however, the fair value of the Maintenance reporting unit exceeded the carrying value by 15.4%. Since the Maintenance reporting unit fair value did not substantially exceed the carrying value we may be at risk for an impairment loss in the future if forecasted trends assumed in the fair value calculation are not realized. As of September 30, 2025, there was $1,797.7 million of goodwill recorded related to the Maintenance reporting unit. See Note 7 "Intangible Assets, Goodwill, Acquisitions, and Divestitures" to our audited consolidated financial statements included in Part II. Item 8 of this Form 10-K for additional information.
Current wording
Based on our most recent annual analysis as of July 1, 2026, the fair values for both of our reporting units exceeded the carrying values, and therefore no indicators of impairment existed for those reporting units; however, the fair value of the Maintenance reporting unit exceeded the carrying value by 7.1%. Since the Maintenance reporting unit fair value did not substantially exceed the carrying value we may be at risk for an impairment loss in the future if forecasted trends assumed in the fair value calculation are not realized. As of September 30, 2026, there was $1,797.7 million of goodwill recorded related to the Maintenance reporting unit. See Note 7 "Intangible Assets, Goodwill, Acquisitions, and Divestitures" to our audited consolidated financial statements included in Part II. Item 8 of this Form 10-K for additional information.
Rearranged current paragraphs (1)
Current report — wording carried from elsewhere
Company had no outstanding balance under the Revolving Credit Facility as of September 30, 2026 and September 30, 2025. There were no borrowings or repayments under the facility during the years ended September 30, 2026 and September 2025. The Company had no letters of credits issued and outstanding as of September 30, 2026 and September 30, 2025.
Rearranged previous paragraphs (3)
Previous report — wording carried elsewhere
Agreement of $29.1 million, repurchase of common stock and distributions of $24.2 million, and a decrease in book overdrafts of $12.1 million. This was partially offset by proceeds from our Receivable Financing Agreement of $14.5 million.
Previous report — wording carried elsewhere
On May 28, 2024, the Company entered into Amendment No. 8 to the Credit Agreement (the "Eighth Credit Agreement Amendment"). Under the Eighth Credit Agreement Amendment, the existing Series B Term Loans were amended to bear interest at a rate per annum based on Term SOFR, plus a margin of 2.50% or ABR plus a margin of 1.50%, subject to SOFR and ABR floors of 0.50% and 1.50%, respectively.
Previous report — wording carried elsewhere
On January 29, 2025, the Company entered into Amendment No. 9 to the Credit Agreement (the "Ninth Credit Agreement Amendment"). Under the Ninth Credit Agreement Amendment, the existing Series B Term Loans were amended to bear interest at a rate per annum based on Term SOFR, plus a margin of 2.00% or ABR plus a margin of 1.00%, subject to SOFR and ABR floors of 0.50% and 1.50%, respectively.