Mammoth Energy signs up to $58M aircraft loan agreement
Cobra’s debt-service test and Mammoth’s stand-alone liquidity minimum begin December 31, 2026.
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Form Type
8-K
Rhea-AI Filing Summary
Mammoth Energy Services, Inc. (TUSK), through aviation subsidiaries Cobra Aviation Services LLC and Leopard Aviation LLC, entered into a Bank7 loan agreement providing for up to $58.0 million of senior secured term loan commitments to finance or reimburse additional aircraft acquisitions. The facilities comprise $25.0 million Term Loan A and $33.0 million Term Loan B; no amounts were advanced at closing. Mammoth expects to use proceeds to fund additional aviation asset acquisitions.
Term Loan B was unavailable at closing and may become available only upon additional conditions, including Bank7’s sale of a participation interest in the loans of at least $10.0 million on terms acceptable to Bank7 and full advancement of Term Loan A. Borrowings bear a variable annual rate equal to the greater of 6.25% and the Wall Street Journal prime rate plus 0.50%; monthly principal and interest payments begin in January 2027 based on a 48-month amortization period, and the loans mature on October 26, 2030. Mammoth guarantees the borrowers’ joint and several obligations, secured by substantially all borrower assets. Beginning December 31, 2026, Cobra must maintain a debt service coverage ratio of at least 1.25 to 1.00, and Mammoth, on a stand-alone basis, must maintain at least $25.0 million of unencumbered liquid assets as of each fiscal quarter-end.
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8-K Event Classification
4 items: 1.01, 2.03, 7.01, 9.01
4 items
Item 1.01
Entry into a Material Definitive Agreement
Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 2.03
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement
Financial
The company incurred a new significant debt or off-balance-sheet obligation.
Item 7.01
Regulation FD Disclosure
Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Key Figures
Term loan commitments: Up to $58.0 million
Term Loan A: $25.0 million
Term Loan B: $33.0 million
+5 more
8 metrics
Term loan commitments
Up to $58.0 million
Senior secured commitments for additional aircraft acquisitions
Term Loan A
$25.0 million
Facility component
Term Loan B
$33.0 million
Facility component, subject to additional conditions
Variable annual interest rate floor
6.25%
Rate is the greater of 6.25% and the Wall Street Journal prime rate plus 0.50%
Bank7 participation condition
At least $10.0 million
Participation interest in the loans is one condition for Term Loan B availability
Amortization period
48 months
Monthly principal and interest payments begin in January 2027
Debt service coverage ratio
At least 1.25 to 1.00
Cobra covenant beginning December 31, 2026
Unencumbered liquid assets
At least $25.0 million
Mammoth, on a stand-alone basis, as of each fiscal quarter-end beginning December 31, 2026
Key Terms
senior secured term loan commitments, debt service coverage ratio, unencumbered liquid assets, joint and several
4 terms
senior secured term loan commitments financial
"up to $58.0 million of senior secured term loan commitments"
debt service coverage ratio financial
"maintain a debt service coverage ratio of at least 1.25 to 1.00"
Debt service coverage ratio measures how many times a company's available cash flow can pay its scheduled debt payments (interest plus principal). Think of it like checking how many months of take-home pay it would take to cover your mortgage and loan bills; a higher number means a bigger cushion against missed payments. Investors use it to gauge credit risk, the likelihood of default, and whether a company can afford dividends or new borrowing.
unencumbered liquid assets financial
"maintain at least $25.0 million of unencumbered liquid assets"
joint and several financial
"the borrowers’ joint and several obligations"
A legal rule where two or more parties share responsibility for the same obligation so each party can be held for the entire debt or duty as well as for their share. For investors, this means one partner or guarantor can be pursued for the full amount if others can’t pay, like a group of friends who jointly cosign a loan where the lender can seek repayment from any one of them.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
How much is Mammoth Energy Services’ (TUSK) aviation loan facility?
The agreement provides for up to $58.0 million in commitments: $25.0 million under Term Loan A and $33.0 million under Term Loan B. No amounts were advanced at closing.
What are the interest and repayment terms of Mammoth’s TUSK aviation loans?
The rate is the greater of 6.25% and the Wall Street Journal prime rate plus 0.50%. Accrued interest on outstanding borrowings is payable in November and December 2026; monthly principal and interest payments begin in January 2027 on a 48-month amortization period, and the loans mature on October 26, 2030.
When can Mammoth draw its TUSK aviation loan facilities?
Each facility may be drawn during the 60-day period following closing. Term Loan B advances are subject to additional conditions, including Bank7’s sale of a participation interest in the loans and full advancement of Term Loan A.
AI-generated analysis. How Rhea-AI works. Not financial advice.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
CURRENT REPORT
| PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | ||
Date of Report (Date of earliest event reported): October 26, 2026
(Exact name of registrant as specified in its charter)
(Commission File No.)
| (State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) | |||||||||||||
| (Address of principal executive offices) | (Registrant’s telephone number, including area code) | (Zip Code) | ||||||||||||
______________________________
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| Securities registered pursuant to Section 12(b) of The Act: | ||||||||
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§232.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging Growth Company ¨
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(s) of the Exchange Act. ¨
Item 1.01. Entry into a Material Definitive Agreement.
On October 28, 2026, Cobra Aviation Services LLC (“Cobra”) and Leopard Aviation LLC (“Leopard” and, together with Cobra, the “Borrowers”), aviation subsidiaries of Mammoth Energy Services, Inc. (“Mammoth”), entered into a Loan and Security Agreement (the “Loan Agreement”) dated October 26, 2026, with Bank7, as lender. The Loan Agreement provides for senior secured term loan commitments of up to $58.0 million, consisting of a $25.0 million Term Loan A facility and a $33.0 million Term Loan B facility, to finance or reimburse acquisitions of additional aircraft. No amounts were advanced at closing, and amounts subsequently repaid may not be reborrowed.
Term Loan B was not available at closing and may become available only upon satisfaction of additional conditions, including Bank7’s sale of a participation interest in the loans of at least $10.0 million on terms acceptable to Bank7 and the full advancement of Term Loan A.
Borrowings bear interest at a variable annual rate equal to the greater of 6.25% and the prime rate published in The Wall Street Journal plus 0.50%. Accrued interest on outstanding borrowings is payable in November and December 2026, with monthly principal and interest payments beginning in January 2027 based on a 48-month amortization period. The term loans mature on October 26, 2030 and may be prepaid without premium or penalty.
The Borrowers’ obligations are joint and several, guaranteed by Mammoth and secured by substantially all assets of the Borrowers. Proceeds from sales of collateral and specified insurance, condemnation and casualty events generally must be used to prepay the obligations, subject to certain rights to acquire replacement collateral with Bank7’s approval.
The Loan Agreement contains customary affirmative and negative covenants and events of default. Beginning December 31, 2026, Cobra must maintain a debt service coverage ratio of at least 1.25 to 1.00, and Mammoth, on a stand-alone basis, must maintain at least $25.0 million of unencumbered liquid assets as of the end of each fiscal quarter. Upon an event of default, Bank7 may terminate further advances, accelerate the obligations and exercise remedies against the collateral.
The foregoing description of the Loan Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Loan Agreement, which is expected to be filed as an exhibit to Mammoth’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2026.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information set forth in Item 1.01 above is incorporated herein by reference, as applicable.
Item 7.01 Regulation FD Disclosure.
On October 30, 2026, the Company issued a press release announcing a $58 million aviation term loan facility with Bank7, which press release is attached hereto as Exhibit 99.1.
The information in this Item 7.01 shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and will not be incorporated by reference into any registration statement filed under the Securities Act of 1933, as amended, unless specifically identified as being incorporated by reference in the registration statement.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit Number | Description | ||||
99.1 | Press Release, dated October 30, 2026, entitled "Mammoth Energy Services, Inc. Announces $58 Million Aviation Term Loan Facility with Bank7" | ||||
| 104 | Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document. | ||||
Signature
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| MAMMOTH ENERGY SERVICES, INC. | |||||||||||||||||
| Date: | October 30, 2026 | By: | /s/ Mark Layton | ||||||||||||||
| Mark Layton | |||||||||||||||||
| Chief Financial Officer and Secretary | |||||||||||||||||
1 News Release Mammoth Energy Services, Inc. Announces $58 Million Aviation Term Loan Facility with Bank7 Asset-backed financing to support continued growth of the Company’s aviation leasing platform OKLAHOMA CITY – October 30, 2026 – Mammoth Energy Services, Inc. (“Mammoth” or the “Company”) (NASDAQ: TUSK) today announced that, on October 28, 2026, its aviation subsidiaries, Cobra Aviation Services LLC and Leopard Aviation LLC, entered into a loan and security agreement with Bank7 providing for up to $58 million of senior secured term loans. The Company expects to use proceeds from the facility to fund the acquisition of additional aviation assets. The facility consists of a $25 million Term Loan A and a $33 million Term Loan B, each of which may be drawn during the 60-day period following closing. Advances under Term Loan B are subject to certain conditions. The loans bear interest at a floating rate, amortize monthly beginning in January 2027 and mature in October 2030. The facility is secured by the borrowers’ aviation assets and is guaranteed by Mammoth. No amounts were drawn at closing. Mark Layton, Mammoth’s Chief Financial Officer, stated, “This facility is an important step for our aviation platform. As of September 30, the total cost of our aviation portfolio was approximately $134.9 million, which had been funded without debt. Our aviation assets are well suited to asset-backed financing. This facility allows us to add prudent leverage and fund the next phase of fleet growth while preserving liquidity. We appreciate Bank7’s support.” About Mammoth Energy Services, Inc. Mammoth Energy Services, Inc. (NASDAQ: TUSK) is a growth-oriented company centered on an expanding aviation leasing platform. Through its rental services segment, Mammoth leases and sells aviation assets and rents heavy equipment used in construction and energy operations. The Company also provides fiber optic services to utility customers; natural sand proppant for hydraulic fracturing; workforce accommodations for projects in remote locations; and directional drilling services. For more information, please visit www.mammothenergy.com. ### Contacts: Mark Layton, CFO Mohammed Topiwala Mammoth Energy Services, Inc. Vizara Advisors - Investor Relations investors@mammothenergy.com TUSK@vizaraadvisors.com Exhibit 99.1
2 Forward-Looking Statements and Cautionary Statements All statements, other than statements of historical facts that address activities, events or developments that Mammoth expects, believes or anticipates will or may occur in the future are forward-looking statements. Forward-looking statements may be identified by words such as “may,” “will,” “could,” “should,” “expect,” “anticipate,” “plan,” “intend,” “believe,” “estimate,” “project,” “forecast,” “target,” “continue,” “potential,” or similar expressions, and the negative thereof. Without limiting the generality of the foregoing, forward-looking statements contained in this news release specifically include statements, estimates and projections regarding the Company’s expectations, plans, objectives, strategies, business outlook, future financial position, liquidity and capital resources, operations, performance, acquisitions, returns, capital expenditure budgets, plans for stock repurchases under its stock repurchase program, business trends, costs and other guidance regarding future developments. Forward-looking statements are not assurances of future performance. Forward-looking statements include, without limitation, statements regarding the expected use of proceeds of the term loans, the availability and timing of advances under the facility, and the Company's plans to acquire additional aviation assets and grow its aviation leasing platform. These forward-looking statements are based on management’s current expectations and beliefs, forecasts for the Company’s existing operations, experience and perception of historical trends, current conditions, anticipated future developments and their effect on Mammoth, and other factors believed to be appropriate. Although management believes that the expectations and assumptions reflected in these forward- looking statements are reasonable as and when made, no assurance can be given that these assumptions are accurate or that any of these expectations will be achieved (in full or at all). Forward-looking statements are subject to risks and uncertainties, many of which are beyond our control. As a result, actual outcomes and results may differ materially from those expressed or implied by these forward-looking statements. Factors that could cause actual results to differ materially from those expressed or implied by these forward-looking statements include, among others: • our ability to comply with the financial covenants and other terms of the loan and security agreement; • changes in interest rates and their impact on our cost of capital; • the impact of the divestiture of our subsidiaries 5 Star Electric, LLC, Higher Power Electrical, LLC, Python Equipment LLC and Aquawolf LLC, and the equipment previously used in our hydraulic fracturing business; • general economic, financial and industry conditions, including inflation, commodity price volatility and fluctuations in customer spending and capital expenditure activity; • conditions in the energy, infrastructure, aviation, rental equipment and natural sand proppant markets that affect demand for our services and products; • fluctuations in the value of our marketable securities portfolio and the impact of unrealized gains and losses on our reported financial results; • our ability to execute our business strategy, successfully integrate acquired businesses, realize anticipated acquisition benefits, grow existing operations and identify additional growth opportunities; • our ability to successfully deploy capital into aviation assets, achieve expected utilization levels and realize anticipated returns on aviation-related investments; • the availability and cost of labor, equipment, materials, replacement parts and other operational resources; • customer concentration, customer payment risks and our ability to collect outstanding receivables, including the timing and collectability of amounts owed by the Puerto Rico Electric Power Authority (“PREPA”); • the adequacy of our capital resources and liquidity; • governmental actions, regulations, permitting requirements, trade policies, tariffs and other legal or regulatory developments; • litigation, claims, investigations and other contingent liabilities; • weather events, natural disasters, acts of war, terrorism, civil unrest, cybersecurity incidents and other events beyond our control; and • the other risks and uncertainties described under Part I, Item 1A, “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2025, filed with the SEC on March 6, 2026, as updated by Part II, Item 1A, “Risk Factors” in our subsequent Quarterly Reports on Form 10-Q, and in our Current Reports on Form 8-K and other filings we make with the SEC, which are available on the SEC’s website at www.sec.gov and on Mammoth’s website at www.ir.mammothenergy.com. The forward-looking statements contained in this news release speak only as of the date of this news release or, if earlier, as of the date they were made, and are based on information available to us as of that date. Except as required by applicable law, we undertake no obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, and readers are cautioned not to place undue reliance on these forward-looking statements.