Terms

Series

10% Series A Cumulative Perpetual Preferred Stock

Liquidation Preference

$25.00

Coupon Rate

10%

Rate Type

Fixed

Annual Dividend

$2.50

Payment Frequency

Quarterly

Cumulative

Yes

Perpetual

Yes

Convertible

Yes

Callable

Yes

First Call Date

December 22, 2025

First Call Price

$25.00

Capital Stack Ranking

Junior To: All Existing And Future Indebtedness Of Alta Equipment Group Inc., All Indebtedness And Other Liabilities Of Subsidiaries, Any Future Preferred Equity Issued With Senior Ranking; Pari Passu With: Any Future Equity Securities Expressly Issued On A Parity With Series A Preferred Stock; Senior To: Common Stock, All Other Equity Securities Without Express Parity Or Senior Designation

Regulatory (Basel III) Call

No

Tax Classification

Qualified Dividend

Qualifies for QDI

Yes

Qualifies for DRD

Yes

Depositary Share Fraction

0.001

Shares Offered

1,190,000

Prospectus Summary

Alta Equipment Group Inc. is issuing 1,190,000 depositary shares, each representing a 1/1000th fractional interest in a share of its 10% Series A Cumulative Perpetual Preferred Stock, with a liquidation preference of $25.00 per depositary share. The fixed annual dividend is $2.50 per depositary share (10% of the $25 liquidation preference), paid quarterly in arrears on or about the last day of January, April, July, and October. The Series A is cumulative — meaning missed dividends accrue and must be paid in full before any distributions can be made to common stockholders, providing a meaningful (if not absolute) income protection mechanism. The preferred is perpetual with no mandatory redemption, and is callable at par on or after December 22, 2025. The Series A Preferred Stock sits above Alta's common stock in the capital stack but is subordinate to all existing and future indebtedness of the company and effectively junior to all liabilities of its operating subsidiaries — a classic holding-company structural subordination risk, since subsidiary assets must first satisfy subsidiary creditors before any value flows up to preferred holders. The preferred ranks pari passu with any future series issued at parity. There is no regulatory capital call provision, as Alta is an industrial equipment dealership, not a bank. In the event of a Delisting Event or Change of Control, the company has a special optional redemption right at par, and if it does not redeem, holders may elect to convert into common stock at up to 5.52486 shares per depositary share (the Share Cap), meaning holders bear meaningful downside risk if the stock trades below approximately $4.53. At the $25.00 offering price, the depositary shares yield exactly 10% annually ($0.625 per quarter). Dividends may qualify for the 15%/20% preferential qualified dividend income (QDI) rate for non-corporate holders and the dividends-received deduction (DRD) for corporate holders, provided Alta has sufficient current or accumulated earnings and profits — which is not guaranteed given its leveraged balance sheet and acquisition-driven growth model. Payment dates fall on or about the last day of January, April, July, and October. No explicit record date window is disclosed. If six or more quarterly dividends are missed (consecutive or not), holders gain the right to elect two directors to the board — the primary enforcement mechanism — though credit facility covenants may independently restrict dividend payments before that threshold is reached.

Summarized from the SEC prospectus filing.

Distribution History

Conversion Terms

Ranking vs. Other Preferreds

Dividend Stopper Provisions

Dividend Stopper Description

If dividends on the Series A Preferred Stock are in arrears, the issuer is generally restricted from paying dividends on or repurchasing common stock and other junior securities until all accumulated and unpaid preferred dividends have been paid.

Other Preferreds from Alta Equipment Group Inc

Div Score Breakdown

Reinvesty's multi-factor safety analysis for this preferred, composite score: 34 (Weak)