United Site Services: Chapter 11 Prepack Converts $2.4B Debt

United Site Services, Inc.—the nation's largest provider of portable sanitation and site services—filed for chapter 11 on December 29, 2025 in the U.S. Bankruptcy Court for the District of New Jersey. The filing came with a prepackaged restructuring support agreement backed by more than 75% of eligible creditors and a plan to reduce net debt by about $2.4 billion, provide roughly $1.1 billion of new capital, and pay vendors, landlords, and general unsecured creditors in full. Bloomberg reported that the company had about $2.8 billion in funded debt entering the case.

The Westborough, Massachusetts-based company has been owned by Platinum Equity since August 2017. Under that ownership, USS completed approximately 45 add-on acquisitions, expanded from 80+ locations to 140+ locations, and reports 75,000+ customers and 300,000+ inventory items including 200,000+ portable restrooms.

Prepackaged Restructuring and Capital Plan

RSA structure and ownership transfer. The company entered chapter 11 with an RSA supported by more than 75% of eligible creditors. The RSA calls for a debt-for-equity conversion of second-out term loans that reduces net debt by about $2.4 billion and transfers ownership to senior lenders, while keeping trade creditors paid in full as described in the company’s restructuring announcement. Bloomberg reported that the plan would hand the company to senior lenders as part of the deleveraging transaction.

Prepack mechanics. In a prepackaged bankruptcy, the debtor negotiates and secures creditor approval of a plan before filing the petition, which can shorten time in court and reduce administrative costs. USS’s restructuring announcement emphasizes that the RSA was executed prepetition, signaling a plan process designed to move on an expedited timeline rather than a prolonged, contested case.

Expedited path indicators. The early docket reflects a prepack cadence: a plan supplement was filed on January 23, 2026, and the court calendared early hearings on fee procedures, ordinary‑course professional controls, and the rights‑offering backstop in early February. Those procedural steps are consistent with an accelerated confirmation path, though the final schedule depends on court availability and any unresolved stakeholder objections.

Claims treatment snapshot. The public restructuring announcement describes how core stakeholder groups are treated under the RSA, with trade creditors paid in full and equity transferred to lenders through a debt-for-equity conversion.

DIP financing. USS secured $120 million in DIP financing from Ad Hoc Lender Group members to fund operations through the prepackaged process. The DIP is designed to keep service delivery stable while the plan moves toward confirmation.

Exit financing package. The RSA contemplates approximately $1.1 billion of new capital. The announced components sum to $1.075 billion, and the company described the package as a $1.1 billion commitment.

Liquidity mix. The financing package combines new equity capital with term debt and asset‑based revolving facilities, providing both a permanent capital base and working‑capital liquidity for a business that must fund route operations, equipment maintenance, and seasonal demand swings. The mix is intended to support post‑emergence operations without relying solely on interim financing in the near term.

Rights offering structure. Court filings describe the rights offering as covering 70% of the new common shares to be issued under the plan, with backstop parties purchasing 30% directly and backstopping any unsubscribed portion of the 70%. The motion also describes escrow funding two business days before closing and permits commitment parties with DIP or first‑out claims to use those claims to satisfy funding obligations.

Rights offering context. Rights offerings allow creditors to purchase equity in the reorganized company; academic research has found they were used in 87% of large bankruptcy cases in 2019 and were associated with higher recoveries in that sample, including roughly 40% higher total recoveries in the study cited. The same research links rights‑offering‑financed reorganizations to stronger post‑emergence equity performance, suggesting why this tool is a common feature of lender‑backed prepacks. The $480 million rights offering is the largest piece of USS’s new capital package.

Backstop motion (filed January 20, 2026). Court filings describe a backstop commitment agreement for the rights offering that includes (i) an 8% premium payable in new common shares at the subscription price and (ii) a $53 million cash premium if the agreement is terminated other than for a backstop party’s material breach. The motion also describes escrow funding mechanics and the ability for commitment parties to fund using DIP or first-out claims, and it sets a hearing for February 10, 2026.

DIP structures in prepackaged cases. Industry commentary notes that DIP facilities in prepackaged or prearranged cases sometimes include conversion features into exit financing and may incorporate roll‑up mechanics or equity‑like economics, reflecting the shorter timeline and higher lender leverage in a prepack. These trends are not specific to USS but provide context for how lender‑backed prepacks are often financed. For background, see the Global Restructuring Review discussion of DIP trends.

Capital Structure and Stakeholder Treatment

Leverage at filing. Bloomberg reported about $2.8 billion in funded debt at the petition date. Public reporting on the filing also indicated estimated assets and liabilities each in the $1–10 billion range, underscoring the size of the balance sheet relative to the company’s operating footprint.

Why the debt‑for‑equity conversion matters. The RSA’s debt‑for‑equity conversion targets the second‑out term loan tranche, which sits below first‑out or senior claims. By converting that layer into equity, the plan removes a substantial fixed‑charge burden while allowing senior lenders to take control of the reorganized capital structure.

Scale of the new capital raise. The $1.1 billion new‑capital package (rights offering plus exit facilities) is sizable but smaller than the reported funded debt at filing, underscoring that equitization—not new borrowing—is the primary lever for balance‑sheet repair.

Trade creditors paid in full. The restructuring announcement provides that vendors, landlords, and general unsecured creditors will be paid in full. For a company whose services rely on rapid deployment, maintenance, and frequent site servicing, a full trade recovery can be the difference between uninterrupted service and vendor disruption during the case.

Operational continuity focus. Portable sanitation and site‑services operators rely on landlords for local depots, vendors for consumables, and third‑party disposal services to keep equipment in service. By committing to full payment for trade and lease counterparties, the plan emphasizes continuity of route operations and customer service during the restructuring window. For a national platform with 140+ locations, preserving site access and supplier continuity can be as operationally important as the balance‑sheet restructuring itself.

Case Administration and Early Motions

Joint administration. The filing covers United Site Services, Inc. and 21 affiliated entities, including operating and holding-company subsidiaries such as United Site Services of Maryland, Northeast Sanitation, and Vortex Opco, as described in public reporting on the multi-debtor filing. The 22 debtors are jointly administered under the lead case.

Mediation order. Court filings show that the court entered a mediation order on January 12, 2026 appointing Hon. Robert D. Drain (Ret.) to mediate disputes tied to the 2024 recapitalization and the prepackaged plan. The order required an initial mediation session by January 23, 2026 and provides that mediation communications remain confidential.

Mediation scope and confidentiality. The mediation order describes the subject matter as disputes tied to the 2024 recapitalization and the plan structure and specifies that mediation communications are confidential, with no transcript or record unless all parties agree. That structure is designed to create room for negotiated resolution without prejudicing litigation positions.

Fee and ordinary-course professional procedures. Court filings describe motions filed January 13, 2026 that would set monthly fee statement deadlines (the 25th of the following month), permit interim payments of 80% of fees and 100% of expenses after a 14‑day objection period, and require interim fee applications every four months. The ordinary-course professional (OCP) motion proposes a 30‑day disclosure and questionnaire window, a 14‑day objection period, and a rolling three‑month fee cap per OCP, with quarterly reporting requirements.

Why the fee procedures matter. The compensation motion is designed to keep professional fees current while preserving oversight: the first fee statement would cover the petition date through January 31, 2026 and be due February 25, 2026, with a 20% fee holdback that is only released after interim fee applications. The motion also allows objections based on failure to file operating reports or to remain current on U.S. Trustee fees, creating compliance incentives during the early case window.

OCP controls and disclosure. The OCP motion limits routine professional spend by requiring disclosures and questionnaires within 30 days of engagement, a 14‑day objection period, and a rolling three‑month fee cap. Court filings also call for quarterly OCP payment reports and a final statement before the last fee‑application deadline, which helps monitor non‑bankruptcy service providers such as tax, audit, and operational advisors.

Retention updates. Retention applications for Milbank (lead counsel), Cole Schotz (local counsel), Alvarez & Marsal (financial advisor), PJT Partners (investment banker), Verita Global (claims agent), and PwC (audit and tax) were filed January 6, 2026. Court filings indicate that retention orders for Milbank, Cole Schotz, and PJT were entered on January 23, 2026 after earlier orders were entered and vacated on January 21, and that Alvarez & Marsal filed a supplemental declaration on January 27, 2026.

Near‑term hearings. The court set hearings for early February 2026 on the compensation and OCP procedures, followed by the February 10, 2026 hearing on the rights‑offering backstop motion. These hearings are early gating items for the professional‑fee regime and the equity financing mechanics embedded in the plan.

Professional advisors. Industry coverage identified the core advisor teams on both sides of the RSA negotiations, with Milbank, PJT Partners, Alvarez & Marsal, and FTI Consulting advising the debtors, and Akin Gump and Centerview Partners advising the Ad Hoc Lender Group.

Recent case timeline. The docket shows a steady cadence of plan‑related filings and procedural motions in the first month of the case.

Business Scale and Operating Footprint

Service lines. USS provides portable sanitation equipment and temporary site services for construction projects, events, and disaster response, including porta potty rentals, restroom trailers, holding tanks, temporary fencing, roll‑off dumpsters, portable sinks, and hand sanitizer stations.

Multi‑service platform. The breadth of services allows customers to coordinate sanitation, fencing, and waste needs through a single provider, which can simplify procurement for large construction projects or multi‑site events that require consistent service standards across regions.

Scale and customers. The company reports 140+ locations, 75,000+ current customers, and 300,000+ inventory items including more than 200,000 portable restrooms. It also reports 20+ million services annually, reflecting recurring maintenance and rotation cycles rather than one‑time rentals.

Headquarters and footprint. The company lists its headquarters at 118 Flanders Road in Westborough, Massachusetts, while operating a national network of service locations that enables multi‑site coverage for customers with geographically dispersed projects.

Service intensity and route density. The 20+ million annual services figure implies a high‑frequency maintenance model in which equipment is cleaned, restocked, and repositioned on a recurring schedule. For a provider serving construction and event sites, route density and service cadence shape how labor, trucks, and fuel are deployed across a large geographic footprint.

Fleet scale at acquisition. When Platinum Equity acquired USS in 2017, it described the business as having the largest fleet of portable sanitation equipment in the country and a national network of 80+ locations. That baseline underscores how much of the platform’s scale was built through subsequent acquisitions and organic expansion.

Markets served. USS serves infrastructure and construction customers, commercial and industrial sites, residential construction, special events, government and military projects, disaster relief, and agricultural customers that require temporary sanitation or fencing support, as described in the company’s portfolio profile.

Debtor Structure and Subsidiaries

Multi‑entity filing. The chapter 11 case includes United Site Services, Inc. and 21 affiliated entities. Public reporting on the filing lists a mix of holding‑company entities and operating subsidiaries, including PECF USS Intermediate Holding II Corporation, PECF USS Intermediate Holding III Corporation, United Site National Services Company, United Site Services of Maryland, Northeast Sanitation, and Vortex Opco.

Why joint administration matters. Joint administration allows a single lead case to coordinate notices, hearings, and filings across the debtor group while preserving separate legal estates for claim and recovery purposes. For trade creditors and contract counterparties, this structure clarifies where claims should be filed and which entity owns a specific contract or equipment pool.

Platinum Equity Ownership and Acquisition Strategy

Acquisition and expansion. Platinum Equity completed its acquisition of USS from Calera Capital in August 2017, when USS operated more than 80 locations. Under Platinum, USS completed approximately 45 add-on acquisitions and expanded to 140+ locations. A 2021 continuation fund with Fortress Investment and Landmark Partners extended the ownership period, with Platinum reporting that revenue doubled and EBITDA tripled from 2017 to 2021 and that 36 add‑on acquisitions were completed over that span.

Sponsor profile. Platinum Equity was founded in 1995 and reports more than $25 billion of assets under management with a portfolio of roughly 50 operating companies. The USS case is therefore a large sponsor‑backed restructuring in which the capital structure is being turned over to lenders rather than sold to a new sponsor.

Leadership changes. Bobby Creason was appointed CEO in October 2024 after serving as Chief Administrative Officer since 2023. His background includes equipment rental and construction‑services roles, aligning with USS’s customer base.

Corporate history timeline. Public sources trace USS’s growth from a regional operator to a national platform.

Industry Context: Portable Sanitation and Temporary Fencing

U.S. market size. IBISWorld estimates the U.S. portable toilet rental market at about $3.3 billion in 2025, with revenue growth of roughly 5.1% over the prior five years. Construction activity remains the primary driver, accounting for roughly half of industry revenue.

Demand drivers. Market research points to construction activity, outdoor events, and public‑infrastructure projects as recurring sources of demand for portable sanitation services. Grand View Research highlights construction and events as primary end‑use segments, while Straits Research projects construction to remain the dominant application segment.

Global market ranges. Market research estimates vary, but two widely cited sources place the 2024 global portable toilet market between about $19.2 billion and about $21.67 billion, with forecasts reaching the mid‑$30 billions by the early 2030s. Differences in methodology and coverage (equipment vs. services) contribute to the range.

Near‑term projections. Fortune Business Insights projects the global market to reach about $20.58 billion in 2025, while Straits Research estimates roughly $22.99 billion in 2025. The gap reflects differences in scope (equipment vs. rental services) and the inclusion of adjacent segments, but both sources point to steady growth.

Construction share. Straits Research estimates that construction applications account for about 55.4% of portable toilet rental revenue, a figure that reinforces why construction cycles and public‑infrastructure spending are central demand drivers for the sector.

Competitive landscape. Fortune Business Insights lists United Site Services among the prominent industry players alongside equipment manufacturers such as PolyJohn and Satellite Industries, indicating a market where national service providers operate alongside manufacturers and regional rental operators.

Temporary fencing. Future Market Insights estimates U.S. temporary fencing demand at about $1.4 billion in 2025 with growth to roughly $1.9 billion by 2035. Temporary fencing revenue is tied to construction activity and event demand, which aligns with USS’s core customer segments.

Technology and service integration. Industry commentary highlights increased use of digital tracking for fence inventory and integration with site security systems, trends that favor providers with scale and multi‑service offerings. The same discussion points to demand for fencing that integrates with CCTV, access control, and intrusion detection, as well as materials innovations like recycled steel and low‑maintenance coatings. USS’s combination of sanitation, fencing, and site services positions it to bundle these needs for large customers.

Frequently Asked Questions

When did United Site Services file for chapter 11, and what makes it a prepackaged case?

United Site Services filed for chapter 11 on December 29, 2025 with an RSA supported by more than 75% of eligible creditors. In a prepackaged bankruptcy, the debtor negotiates and secures creditor approval of a plan before filing, which typically shortens the time in chapter 11.

How much debt is being addressed, and how is it being reduced?

Bloomberg reported about $2.8 billion in funded debt at filing. The RSA calls for roughly $2.4 billion of net debt reduction through the equitization of second‑out term loans, with senior lenders taking equity in the reorganized company.

What is the DIP financing?

USS secured $120 million in debtor‑in‑possession financing from Ad Hoc Lender Group members to fund operations through the restructuring process.

What is the exit financing package?

The RSA contemplates approximately $1.1 billion of new capital, including a $480 million equity rights offering, a $300 million exit term loan, a $195 million ABL facility, and a $100 million revolving credit facility.

What happens to Platinum Equity’s ownership?

Platinum Equity’s equity is expected to be diluted or eliminated as senior lenders convert second‑out term loans to equity in the reorganized company. Platinum acquired USS in 2017 and expanded the platform through acquisitions before the prepackaged filing.

How large is the operating platform?

USS reports 140+ locations, 75,000+ current customers, and 300,000+ inventory items including more than 200,000 portable restrooms, with 20+ million services performed annually. The company’s services include portable sanitation, temporary fencing, roll‑off dumpsters, and site equipment.

What is the rights offering and backstop?

The plan includes a $480 million rights offering committed by existing financial stakeholders. Court filings describe a backstop agreement with an 8% equity premium and a $53 million cash premium payable if the agreement is terminated other than for a backstop party’s material breach.

What is the current case status?

Since the December 29, 2025 filing, court filings show a mediation order entered January 12, 2026, compensation and OCP procedure motions filed January 13, 2026, and a backstop commitment motion filed January 20, 2026 with a hearing set for February 10, 2026. A plan supplement was filed January 23, 2026, and retention orders for lead counsel, local counsel, and the investment banker were entered January 23, 2026 after earlier orders were vacated on January 21, 2026. A supplemental declaration supporting the Alvarez & Marsal retention application was filed January 27, 2026.

Who is the claims agent for United Site Services?

Verita Global (Kurtzman Carson Consultants) serves as the claims and noticing agent. The firm maintains the official claims register and distributes case notifications to creditors and parties in interest.

For more bankruptcy case analyses and restructuring insights, visit the ElevenFlo blog.