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Inside Carter Machinery’s evolving capital strategy — and TD’s role in enabling it


Heavy-equipment dealers have always operated in demanding, capital-intensive business environments, but the landscape has shifted sharply in recent years. The surge in AI-driven data center and power-generation projects, combined with steady construction activity across the Mid-Atlantic region, has spurred a pace of change and the need to scale capital structure to meet demand that few sectors have experienced. Carter Machinery works at the center of both forces and has strategically aligned its business to match with the support and guidance of TD.

Founded in 1928, Carter Machinery is headquartered in Virginia and employs 3,200 people, including almost 1,500 diesel technicians, across 36 locations in Virginia, Maryland, Delaware, the District of Columbia, and parts of West Virginia. The business spans two broad markets: power-generation on one side and the traditional Caterpillar construction market on the other, which now includes AI data centers. Each is growing, and each brings its own demands.

“Our objective is to catch the wave of what’s happening in the power-generation space driven by demand for AI, while continuing to grow in construction,” says Carter's Machinery CFO Chris Kozlowski. “At our core, we’re still a construction parts and service business, and we don’t want to forego any growth in those areas even while we opportunistically scale for demand and expansion in AI related power-generation.”

Balancing growth across construction and energy market opportunities

The scale of the company’s operations means significant ongoing investment in parts, equipment, engines, service infrastructure, and technician support. As Kozlowski puts it simply: “Heavy equipment has heavy capital requirements.”

That reality shapes what the company seeks from its banking relationships. “I need and value relationships like I have with TD. They understand our business, so we can start discussions at a higher level. A bank that understands what we do and what our customers do is key to our capital strategy,” he explains. “When we come to our banks with an opportunity or request, I don’t want to explain what our industry is doing.”

Why having TD on speed-dial matters

Responsiveness is equally essential. Carter Machinery’s customers operate on tight timelines, and its own operations often depend on quick decisions. That expectation extends to the institutions that support its capital structure. Kozlowski points to his day-to-day relationship with TD's team — led by Relationship Manager Sam Bayne who is backed by Managing Director Jim Kaspar — as a meaningful factor in how Carter navigates its growth.

“If I text or call Sam or Jim, they’re either answering or getting back to me within minutes,” he says. “Those touchpoints aren’t always about business. Sometimes it’s just, ‘I’m in the area and thinking about you.’ That matters. It also gives me the chance to raise things I’m thinking about where TD can help or give guidance on.”

Pivotal moments that shaped the TD relationship

In February of 2025, Carter entered into its first private placement. Although TD did not lead the transaction, its private placement team provided their knowledge and expertise in the private placement market, helping Carter work through several conflicting viewpoints offered by different institutions.

“We were new to the private placement market, Kozlowski says. “It was helpful to go to TD’s team and say, ‘Here’s what we’re hearing. What’s your view?’ They were objective, without direct economic interest, and they helped us understand both sides. That guidance was a real value-add.”

Carter Machinery also benefits from TD’s dedicated heavy equipment credit management team, which brings experience from across the North American dealer network. “It’s Sam and Jim, plus their extended TD team,” Kozlowski says. “If they don’t know the answer, they can get it quickly from other colleagues with construction and heavy machinery know-how. And I can call them, too. It’s a full bench, and that’s how we serve our customers, too.”

As the September 2025 deadline of the senior credit facility increase, amendment, and extension approached, early proactive discussions and meetings with TD's syndications director, in coordination with the credit team, allowed for the optimization of credit structure and pricing for Carter, while ensuring terms that were marketable to the broader banking group. 

Carter began the process by speaking with its bank group, and TD’s response stood out. “Well, before anyone came in, TD said, ‘We’re in, here’s what we’d like to do,’” Kozlowski recalls. “It demonstrated they understood our business and showed strong support with an approved credit commitment from TD indicating we were on the same team. That accelerated our relationship.”

Keeping pace with a fast-changing business

The past several years have brought sweeping changes to the company’s operations. Technician capacity, parts processes, technology, and machine data all play a larger role in the company’s day-to-day work. Its markets have expanded and accelerated. Customer expectations have grown. And integrating a dealership during the early 2020s added another layer of complexity.

“From the outside, a CAT dealer might look like someone who simply sells yellow iron,” Kozlowski says. “But it’s much more complex than that. We’re technology leaders. We’re site-solutions leaders. We’re problem-solvers. In all these areas and more, our customers depend on us from start to finish.”

Carter Machinery’s capital structure has evolved several times since 2020, and the company anticipates further adjustments as market conditions continue to shift. Those demands make the pace and consistency of TD’s involvement especially important.

“Our business has changed remarkably since 2020,” he says. “We’ve had to change our strategies, our capital structure, and our capital requirements multiple times. TD’s ability to be flexible, quick, and nimble while providing meaningful capital and guidance is a differentiator.”

Looking ahead, Kozlowski expects that pattern to continue. “The flexibility and ability to act quickly are what will matter most in the coming years,” he says. “TD understands what we do and continues to be a sounding board and provide trusted guidance for us. Our relationship with TD has been extremely valuable to our success to date and it will be in the future.”

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