United Rentals, Inc. (NYSE: URI) (“United Rentals”) announced
today that it has withdrawn and refiled its Premerger Notification
and Report Form under the Hart-Scott-Rodino Antitrust Improvements
Act of 1976, as amended (the “HSR Act”), in connection with United
Rentals’ pending acquisition of H&E Equipment Services, Inc.
(NASDAQ: HEES) (“H&E”). As previously announced on January 28,
2025, United Rentals, through its wholly owned subsidiary UR Merger
Sub VII Corporation, a Delaware corporation (“Merger Sub”),
commenced a cash tender offer to purchase all outstanding shares of
common stock of H&E (the “Shares”), for $92.00 per Share, net
to the holder thereof in cash, without interest, less any
applicable withholding of taxes and subject to the terms and
conditions set forth in the offer to purchase, dated January 28,
2025 (as amended, the “Offer to Purchase”).
United Rentals has elected to withdraw and refile its Premerger
Notification and Report Form, which was initially filed on January
16, 2025, to provide the FTC with additional time for review, given
the abbreviated 15-day review period associated with cash tender
offers. Upon such refiling, the 15-day waiting period under the HSR
Act restarted, with the new waiting period expiring at 11:59 P.M.,
Eastern Time, on February 18, 2025.
The Go-Shop Period (as defined in the Offer to Purchase) remains
unchanged and is scheduled to end on February 17, 2025. The
Expiration Date (as defined in the Offer to Purchase) remains
unchanged and is scheduled to end on February 25, 2025.
About United Rentals
United Rentals, Inc. is the largest equipment rental company in
the world. The company has an integrated network of 1,591 rental
locations in North America, 39 in Europe, 37 in Australia and 19 in
New Zealand. In North America, the company operates in 49 states
and every Canadian province. The company’s approximately 27,900
employees serve construction and industrial customers, utilities,
municipalities, homeowners and others. The company offers
approximately 5,000 classes of equipment for rent with a total
original cost of $21.43 billion. United Rentals is a member of the
Standard & Poor’s 500 Index, the Barron’s 400 Index and the
Russell 3000 Index® and is headquartered in Stamford, Conn.
Additional information about United Rentals is available at
unitedrentals.com.
Additional Information and Where to Find it
This press release is for informational purposes only and is not
intended to be a recommendation to buy, sell or hold securities and
does not constitute an offer for the sale of, or the solicitation
of an offer to buy securities in any jurisdiction, including the
United States. Any such offer will only be made by means of a
prospectus or offering memorandum, and in compliance with
applicable securities laws. This press release is for informational
purposes only and is neither an offer to purchase nor a
solicitation of an offer to sell securities.
On January 28, 2025, Merger Sub and United Rentals filed a
Tender Offer Statement on Schedule TO with the SEC and H&E
filed a Solicitation/Recommendation Statement on Schedule 14D-9
with the SEC, in each case with respect to the Offer. In connection
with its refiling of the Premerger Notification and Report Form,
Merger Sub and United Rentals will file an amendment to the Tender
Offer Statement. The Tender Offer Statement (including the Offer to
Purchase, the related Letter of Transmittal and other offer
documents, each as amended as of the date hereof) and the
Solicitation/Recommendation Statement contain important information
that should be read carefully when they become available and
considered before any decision is made with respect to the Offer.
Those materials and all other documents filed by, or caused to be
filed by, United Rentals, Merger Sub or H&E with the SEC are
available at no charge on the SEC’s website at www.sec.gov. The
Schedule TO, Tender Offer Statement and related materials are
available for free under the “Financials—SEC Filings” section of
United Rentals’ investor website at
https://investors.unitedrentals.com/, and the
Solicitation/Recommendation Statement and such other documents also
may be obtained for free (when available) from H&E under the
“Financial Information—SEC Filings” section of H&E’s investor
website at https://investor.he-equipment.com/.
Cautionary Statement Regarding Forward-Looking
Statements
This press release contains forward-looking statements within
the meaning of Section 21E of the Securities Exchange Act of 1934,
as amended, and the Private Securities Litigation Reform Act of
1995, known as the PSLRA. Forward-looking statements involve
significant risks and uncertainties that may cause actual results
to differ materially from such forward-looking statements. These
statements are based on current plans, estimates and projections,
and, therefore, you should not place undue reliance on them. No
forward-looking statement, including any such statement concerning
the completion and anticipated benefits of the proposed
transaction, can be guaranteed, and actual results may differ
materially from those projected. Forward-looking statements are not
historical facts, but rather are based on current expectations,
estimates, assumptions and projections about the business and
future financial results of the equipment rental industries, and
other legal, regulatory and economic developments. United Rentals
uses words such as “anticipates,” “believes,” “plans,” “expects,”
“projects,” “future,” “intends,” “may,” “will,” “should,” “could,”
“estimates,” “predicts,” “targets,” “potential,” “continue,”
“guidance” and similar expressions to identify these
forward-looking statements that are intended to be covered by the
safe harbor provisions of the PSLRA. Actual results could differ
materially from the results contemplated by these forward-looking
statements due to a number of factors, including, but not limited
to, those described in the SEC reports filed by United Rentals, as
well as the possibility that (1) United Rentals may be unable to
obtain regulatory approvals required for the proposed transaction
or may be required to accept conditions that could reduce the
anticipated benefits of the acquisition as a condition to obtaining
regulatory approvals; (2) the length of time necessary to
consummate the proposed transaction may be longer than anticipated;
(3) problems may arise in successfully integrating the businesses
of United Rentals and H&E, including, without limitation,
problems associated with the potential loss of any key employees of
H&E; (4) the proposed transaction may involve unexpected costs,
including, without limitation, the exposure to any unrecorded
liabilities or unidentified issues that we failed to discover
during the due diligence investigation of H&E or that are not
covered by insurance, as well as potential unfavorable accounting
treatment and unexpected increases in taxes; (5) our businesses may
suffer as a result of uncertainty surrounding the proposed
transaction or any adverse effects on our ability to maintain
relationships with customers, employees and suppliers; (6) the
occurrence of any event, change or other circumstances that could
give rise to the termination of the merger agreement, the failure
of the closing conditions included in the merger agreement to be
satisfied, or any other failure to consummate the proposed
transaction; (7) any negative effects of the announcement of the
proposed transaction or the financing thereof on the market price
of United Rentals or H&E common stock or other securities; and
(8) the industry may be subject to future risks that are described
in the “Risk Factors” section of the Annual Reports on Form 10-K,
Quarterly Reports on Form 10-Q and other documents filed from time
to time with the SEC by United Rentals and H&E. United Rentals
gives no assurance that it will achieve its expectations and does
not assume any responsibility for the accuracy and completeness of
the forward-looking statements. The forward-looking statements
speak only as of the date hereof. United Rentals undertakes no
obligation to publicly update or revise any forward-looking
statement, whether as a result of new information, future events or
otherwise, except as may be required by applicable securities
laws.
The foregoing list of factors is not exhaustive. You should
carefully consider the foregoing factors and the other risks and
uncertainties that affect the businesses of United Rentals and
H&E described in the “Risk Factors” section of the Annual
Reports on Form 10-K, Quarterly Reports on Form 10-Q and other
documents filed from time to time with the SEC by United Rentals
and H&E.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20250203927806/en/
Elizabeth Grenfell Vice President, Investor Relations O: (203)
618-7125 investors@ur.com
United Rentals (NYSE:URI)
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부터 1월(1) 2025 으로 2월(2) 2025
United Rentals (NYSE:URI)
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부터 2월(2) 2024 으로 2월(2) 2025