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UNITED RENTALS, INC. 8-K Report, Material Agreement (Sep 28, 2004)

Reports
Material Agreements·Other Events·Exhibits & Filings
Filing Date
Filed September 28, 2004
Period End
September 22, 2004
Security
URI
In the record · 2016–202610-K1110-Q328-K170

URI filed 11 annual reports (10-K), 32 quarterly reports (10-Q) and 170 current reports (8-K) between 2016 and 2026.

  1. Deal closed8-K · Oct ’17Oct ’17
  2. Leadership change8-K · May ’19May ’19
  3. Material agreement8-K · Aug ’21Aug ’21
  4. Material agreement8-K · Aug ’25Aug ’25

01—Abstract

Summary

Summary of the 8-K filed September 28, 2004. Cited figures are marked; the original filing is the authoritative source.

United Rentals, Inc. (URI) filed an 8-K report on September 27, 2004, detailing several key events that occurred around September 21-22, 2004.

A significant development for investors is the company's expectation of a substantial non-cash goodwill impairment charge in the third quarter of 2004 related to its traffic control business. This impairment, stemming from ongoing weakness in that segment, is anticipated to have a material adverse effect on the company's financial results for both the third quarter and the full fiscal year 2004. Investors should monitor the precise quantification of this charge as it becomes available.

Additionally, the company announced the appointment of Mark A. Suwyn as a new director, effective September 13, 2004.

In connection with his appointment, an indemnification agreement was entered into, and he was granted an option to purchase 1,500 shares of common stock at $16.17a per share. The company also amended its Long-Term Incentive Plan to ensure that any future payouts will be made solely in cash, removing the prior option to pay up to 50% in company common stock.

02—Key points

Key Highlights

  1. United Rentals expects a significant non-cash goodwill impairment charge for its traffic control business in Q3 2004.
  2. The impairment charge is expected to materially and adversely affect Q3 and full-year 2004 results.
  3. Mark A. Suwyn was appointed as a new director on September 13, 2004.
  4. An indemnification agreement was entered into with new director Mark A. Suwyn.
  5. Mark A. Suwyn was granted an option to purchase 1,500 shares of common stock at $16.17 per share.
  6. The Long-Term Incentive Plan was amended to ensure all future payouts are in cash.
  7. The company is continuing to experience weakness in its traffic control business.

03—Questions

Frequently Asked Questions

  1. What is the main financial impact discussed in this 8-K?

    The most significant financial item is the anticipated substantial non-cash goodwill impairment charge related to the company's traffic control business. This charge is expected to have a material adverse effect on the company's third-quarter and full-year 2004 financial results.

  2. Who is Mark A. Suwyn and what are the terms of his involvement?

    Mark A. Suwyn was appointed as a new director of United Rentals, Inc. on September 13, 2004. In connection with his directorship, he entered into an indemnification agreement and received an option to purchase 1,500 shares of the company's common stock at an exercise price of $16.17 per share.

  3. How has the Long-Term Incentive Plan been changed?

    The company's Long-Term Incentive Plan has been amended so that any future amounts due under the plan will be paid exclusively in cash. Previously, the compensation committee had the discretion to pay up to 50% of these amounts in the company's common stock.

  4. What is causing the expected goodwill impairment?

    The expected goodwill impairment is due to continued weakness observed in United Rentals' traffic control business during the third quarter of 2004. The goodwill balance associated with this business was $140.5 million as of June 30, 2004.

04—Continue

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