8-KMaterial AgreementsOther EventsExhibits & Filings

UNITED RENTALS, INC. 8-K Report, Material Agreement (Dec 29, 2011)

Filed December 29, 2011For Securities:URI

Summary

United Rentals, Inc. (URI) filed an 8-K on December 29, 2011, primarily to report an amendment to its senior secured asset-based loan facility (ABL Facility). This amendment, effective December 29, 2011, is crucial for facilitating the previously announced merger with RSC Holdings Inc. The key modification allows a newly formed subsidiary, New URNA, to be the surviving entity in the merger rather than United Rentals (North America), Inc., thus avoiding a "Change of Control" trigger under the credit agreement. The amendment also adjusts timelines for integrating RSC's subsidiaries into the ABL Facility and addresses the assumption of RSC's indebtedness and issuance of related notes. Additionally, the filing discloses an assignment and acceptance agreement related to the company's receivables purchase agreement. This transaction involves Credit Agricole Corporate and Investment Bank and Atlantic Asset Securitization LLC assigning portions of their rights and obligations to PNC Bank National Association and Market Street Funding LLC, respectively. This reallocates commitments within the facility, with PNC committing $100 million and Credit Agricole's commitment reduced. These events are significant as they represent proactive financial and structural adjustments in preparation for a major business combination.

Key Highlights

  • 1Amendment to the senior secured asset-based loan (ABL) facility to facilitate the merger with RSC Holdings Inc.
  • 2The amendment permits a newly formed subsidiary (New URNA) to be the surviving entity in the merger, avoiding a "Change of Control" event under the credit agreement.
  • 3Extended the period for acquired RSC subsidiaries to become guarantors under the ABL Facility from 30 to 60 days.
  • 4Modifications were made concerning New URNA's assumption of RSC's outstanding indebtedness and terms for issuing related secured and unsecured notes.
  • 5Disclosure of an assignment and acceptance agreement impacting the company's receivables purchase facility.
  • 6PNC Bank National Association committed $100 million to the receivables facility, while Credit Agricole's commitment was reduced.
  • 7The filing emphasizes that additional information regarding the proposed transaction with RSC Holdings will be made available through SEC filings, including a joint proxy statement/prospectus.

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