8-KRegulation FDOther EventsExhibits & Filings

UNITED RENTALS, INC. 8-K Report, Regulation FD Disclosure (Feb 21, 2012)

Filed February 21, 2012For Securities:URI

Summary

United Rentals, Inc. (URI) filed an 8-K on February 21, 2012, primarily disclosing details surrounding its planned acquisition of RSC Holdings, Inc. and related financing activities. The company announced its subsidiary, UR Financing Escrow Corporation, is offering $1.55 billion in senior unsecured notes and $650 million in senior secured notes to qualified institutional buyers. This offering is part of the financing strategy for the RSC Holdings merger. Furthermore, the filing provides updates on the company's credit facilities. United Rentals (North America) is requesting a $100 million commitment increase to its asset-backed loan (ABL) facility, expected to be effective March 5, 2012. Post-merger, further increases to the ABL facility and accounts receivable securitization facility are anticipated, totaling an additional $250-$300 million in financing capacity. The report also touches on fleet age, noting a combined fleet age of approximately 48 months post-merger under a new calculation standard.

Key Highlights

  • 1UR Financing Escrow Corporation is offering $1.55 billion in senior unsecured notes and $650 million in senior secured notes.
  • 2The note offering is intended to help finance the acquisition of RSC Holdings, Inc.
  • 3United Rentals (North America) is seeking a $100 million commitment increase to its asset-backed loan (ABL) facility, effective March 5, 2012.
  • 4Post-merger with RSC Holdings, the company expects to further increase ABL facility commitments by $100 million to $150 million.
  • 5An additional $100 million increase is expected for the accounts receivable securitization facility post-merger.
  • 6The combined company's fleet age was approximately 48 months at December 31, 2011, using a new cost-weighted calculation method.
  • 7Approximately 95% of the combined fleet was current on manufacturer-recommended maintenance as of December 31, 2011.

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