Summary
United Rentals, Inc. (URI) announced via this 8-K filing on August 17, 2017, that its wholly-owned subsidiary, United Rentals (North America), Inc. (URNA), entered into a definitive merger agreement to acquire Neff Corporation. This acquisition positions URI to enhance its market presence and potentially expand its fleet and service offerings. The transaction signifies a strategic move to consolidate its position within the equipment rental industry. The key terms of the merger involve URNA acquiring all outstanding Class A common stock of Neff for $25.00 per share in cash. Notably, Neff had previously agreed to a merger with H&E Equipment Services, Inc. but terminated that agreement to pursue this transaction with URI, incurring a termination fee of $13,165,000 on behalf of Neff. The transaction is subject to customary closing conditions, including regulatory approvals like the Hart-Scott-Rodino Act review.
Key Highlights
- 1United Rentals (URI) to acquire Neff Corporation for $25.00 per share in cash.
- 2Neff Corporation terminated a prior merger agreement with H&E Equipment Services to proceed with the URI acquisition.
- 3URI paid a $13,165,000 termination fee on behalf of Neff to H&E Equipment Services.
- 4The acquisition is structured as a merger where Neff will become a wholly-owned subsidiary of URNA.
- 5The transaction is subject to customary closing conditions, including antitrust review (HSR Act).
- 6Neff's major shareholders (Key Holders representing 62.7% of common stock) have entered into a support agreement and provided written consent to approve the merger.
- 7The merger agreement includes provisions for termination fees and no-shop restrictions for Neff.