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United Rentals logoUnited Rentals URI

The company said that on February 19, 2025, United Rentals, its wholly owned subsidiary UR Merger Sub VII Corporation, and H&E Equipment Services, Inc. agreed to terminate the Agreement and Plan of Merger.

8-KTermination of a Material Definitive AgreementFiled Period of report Summary published (UTC)

Key points

AI summary
  1. The company said that on February 19, 2025, United Rentals, its wholly owned subsidiary UR Merger Sub VII Corporation, and H&E Equipment Services, Inc. agreed to terminate the Agreement and Plan of Merger.

  2. The company said it withdrew the cash tender offer for all outstanding H&E common stock, which it had commenced on January 28, 2025, on February 19, 2025, because the termination of the merger agreement meant one of the offer's conditions could not be satisfied.

  3. The company said H&E will pay United Rentals a termination fee of $63,523,892 concurrently with the termination of the merger agreement, pursuant to the terms and conditions of the agreement.

  4. The company also said the amended and restated bridge facility commitment letter entered into by United Rentals and United Rentals (North America), Inc. with Morgan Stanley Senior Funding, Inc. and other financial institutions in connection with the transactions contemplated by the merger agreement has also been terminated.

Summary

AI-written

Analysis scope · Filing bodyWe analyzed the filing body and confirmed exhibits. This is not a review of other exhibits, investor presentations or the full earnings call.

Termination of Merger Agreement with H&E

The company said that on February 19, 2025, United Rentals, its wholly owned subsidiary UR Merger Sub VII Corporation, and H&E Equipment Services, Inc. agreed to terminate the Agreement and Plan of Merger.

Source · Based on the filing body and exhibits

Withdrawal of Cash Tender Offer for H&E Shares

The company said it withdrew the cash tender offer for all outstanding H&E common stock, which it had commenced on January 28, 2025, on February 19, 2025, because the termination of the merger agreement meant one of the offer's conditions could not be satisfied.

Source · Based on the filing body and exhibits

H&E to Pay $63,523,892 Termination Fee

The company said H&E will pay United Rentals a termination fee of $63,523,892 concurrently with the termination of the merger agreement, pursuant to the terms and conditions of the agreement.

Source · Based on the filing body and exhibits

Bridge Loan Commitment Letter Terminated Along With Merger

The company also said the amended and restated bridge facility commitment letter entered into by United Rentals and United Rentals (North America), Inc. with Morgan Stanley Senior Funding, Inc. and other financial institutions in connection with the transactions contemplated by the merger agreement has also been terminated.

Source · Based on the filing body and exhibits

AI summarized the filing and translated the summary into English; it may differ from the original. For reference only, not investment advice. AI translated the published Korean report into English. Figures are copied as filed, not recalculated.

Original filing

The filing as submitted to SEC EDGAR. You can check the figures and statements of this summary against it.

Source: SEC EDGAR (U.S. Securities and Exchange Commission). Item captions are the SEC's. The summary is for reference only and is not investment advice.