United Rentals Inc /De - Current report filing (8-K)
October 19 2007 - 5:17PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported):
October 16,
2007
UNITED RENTALS, INC.
UNITED RENTALS (NORTH AMERICA), INC.
(Exact Name of Registrant as
Specified in Its Charter)
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Delaware
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001-14387
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06-1522496
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Delaware
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001-13663
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06-1493538
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(State or Other Jurisdiction of
Incorporation)
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(Commission
File
Number)
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(IRS Employer
Identification No.)
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Five Greenwich Office Park
Greenwich, CT
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06831
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(Address
of Principal Executive Offices)
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(Zip
Code)
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Registrants
Telephone Number, Including Area Code:
(203)
622-3131
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Check
the appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions (
see
General Instruction A.2. below):
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
(17 CFR
240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR
240.13e-4(c))
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On October 16, 2007, United Rentals,
Inc. issued a press release announcing the commencement, by its wholly owned subsidiary,
United Rentals (North America), Inc. (URNA), of
cash tender offers and consent solicitations for all of URNAs outstanding 6½ percent
Senior Notes due 2012, 7¾ percent Senior Subordinated Notes due 2013 and 7 percent
Senior Subordinated Notes due 2014.
A copy of the press release issued by the Company is attached hereto and furnished as Exhibit 99.1.
On October 19, 2007, United Rentals, Inc. issued a press release announcing that
its stockholders, at a special meeting held earlier in the day, had approved
the merger agreement providing for the acquisition of the Company by affiliates
of Cerberus Capital Management, L.P.
Approximately 99.8 percent of the votes cast at the special meeting were in
favor of the acquisition, representing approximately 76.8 percent of the total
voting power outstanding and entitled to vote at the meeting. In addition, in
two separate class votes that were also held, all of the outstanding shares of
the Company's Series C preferred stock and Series D preferred stock,
respectively, were voted in favor of the adoption of the merger agreement. A
copy of the press release issued by the Company is attached hereto and furnished
as Exhibit 99.2.
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Item 9.01.
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Financial Statements and Exhibits.
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(c)
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Exhibits.
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Exhibit No.
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Description
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Exhibit 99.1
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Press
Release dated October 16, 2007 of United Rentals, Inc.
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Exhibit 99.2
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Press
Release dated October 19, 2007 of United Rentals, Inc.
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SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, each Registrant has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
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Date:
October 19, 2007
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UNITED
RENTALS, INC.
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By:
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/s/ Roger E.
Schwed
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Name: Roger
E. Schwed
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Title:
General Counsel
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UNITED
RENTALS (NORTH AMERICA), INC.
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By:
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/s/ Roger E.
Schwed
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Name: Roger
E. Schwed
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Title:
General Counsel
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EXHIBIT INDEX
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Exhibit No.
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Description
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Exhibit 99.1
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Press
Release dated October 16, 2007 of United Rentals, Inc.
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Exhibit 99.2
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Press
Release dated October 19, 2007 of United Rentals, Inc.
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