Item 2.01. Completion of Acquisition or Disposition of Assets.

As previously reported, on November 11, 2022, United Rentals (North America), Inc. ("URNA"), a Delaware corporation and a wholly owned subsidiary of United Rentals, Inc., a Delaware corporation ("URI"), entered into an Asset Purchase Agreement (the "Agreement") with Ahern Rentals, Inc., a Nevada corporation, and Xtreme Re-Rental, LLC, a Nevada limited liability company (collectively, the "Sellers", and each a "Seller"), pursuant to which URNA agreed to purchase from the Sellers substantially all of the assets of the Sellers that is related to their business of renting equipment and sales of new and used equipment in the United States, subject to certain specified exceptions as specified in the Agreement (the "Business"). On December 7, 2022, URNA completed its acquisition of the Business for an aggregate purchase price of $2,000,000,000 (subject to certain post-closing adjustments pursuant to the terms of the Agreement), comprised of all cash. URNA funded the transaction with borrowings under its senior secured asset-based loan facility and newly issued senior secured notes, as described in the Current Report on Form 8-K filed with the Securities and Exchange Commission (the "SEC") on November 30, 2022.

The foregoing description of the Agreement and the transactions contemplated thereby does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Agreement, a copy of which was previously filed as Exhibit 2.1 to the Current Report on Form 8-K filed with the SEC on November 14, 2022 and incorporated herein by reference.

Item 7.01. Regulation FD Disclosure.

On December 7, 2022, URI issued a press release announcing the closing of the acquisition of the Business. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

The information contained under this Item 7.01 in this Current Report on Form 8-K, including Exhibit 99.1, is being furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act") or otherwise subject to the liabilities under that Section and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act or the Exchange Act.

Item 9.01. Financial Statements and Exhibits.






(d) Exhibits.



Exhibit
No.        Description
  2.1        Asset Purchase Agreement, dated as of November 11, 2022, by and among
           United Rentals (North America), Inc., Ahern Rentals, Inc., and Xtreme
           Re-Rental, LLC (incorporated herein by reference to Exhibit 2.1 to the
           Current Report on Form 8-K filed on November 14, 2022).
  99.1       Press Release of United Rentals, Inc., dated as of December 7, 2022,
           announcing the closing of United Rentals' acquisition of Ahern Rentals,
           Inc.*
104        Cover Page Interactive Data File (embedded within the Inline XBRL
           document).

* Furnished herewith

© Edgar Online, source Glimpses