United Rentals has notified H&E Equipment Services that it does not intend to submit a revised proposal for the acquisition of H&E, which will permit H&E to terminate United Rentals’ previously announced merger agreement with H&E.
“One of our key responsibilities as a management team is to be good stewards of our investors’ capital and our decision not to increase our offer for H&E reflects our commitment to financial discipline,” Matthew Flannery, chief executive officer of United Rentals, said. “We remain focused on leveraging our one-stop shop strategy, supported by world-class service and innovative solutions, to help our customers achieve their goals across safety, productivity and sustainability. And we will continue to follow our well-proven strategy focused on profitable growth, strong free cash flow generation and prudent capital allocation to drive compelling long-term value for our shareholders.”
As previously announced, on Jan. 14, 2025, United Rentals and H&E entered into a merger agreement. On Feb. 16, 2025, H&E notified United Rentals that it had received a superior acquisition proposal from a strategic bidder, and that absent an improved bid by United Rentals, H&E intends to terminate the merger agreement to enter into an agreement for such acquisition proposal. Prior to terminating the merger agreement H&E was required to negotiate in good faith with United Rentals for four business days. United Rentals has waived this period.
Under the merger agreement, H&E is required to pay a termination fee of approximately $63.5 million to United Rentals if H&E terminates the merger agreement to enter into an agreement for such acquisition proposal.
Following H&E’s termination of the merger agreement, United Rentals will be immediately restarting its share repurchase program which remains a key element of the company’s strategy for returning excess capital to its shareholders. As of Feb. 18, 2025, approximately $250 million of authorization remains on the company’s existing $1.5 billion share repurchase program.
