United Rentals receives consents in offer for 10¾% notes

New York, Feb. 2 - United Rentals Inc. said it obtained consents from holders of more than 97% of its outstanding 10¾% senior notes due 2008.

The Greenwich, Conn., equipment rental company said the consents are sufficient to amend the note indenture.

The consent solicitation expired at 5 p.m. ET Jan. 30.

As of that time, holders had tendered 97.78% of the $650 million of the 10¾% notes originally issued in 2001 and 97.12% of the $210 million 10¾% notes originally issued in 2002.

United Rentals also said that it fixed the amount that will be paid to holders in the tender offer.

Holders who tender by the consent deadline will receive $1,184.668 per $1,000 principal amount while holders who tender after the consent date will receive $1,164.668.

The prices were set by a formula.

United Rentals announced the tender offer on Jan. 16 as part of a refinancing of $2.05 billion of debt.

It said at that time that the amount to be paid for the notes will be fixed on the 10th business day before the expiration date.

For each $1,000 principal amount of notes tendered, it will be calculated by taking the present value as of the payment date of $1,053.75, the redemption price for the notes on their first call date of April 15, 2005, plus the interest that would accrue on the notes from the tender payment date up to, but not including, the first call date. The present value will be based on a yield equal to the sum of the yield to maturity on the 1.625% U.S. Treasury note due March 31, 2005 plus 100 basis points.

In addition, United Rentals will pay accrued interest up to but not including the payment date.

The total figure calculated includes a $20 per $1,000 consent payment.

Holders were asked to consent to changes that will eliminate substantially all of the restrictive covenants and certain events of default under the note indenture and to make certain other amendments.

Holders cannot tender their notes without delivering a consent and cannot deliver a consent without tendering their notes.

Notes tendered before the consent deadline may be withdrawn up to the consent deadline but not after. Notes tendered after the consent date may not be withdrawn.

Holders who tender after the consent date will not receive the consent payment.

The consent deadline is 5 p.m. ET Jan. 30. The offer expires at midnight ET Feb. 13.

The tender offer is subject to various conditions, including receipt of at least $1.375 billion from the sale of new senior and senior subordinated notes, refinancing of the company's existing secured credit facility with a new secured credit facility and receipt of the required consents.

Credit Suisse First Boston LLC (800 820-1653 or collect at 212 538-4807), Banc of America Securities LLC (888 292-0070 or collect at 212 847-5834), and J.P. Morgan Securities Inc. (800 245-8812 or collect at 212 270-1100) are dealer managers and solicitation agents for the tender offer. MacKenzie Partners is the information agent (800 322-2885 or collect at 212 929-5500.)

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