03:20 PM EST, 02/19/2025 (MT Newswires) -- Herc Holdings ( HRI ) will acquire H&E Equipment Service (HEES) under a definitive merger agreement as the latter terminated its prior deal with United Rentals ( URI ) , the companies said Wednesday.
Rental supplier Herc ( HRI ) will pay $78.75 in cash and 0.1287 of its common shares for every H&E share, as part of a tender offer. Upon completion of the tender offer, Herc ( HRI ) will acquire shares not tendered through a second-step merger at the same price.
"This is an outstanding transaction for H&E shareholders, providing both immediate, premium value and the opportunity to participate in the substantial upside value that will be created through this combination," H&E Executive Chairman John Engquist said in a joint statement with Herc ( HRI ).
United Rentals ( URI ) separately put out a regulatory filing Wednesday, confirming the termination of its proposed $4.8 billion deal to acquire rental equipment company H&E. Herc ( HRI ), on behalf of H&E, has paid a termination fee of about $63.5 million to United Rentals ( URI ), according to the joint statement.
Herc's ( HRI ) offer represents a 14% premium to United Rentals' ( URI ) bid to buy H&E for $92 per share in cash, the companies said Tuesday, saying the proposal constituted a superior offer. H&E said at the time that it was not permitted to enter into a merger agreement with Herc ( HRI ) until certain conditions of the United Rentals ( URI ) agreement are satisfied.
For Herc ( HRI ), the acquisition will strengthen its position as the third largest rental company in North America, while expanding its fleet with younger machines across a variety of specialty equipment solutions and general rental products.
The transaction is expected to be high-single-digit accretive to Herc's ( HRI ) cash earnings per share in 2026 and then improve to greater than 20% over time upon the full realization of synergies. Some $300 million of annual earnings before interest, taxes, depreciation and amortization synergies are expected to be achieved by the end of the third year post close.
The deal is projected to close mid-year 2025, subject to regulatory approvals.
United Rentals ( URI ) Chief Executive Matthew Flannery said Tuesday that the company's decision not to increase its offer for H&E reflects its "commitment to financial discipline."
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