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Simpson Thacher Represents United Rentals in Dutch Auction Tender Offer and Preferred Share Buyback

06.19.08

Simpson Thacher is representing United Rentals in connection with its Dutch auction tender offer for up to 27.16 million shares of its common stock, which represents approximately 31% of the company’s total outstanding shares. At the high-end of the $22 to $25 price range, the total purchase price for the common stock would be $679 million in the event the tender offer is fully subscribed.

In advance of launching the tender offer, United Rentals repurchased all of its outstanding preferred stock, a significant portion of which was held by Apollo. The purchase price for the preferred stock was approximately $679 million, and the company issued the former preferred holders $425 million aggregate principal amount of new 14% Senior Notes due 2014 as partial payment of the repurchase price.

United Rentals is the largest equipment rental company in the world, with an integrated network of over 670 rental locations in 48 states, 10 Canadian provinces and Mexico.

The Simpson Thacher attorneys advising United Rentals on the transactions include: Gary Horowitz, Eric Swedenburg and Jason Ewart (M&A); Ken Wallach and Tim Turton (Securities); Charlie Rappaport and Kurt Dudas (Tax); and Pete Kazanoff (Litigation), with valuable assistance from summer associate David Eshmoili and paralegal Robin Assa.