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SOURCE Neff Rental LLC
MIAMI, Oct. 15, 2013 /PRNewswire/ -- Neff Rental LLC ("Neff Rental") and Neff Rental Finance Corp. (together with Neff Rental, the "Issuers") announced today that they have commenced a consent solicitation (the "Solicitation") with respect to proposed amendments (the "Proposed Amendments") to the indenture (the "Indenture") governing the Issuers' outstanding 9.625% Senior Secured Notes due 2016 (CUSIP Nos. 640096AD5 and U63055AB0) (the "Notes") and the intercreditor agreement (the "Intercreditor Agreement") that relates to the Notes.
The purpose of the Solicitation is to allow the Issuers to borrow additional amounts under their ABL Facility and make a distribution to the members of their ultimate parent company, Neff Holdings LLC (the "Company"). The Proposed Amendments, among other things, would (i) modify the debt incurrence covenant to allow for first-priority lien credit facilities up to the greater of $400 million and the Borrowing Base (as defined in the Indenture), (ii) modify the restricted payments covenant to provide for a distribution of up to $110 million to holders of membership interests of the Company and (iii) amend certain definitions contained in the Indenture.
The record date to determine holders of the Notes entitled to consent is October 11, 2013. The Solicitation will expire at 5:00 p.m., New York City time, on October 21, 2013 (the "Expiration Date"), unless extended. As part of the Solicitation, the Issuers will make a cash payment (the "Consent Payment") of $25 per $1,000 in principal amount of Notes to each holder of the Notes who has validly delivered a duly executed consent (the "Consent") on or prior to the Expiration Date and who has not validly revoked that Consent. The Issuers' obligation to make the Consent Payment is contingent, among other things, upon (i) receipt of Consents from holders of a majority in principal amount of the Notes on or prior to the Expiration Date, (ii) the execution and delivery of a supplemental indenture to the Indenture and an amendment to the Intercreditor Agreement with respect to the Proposed Amendments and (iii) the consummation of the ABL Amendment (as defined in the Solicitation Statement referred to below) (the "Financing Condition"). If the Issuers fail to satisfy the above conditions, including the Financing Condition, on or prior to 5:00 p.m., New York City time on the 60th day following the Expiration Date, the Proposed Amendments will not become operative and no Consent Payment will be paid.
The complete terms and conditions of the Solicitation are described in the Consent Solicitation Statement dated October 15, 2013 (the "Solicitation Statement"), and copies of which may be obtained by contacting D.F. King & Co., Inc., the information agent for the Solicitation, at (212) 269-5550 (collect) or (800) 848-3416 (U.S. toll-free). BofA Merrill Lynch is the sole solicitation agent for the Solicitation. Additional information concerning the Solicitation may be obtained by contacting BofA Merrill Lynch at (888) 292-0070 (U.S. toll-free) or (980) 388-3646 (collect).
This press release is for informational purposes only, and the Solicitation is being made only pursuant to the terms of the Solicitation Statement. The Solicitation is not being made to, and Consents are not being solicited from, holders of Notes in any jurisdiction in which it is unlawful to make such Solicitation or grant such Consent. None of the Issuers, the guarantors party to the Indenture, the solicitation agent, the information agent, the tabulation agent or the trustee or collateral agent under the Indenture makes any recommendation as to whether or not holders of Notes should deliver any Consents. Each holder of Notes must make its own decision as to whether or not to deliver a Consent.
This news release does not constitute an offer to sell, or a solicitation of an offer to buy, any securities. Any offering of Notes will be made only by means of a confidential offering memorandum.
About Neff Rental LLC
The Issuers are a leading U.S. equipment rental company, with a network of 65 branches located primarily in the sunbelt states. They rent a variety of construction and industrial equipment, including earthmoving, material handling, aerial, compaction and related equipment.
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