H&E Equipment Services, Inc. (NASDAQ: HEES) (the “Company”) today announced the closing of an offering of $530 million aggregate principal amount of 7% senior notes due 2022 (the “New Notes”) in an unregistered offering through a private placement and the early settlement of its previously announced cash tender offer and consent solicitation (the “Tender Offer”) with respect to its existing 8 3/8% senior notes due 2016 (the “Old Notes”).
The New Notes and related guarantees were offered in a private placement solely to qualified institutional buyers in reliance on Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), or outside the United States to persons other than “U.S. persons” in compliance with Regulation S under the Securities Act. The New Notes and related guarantees have not been registered under the Securities Act or the securities laws of any other jurisdiction and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements thereunder.
The Company used a portion of the net proceeds from the sale of the New Notes to repurchase $158,748,000 of the Old Notes, approximately 63.50% of the outstanding aggregate principal amount of the Old Notes, in early settlement of the Tender Offer. Holders who tendered their Old Notes prior to the early tender deadline received $1,031.67 per $1,000 principal amount of Old Notes tendered. Having received the requisite consents from the holders of the Old Notes in the Tender Offer, the Company, certain of its subsidiaries and The Bank of New York Mellon Trust Company, N.A., as trustee, executed a supplemental indenture (the “Supplemental Indenture”) amending the indenture relating to the Old Notes. The Supplemental Indenture eliminates substantially all of the restrictive covenants and certain events of default from the indenture relating to the Old Notes. The Tender Offer will remain open until 11:59 p.m., New York City time, on August 31, 2012, and holders who tender their Old Notes prior to this time will receive $1,021.67 per $1,000 principal amount of Old Notes tendered. The complete terms and conditions of the Tender Offer are set forth in the Offer to Purchase and Consent Solicitation Statement (the “Statement”) and related Letter of Transmittal and Consent that previously were sent to holders of the Old Notes.