H&E Equipment Services, Inc. (NASDAQ: HEES) (the “Company”) today announced that its Board of Directors declared a one-time special cash dividend (the “Dividend”) of $7.00 per share, payable on September 19, 2012 to stockholders of record at the close of business on September 5, 2012. The aggregate amount of the payment to be made in connection with the Dividend will be approximately $246 million. The Dividend will be funded by the proceeds of the Company’s offering of $530 million aggregate principal amount of 7% senior notes due 2022, which closed on August 20, 2012.
At $7 per share, the Dividend represents approximately 39.8% of the Company’s opening stock price on August 20, 2012. Pursuant to the rules of the NASDAQ Stock Market, when a dividend is declared in a per share amount that exceeds 25% of a company’s stock price, the date on which that company’s shares will begin to trade without the dividend, or ex-dividend, is the first business day following the payable date. The Company understands from NASDAQ that, because the Dividend is expected to exceed 25% of the Company’s share price, NASDAQ will apply this rule, and the Company expects, in accordance with this rule, that the ex-dividend date as set by NASDAQ will be September 20, 2012, the first business day following the payable date for the Dividend.
The portion of the Company’s Dividend that will be treated as a qualified dividend for U.S. tax purposes will depend upon the amount of the Company’s accumulated earnings and profits as of December 31, 2012, the end of the Company’s current fiscal year, as determined by the Internal Revenue Code. Therefore, at this time the Company is not able to determine the portion of the Dividend that will be treated as a qualified dividend. Stockholders will receive further information on Form 1099 after the end of 2012 and are encouraged to consult with their own tax advisors regarding the tax treatment of the Dividend.