This press release is for informational purposes only and is neither an offer to purchase nor a solicitation of an offer to sell the new notes. The complete terms and conditions of the exchange offer are set forth in the informational documents relating to the exchange offer. Beneficial owners in or resident of Canada or such authorized representatives should contact the information agent for the exchange offer listed in the preceding paragraph. persons" who are outside the United States (as defined in Regulation S under the Securities Act) and in both cases of (i) and (ii) are not beneficial owners in or resident of Canada or authorized representatives acting on behalf of beneficial owners in or resident of Canada. Accordingly, the new notes are being offered and issued only (i) to persons reasonably believed to be "qualified institutional buyers" (as defined in Rule 144A under the Securities Act) and (ii) to non-"U.S.
Second notes for rent registration#
person, except pursuant to an exemption from the registration requirements thereof. The new notes will not be registered under the Securities Act, or any other applicable securities laws and, unless so registered, the new notes may not be offered, sold, pledged or otherwise transferred within the United States to or for the account of any U.S. King & Co., the information agent for the exchange offer, at (800) 669- 5550 (toll-free) or (212) 269-5550 (for banks and brokers). Noteholders who desire to complete an eligibility form should request instructions by sending an e-mail to or call D.F. In addition, the exchange offer is conditioned on minimum participation of the holders of at least 66-2/3% in aggregate principal amount of the outstanding existing notes, which constitutes requisite participation to release the collateral and guarantees for the existing notes and to eliminate certain restrictive covenants and events of default in the indenture for the existing notes.ĭocuments relating to the exchange offer will only be distributed to holders of existing notes who complete and return an eligibility form confirming that they are either a "qualified institutional buyer" under Rule 144A under the Securities Act of 1933, as amended (the "Securities Act"), or not a "U.S. person" under Regulation S under the Securities Act (such holders, "Eligible Holders").
Second notes for rent full#
In order for the exchange offer to be completed, (1) all outstanding loans previously made from the Company to its affiliated companies must be repaid in full to the Company from these affiliated companies, (2) Xtreme Re-Rental, LLC, an affiliate of the Company which owns approximately $173 million in equipment based on original equipment cost (and currently re-rents certain of the same equipment to the Company), must become a guarantor for the new notes, (3) an amendment to the ABL Credit Facility must be made on terms acceptable to the Company which shall among other changes, extend the maturity of the ABL Credit Facility and provide consent for the exchange offer, and (4) the new notes must be rated by both Moody's Investors Service and S&P Global, Inc. Accrued and unpaid interest on the existing notes that are exchanged will be paid in cash.
The exchange offer will expire on July 28, 2022, unless extended. Holders who participate in the exchange offer will also be providing consents to certain amendments to the indenture for the existing notes. Tendered existing notes may be validly withdrawn at any time prior to 5:00 p.m. Holders who tender after Jwill receive $950 of new notes per $1,000 of existing notes. Investors who participate in the exchange offer will receive $1,000 principal amount of new notes for each $1,000 principal amount of existing notes tendered, provided that the tenders are submitted by 5:00 p.m. In addition to being guaranteed by the guarantors of the existing notes, the new notes will be guaranteed by Xtreme Re-Rental, LLC, an affiliate of the Company.
The new notes will be secured by a second lien on substantially all of the Company's assets. The new notes will mature (as compared to the maturity of on the existing notes). The new notes will pay interest in cash at a rate of 8.375%.
("Ahern" or the "Company") today announced it has commenced an offer to exchange its existing notes for new 8.375% second priority senior secured notes due 2026. LAS VEGAS, J/PRNewswire/ - Ahern Rentals, Inc.
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