H&E Equipment Services, Inc. Provides Update Regarding Neff Corporation
H&E Equipment Services, Inc. (NASDAQ: HEES) (the “Company” or “H&E”) today announced that it has notified Neff
Corporation (“Neff”) that it does not intend to submit a revised proposal for the acquisition of Neff, which will permit Neff to
terminate H&E’s previously announced merger agreement with Neff.
In connection with that determination, John Engquist, CEO of H&E, stated that, “We will remain disciplined on the price that
we pay for assets. We intend instead to pursue an accelerated strategy of greenfield expansion and opportunistic roll-up
acquisitions which we believe will be a higher and better use for our resources.”
As previously announced, on July 14, 2017, H&E and Neff entered into a merger agreement pursuant to which H&E agreed to
acquire Neff for $21.07 per share, subject to certain downward adjustments. On August 13, 2017, Neff notified H&E that it had
received a superior acquisition proposal from a strategic bidder to acquire Neff for $25.00 per share, and that Neff intends to
terminate the merger agreement to enter into an agreement for such acquisition proposal. Prior to terminating the merger agreement
Neff was required to negotiate in good faith with H&E for five business days. H&E has waived this period.
Under the merger agreement, Neff is required to pay a termination fee of approximately $13.2 million to H&E if Neff
terminates the merger agreement to enter into an agreement for such acquisition proposal.
About H&E Equipment Services, Inc.
H&E is one of the largest integrated equipment services companies in the United States with 79 full-service facilities
throughout the West Coast, Intermountain, Southwest, Gulf Coast, Mid-Atlantic and Southeast regions. H&E is focused on heavy
construction and industrial equipment and rents, sells and provides parts and services support for four core categories of
specialized equipment: (1) hi-lift or aerial platform equipment; (2) cranes; (3) earthmoving equipment; and (4) industrial lift
trucks. By providing a multitude of services including equipment rental, sales, on-site parts and repair and maintenance, H&E
is a one-stop provider for its customers' varied equipment needs. This full service approach provides H&E with multiple points
of customer contact, enabling it to maintain a high quality rental fleet, as well as an effective distribution channel for fleet
disposal and provides cross-selling opportunities among its new and used equipment sales, rental, parts sales and services
operations.
Forward-Looking Statements
Statements contained in this press release that are not historical facts, including statements about H&E’s beliefs and
expectations, are “forward-looking statements” within the meaning of the federal securities laws. Statements that are not
historical facts, including statements about our beliefs and expectations are forward-looking statements. Statements containing the
words “may,” “could,” “would,” “should,” “believe,” “expect,” “anticipate,” “plan,” “estimate,” “target,” “project,” “intend,”
“foresee” and similar expressions constitute forward-looking statements. Forward-looking statements involve known and unknown risks
and uncertainties, which could cause actual results to differ materially from those contained in any forward-looking statement.
Such factors include, but are not limited to, the following: (1) general economic conditions and construction and industrial
activity in the markets where we operate in North America; (2) our ability to forecast trends in our business accurately, and the
impact of economic downturns and economic uncertainty in the markets we serve; (3) the impact of conditions in the global credit
and commodity markets and their effect on construction spending and the economy in general; (4) relationships with equipment
suppliers; (5) increased maintenance and repair costs as we age our fleet and decreases in our equipment’s residual value; (6) our
indebtedness; (7) risks associated with the expansion of our business and any potential acquisitions we may make, including any
related capital expenditures; (8) our possible inability to integrate any businesses we acquire; (9) competitive pressures; (10)
security breaches and other disruptions in our information technology systems; (11) adverse weather events or natural disasters;
(12) compliance with laws and regulations, including those relating to environmental matters and corporate governance matters; (13)
the impact of this announcement or the termination of the merger agreement with Neff on our stock price and our business; and (14)
other factors discussed in our public filings, including the risk factors included in the Company’s most recent Annual Report on
Form 10-K. Investors, potential investors and other readers are urged to consider these factors carefully in evaluating the
forward-looking statements and are cautioned not to place undue reliance on such forward-looking statements. Except as required by
applicable law, including the securities laws of the United States and the rules and regulations of the SEC, we are under no
obligation to publicly update or revise any forward-looking statements after the date of this release. These statements are based
on the current beliefs and assumptions of H&E’s management, which in turn are based on currently available information and
important, underlying assumptions. H&E is under no obligation to publicly update or revise any forward-looking statements after
this press release, whether as a result of any new information, future events or otherwise. Investors, potential investors,
security holders and other readers are urged to consider the above mentioned factors carefully in evaluating the forward-looking
statements and are cautioned not to place undue reliance on such forward-looking statements.
H&E Equipment Services, Inc.
Leslie S. Magee, 225-298-5261
Chief Financial Officer
lmagee@he-equipment.com
or
Kevin S. Inda, 225-298-5318
Vice President of Investor Relations
kinda@he-equipment.com
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