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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported) March 14, 1997
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RENTAL SERVICE CORPORATION
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(Exact Name of Registrant as Specified in Its Charter)
DELAWARE 000-21237 33-0569350
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State or Other Jurisdiction Commission File I.R.S. Employer
of Incorporation Number Identification No.
14505 North Hayden Road, Suite 322, Scottsdale, Arizona 85260
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(Address of Principal Execution Offices) (Zip Code)
(602) 905-3300
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(Registrant's Telephone Number, including Area Code)
NOT APPLICABLE
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(Former Name or Former Address, if Changed Since Last Report)
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ITEM 5. OTHER EVENTS.
On March 14, 1997, Rental Service Corporation ("RSC" or the "Company")
reached a definitive agreement, effective March 1, 1997, to acquire all of the
outstanding stock of Comtect, Inc. and subsidiaries, which operate under the
name of Industrial Air Tool ("IAT") for approximately $36.1 million, consisting
of $32.5 million in cash and $3.6 million of RSC Common Stock. An additional
$2.0 million of RSC Common Stock may be paid to the sellers over a three year
period if certain performance objectives are met. IAT is a market leader in the
areas of on-site rental facility management, providing integrated tool room
management services and tool trailer rentals for industrial construction job
sites. IAT operates four locations in Pasadena, Texas City and Nederland, Texas
and Sulphur, Louisiana. IAT is also a major supplier of maintenance, repair and
operating ("MRO") supplies to the petrochemical industry. IAT's revenues for the
fiscal year ending March 31, 1997 are estimated to be approximately $50.0
million. The transaction is anticipated to close by April 20, 1997, and will be
recorded under the purchase method of accounting. The closing is subject to a
number of closing conditions, including early termination or expiration of the
waiting period under the Hart Scott Rodino Act.
The Company has also recently completed acquisitions of United Rentals &
Sales, Inc. of Jonesboro and Blytheville, Arkansas and Kastner Rentals of New
Orleans, Louisiana. Kastner and United had combined trailing twelve month
revenues of approximately $4.5 million. The acquisition of United represents the
opening of RSC's 100th location. Since January 1, 1997, the Company has now
completed five acquisitions with combined trailing twelve month revenues of
approximately $7.8 million.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Rental Service Corporation
Date: March 28, 1997 By: /s/ Douglas A. Waugaman
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Douglas A. Waugaman
Vice President and Chief Financial
Officer