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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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SCHEDULE 14D-9
SOLICITATION/RECOMMENDATION STATEMENT PURSUANT TO
SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 17)
RENTAL SERVICE CORPORATION
(Name of Subject Company)
RENTAL SERVICE CORPORATION
(Name of Person(s) Filing Statement)
Common Stock, Par Value $.01 Per Share
(Title of Class of Securities)
76009V102
(CUSIP Number of Class of Securities)
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Robert M. Wilson
Executive Vice President, Chief Financial Officer, Secretary and Treasurer
Rental Service Corporation
6929 East Greenway Parkway, Suite 200
Scottsdale, Arizona 85254
(480) 905-3300
(Name, Address and Telephone Number of Person Authorized to Receive
Notice and Communications on Behalf of the Person(s) Filing Statement)
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Copies to:
Elizabeth A. Blendell, Esq. Mark D. Gerstein, Esq.
Latham & Watkins Latham & Watkins
633 West Fifth Street, Suite 4000 233 South Wacker Drive
Los Angeles, California 90071-2007 Sears Tower, Suite 5800
(213) 485-1234 Chicago, Illinois 60606-6401
(312) 876-7700
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Item 8. Additional Information to be Furnished.
A copy of a press release issued by Rental Service Corporation ("RSC")
on June 11, 1999 and the text of an electronic transmission received by certain
of RSC's corporate office employees on June 11, 1999 are attached hereto as
Exhibits 66 and 67, respectively, and are incorporated by reference herein.
Item 9. Material to be Filed as Exhibits.
66 Press Release issued by Rental Service Corporation dated June 11, 1999.
67 Text of electronic transmission to Rental Service Corporation corporate
office employees disseminated on June 11, 1999.
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Dated: June 14, 1999 Rental Service Corporation
By: /s/ Robert M. Wilson
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Name: Robert M. Wilson
Title: Executive Vice President, Chief
Financial Officer, Secretary
and Treasurer
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EXHIBIT 66
For Immediate Release
RENTAL SERVICE CORPORATION CLARIFIES PRESS REPORTS
SCOTTSDALE, AZ-June 11, 1999-Rental Service Corporation (NYSE:RSV) ("RSC")
announced today that it is clarifying statements attributed to a company
spokesman which have been reported in the press. The company said that the
spokesman's comments regarding United Rentals were solely intended to indicate
that United Rentals would be given access to confidential information and RSC
senior management, as would other parties, if United Rentals, or such other
parties, signed a confidentiality/standstill agreement with RSC.
As previously stated in Rental Service's filings with the SEC, the range of
strategic alternatives it is exploring could result in a strategic transaction
involving RSC and a third party, an auction of RSC involving multiple parties, a
recapitalization or a third party making an investment in RSC, or RSC remaining
an independent company.
Rental Service Corporation is a leader in the rapidly growing equipment rental
industry, serving the needs of a wide variety of industrial, manufacturing and
construction markets. Headquartered in Scottsdale, Arizona, RSC operates 266
locations throughout the United States and Canada.
Contact information
Rental Service Corporation Kekst and Company
Robert M. Wilson, 480/905-3300 Thomas Davies or David Kronfeld, 212/521-4800
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EXHIBIT 67
[TEXT OF ELECTRONIC TRANSMISSION SENT JUNE 11, 1999]
The press release we issued the day after our June 8, 1999 Board Meeting clearly
stated "the Board continues to urge RSC's stockholders to reject United Rentals'
tender offer."
Nowhere in the release or in any other communication did we say or announce that
the board had determined that RSC is for sale.
The article in the Arizona Republic by Ron Day is an interpretation of our
press release and not a factual reporting of what we announced. In fact, we are
issuing a press release clarifying the remarks of our spokesman. There will be
other articles, which will interpret our activities and those parties who may
contact us, and I simply ask you to rely on us for the facts.
Stay tuned!
