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): December 3, 1998
NEFF CORP.
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(Exact Name of registrant as specified in its charter)
DELAWARE 001-14145 65-0626400
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(State or other jurisdiction of (Commission File (I.R.S. Employer
incorporation or organization) Number) I.D. No.)
3750 N.W. 87th Avenue, Miami, Florida 33178
(Address or principal executive offices) (Zip Code)
Registrant's telephone numbers, including area code: (305) 513-3350
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Item 5. OTHER EVENTS
On December 3, 1998, Neff Corp., a Delaware corporation (the "Company"),
announced that it agreed to sell $100 million aggregate principal amount 10.25%
Senior Subordinated Notes due 2008 (the "Notes") in an offering made pursuant to
Rule 144A and Regulation S under the Securities Act of 1933, as amended. The
Company stated that the Notes will mature on June 1, 2008 and gross proceeds to
the Company from the sale will be $98.5 million. The Company also stated that it
intends to use the proceeds to repay bank indebtedness.
The Notes will not be registered under the Securities Act of 1933, as
amended, or under applicable state securities laws and unless so registered may
not be offered or sold except pursuant to an applicable exemption from the
registration requirements of the Securities Act of 1933 and applicable state
securities laws.
Item 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits.
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99.1 Press Release dated December 3, 1998.
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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.
Neff Corp.
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Registrant
Date: December 3, 1998 /s/ Bonnie S. Biumi
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Bonnie S. Biumi
Chief Financial Officer
On behalf of the registrant and as
Principal Financial and Accounting Officer
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Exhibit Index
Exhibit Description Page
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99.1 Press Release dated December 3, 1998 5
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Exhibit 99.1
NEWS RELEASE
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FOR IMMEDIATE RELEASE
Contact:
Kevin P. Fitzgerald, President, Chief Executive Officer
or
Bonnie S. Biumi, Chief Financial Officer
(305) 513-3350 ext. 239, ext. 212
NEFF CORP.
ANNOUNCES PROPOSED SALE OF SENIOR SUBORDINATED NOTES
Miami, Florida (December 3, 1998) Neff Corp. (NYSE:NFF), announced today
that is has agreed to sell $100 million aggregate principal amount 10.25% Senior
Subordinated Notes due 2008 in an offering made pursuant to Rule 144A and
Regulation S. The gross proceeds to Neff will be approximately $98.5 million and
the Notes will mature on June 1, 2008. The proceeds of the offering will be used
to repay bank indebtedness.
Mr. Kevin P. Fitzgerald, President and Chief Executive Officer of Neff,
stated: "This is an important step in Neff's growth plans. This additional
funding will allow us to continue to seek acquisition opportunities and add
fleet to our existing locations."
Neff Corp. is one of the largest and fastest growing equipment rental
companies in the United States, with 86 locations in 15 states and South
America.
This announcement shall not constitute an offer to sell or a solicitation
of an offer to buy the Senior Subordinated Notes. The Senior Subordinated Notes
proposed to be offered will not be registered under the Securities Act of 1933,
as amended, or any state securities laws and unless so registered may not be
offered or sold except pursuant to an applicable exemption from the registration
requirements of the Securities Act of 1933 and applicable state securities laws.
Note:This press release contains forward-looking information within the meaning
of the Private Securities Litigation reform Act. Actual results may differ
materially from those projected in the forward-looking statements. Risks
that could cause actual results to differ materially from those in the
forward-looking statements include, but are not limited to, risks inherent
in the company's growth strategy, such as the uncertainty that the Company
will be able to identify, acquire and integrate attractive acquisition
candidates; the Company's dependence on additional capital for future
growth; and the degree to which the Company is leveraged. Additional
information concerning these and other risks and uncertainties is contained
from time-to-time in the Company's SEC filings. In light of these risks and
uncertainties, there can be no assurance that the results referred to in
forward-looking statements made in this press release will in fact occur.
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