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UNITED STATES
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): January 2, 2001
NEFF CORP.
(Exact name of registrant as specified in its charter)
Delaware 001-14145 65-0626400
____________________________ ________________________ ____________________
(State or other jurisdiction (Commission File Number) (I.R.S. Employer
of Incorporation) identification Number)
3750 N.W. 87th Avenue, Suite 400, Miami, Florida 33178
(Address or principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (305) 513-3350
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Item 5. OTHER EVENTS
On January 2, 2001, Neff Corp. issued a press release to announce that it
had received a proposal from United Rentals, Inc. to acquire all of the
outstanding shares of Neff Corp. A copy of such press release is attached as
Exhibit 99 hereto and incorporated by referance.
Item 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits.
The following Exhibit is filed as part of the report.
(99) Press Release dated January 2, 2001
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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.
Registrant
Date: January 4, 2001
/s/ Mark Irion
_______________________________
Mark Irion
Chief Financial Officer
On behalf of the registrant and as
Principal Financial and Accounting
Officer
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Exhibit Index
Exhibit Description Page
(99) Press Release dated January 2, 2000 5
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Neff Corp. Reports Receiving a Proposal From United Rentals Inc.
Miami, Florida (January, 2, 2001) Neff Corp. (NYSE:NFF), announced today
that it has received a proposal from United Rentals Inc. (NYSE:URI) to acquire
all of the outstanding shares of Neff Corp. held by the public at an exchange
ratio of .18 shares of United Rentals for each share of the company, subject to
the satisfaction of certain terms and conditions. Neff's board of directors has
established a special committee of independent directors to consider the
proposal. The members of the special committee are Mr. Paul Dean and Mr. Michael
Markbreiter. Cadwalader, Wickersham & Taft has been retained as legal counsel to
the special committee. There can be no assurances that the proposed transaction
or any similar type of transaction will be consummated.
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.
Contact:
Neff Corp., Miami
Peter G. Gladis, 305/513-3350, ext. 205
or
Mark H. Irion, 305/513-3350, ext. 212