United Rentals Closes $2.5B Senior Notes Offering and Refinances Debt

Executive Summary

On October 29, 2026, United Rentals (North America), Inc. (URNA), a wholly-owned subsidiary of United Rentals, Inc. (NYSE: URI), closed a public offering of $2.5 billion aggregate principal amount of senior notes across three tranches, guaranteed by URI on a senior unsecured basis. The company raised approximately $2.476 billion in net proceeds, utilized primarily to repay its $975 million term loan facility in full and pay down borrowings under its asset-based revolving credit facility.

Key Terms of the Notes Offering

1. Tranche Breakdown:
   • 5.550% Senior Notes due October 15, 2029: $700,000,000 aggregate principal amount.
   • 5.750% Senior Notes due October 15, 2031: $800,000,000 aggregate principal amount.
   • 6.200% Senior Notes due October 15, 2036: $1,000,000,000 aggregate principal amount.
2. Interest Payments: Semi-annually on April 15 and October 15, beginning April 15, 2027.
3. Ranking & Guarantees: Senior unsecured obligations of URNA, guaranteed on a senior unsecured basis by URI. The notes are structurally subordinated to existing and future liabilities of URNA's subsidiaries.
4. Optional Redemption: Par call dates are set one month prior to maturity for the 2029 and 2031 notes, and three months prior to maturity for the 2036 notes. Prior to these dates, redemptions incur a make-whole premium.

Debt Refinancing and Credit Agreement Amendments

• Term Loan Payoff & Termination (Item 1.02): URNA paid off all outstanding borrowings ($975 million) under its Credit and Guaranty Agreement dated October 31, 2018 (as amended), terminating the facility.
• Credit Agreement Amendment (Item 1.01): On October 23, 2026, URNA amended its Fifth Amended and Restated Credit Agreement, revising subsidiary guarantee thresholds to apply only if a subsidiary incurs/guarantees debt securities or term loans exceeding $300 million, and increasing the European swingline sub-limit to $40 million.
• Collateral & Guarantee Releases: Having received investment-grade credit ratings from S&P Global Ratings (October 9, 2026) and Moody's Investors Service (October 23, 2026), subsidiary guarantees and collateral securing existing notes and the ABL facility were formally released.

Financial & Strategic Impact

This transaction transitions United Rentals toward an unsecured, investment-grade debt capital structure. By replacing secured bank term debt with long-term unsecured fixed-rate notes and freeing collateral/subsidiary guarantees, the company has extended its debt maturity profile and significantly enhanced financial and balance sheet flexibility.