SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
Annual Report Pursuant to Section 15(d) of the
Securities Exchange Act of 1934
(Mark One)
[X] Annual report pursuant to Section 15(d) of the Securities Exchange Act of
1934 (No Fee Required)
For the fiscal year ended December 31, 1999
OR
[_] Transition report pursuant to Section 15(d) of the Securities Exchange Act
of 1934 (No Fee Required)
For the transition period from ___ to ___
Commission file number 1-14387
A. Full title of the plan and address of the plan, if different from that of
the issuer named below: United Rentals, Inc. 401(k) Investment Plan
B. Name of issuer of the securities held pursuant to the plan and the address
of its principal executive office:
United Rentals, Inc.
Five Greenwich Office Park
Greenwich, Connecticut 06830
REQUIRED INFORMATION
United Rentals, Inc. 401(k) Investment Plan
Financial Statements
and Supplemental Schedule
December 31, 1999
Contents
Report of Independent Auditors ............................................. 1
Financial Statements
Statements of Net Assets Available for Benefits ............................ 2
Statement of Changes in Net Assets Available for Benefits .................. 3
Notes to Financial Statements .............................................. 4
Supplemental Schedule
Schedule H, Line 4; Schedule of Assets Held for Investment
Purposes at End of Year ................................................. 8
Report of Independent Auditors
To Participants and Administrator of
United Rentals, Inc. 401(k) Investment Plan
We have audited the accompanying statements of net assets available for benefits
of United Rentals, Inc. 401(k) Investment Plan as of December 31, 1999 and 1998,
and the related statement of changes in net assets available for benefits for
the year ended December 31, 1999. These financial statements are the
responsibility of the Plan's management. Our responsibility is to express an
opinion on these financial statements based on our audits.
We conducted our audits in accordance with auditing standards generally accepted
in the United States. Those standards require that we plan and perform the audit
to obtain reasonable assurance about whether the financial statements are free
of material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our
opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for benefits of the Plan at
December 31, 1999 and 1998, and the changes in its net assets available for
benefits for the year ended December 31, 1999, in conformity with accounting
principles generally accepted in the United States.
Our audits were performed for the purpose of forming an opinion on the financial
statements taken as a whole. The accompanying supplemental schedule of assets
held for investment purposes at end of year as of December 31, 1999, is
presented for purposes of additional analysis and is not a required part of the
financial statements but is supplementary information required by the Department
of Labor's Rules and Regulations for Reporting and Disclosure under the Employee
Retirement Income Security Act of 1974. This supplemental schedule is the
responsibility of the Plan's management. The supplemental schedule has been
subjected to the auditing procedures applied in our audits of the financial
statements and, in our opinion, is fairly stated in all material respects in
relation to the financial statements taken as a whole.
/s/ Ernst & Young LLP
December 12, 2000
United Rentals, Inc. 401(k) Investment Plan
Statements of Net Assets Available for Benefits
December 31
1999 1998
----------- -----------
Assets:
Cash $ 580,839 $ --
Investments, at fair value:
Merrill Lynch Retirement Reserves Money Fund 3,833,240 434,104
United Rentals, Inc. Common Stock Fund 2,712,791 980,049
Mutual Funds:
Merrill Lynch Basic Value Fund, Inc. 2,311,381 192,616
Mass. Investors Trust 50,735 --
Merrill Lynch Fundamental Growth Fund 125,841 --
Pioneer Growth Shares 46,357 --
Dreyfus Premier Balance Fund 66,230 --
AIM Blue Chip Fund 264,509 --
Van Kampen Emerging Growth Fund 185,348 --
AIM Value Fund 113,592 --
MFS Capital OPP Fund 47,286 --
Federated Bond Fund 1,829,018 425,692
Merrill Lynch S&P 500 Index Fund 6,597,107 730,939
Lord Abbett Development Growth Fund 3,115,721 447,302
AIM International Equity Fund 2,399,582 325,940
----------- -----------
Total mutual funds 17,152,707 2,122,489
Participant loans receivable 335,759 19,228
Other 1,451 1,693
----------- -----------
24,616,787 3,557,563
Employee contributions receivable 861,197 593,695
Company contributions receivable 293,979 216,761
----------- -----------
Net assets available for benefits $25,771,963 $ 4,368,019
=========== ===========
See accompanying notes.
United Rentals, Inc. 401(k) Investment Plan
Statement of Changes in Net Assets Available for Benefits
Year ended December 31, 1999
Additions to net assets
Contributions:
Employee contributions $ 13,745,668
Company contributions 4,438,712
Rollover contributions 2,826,669
Investment income:
Interest and dividend income 626,243
Other, net 97,918
------------
21,735,210
Deductions from net assets
Benefits paid to participants (804,968)
Net appreciation in fair value of investments 473,702
------------
Net increase 21,403,944
Net assets available for benefits, beginning of year 4,368,019
------------
Net assets available for benefits, end of year $ 25,771,963
============
See accompanying notes.
United Rentals, Inc. 401(k) Investment Plan
Notes to Financial Statements
December 31, 1999
1. Plan Description
Description of the Plan
The following description of the United Rentals, Inc. 401(k) Investment Plan
(the "Plan") provides only general information. Participants should refer to the
Plan document for a more complete description of the Plan's provisions.
General
The Plan is a defined contribution plan which was established by United Rentals,
Inc. (the "Company") on January 1, 1998. It was subsequently amended and
restated effective May 1, 1998. All employees of the Company are eligible to
participate in the Plan on the first day of the month following completion of
six months of employment (with a minimum of 30 hours of service per week in 1999
and 35 hours of service per week prior to 1999) and provided that they have
reached the minimum age of 21 years. The Plan has been designed to allow tax
deferred contributions by the participants with discretionary Company
contributions. The Plan is subject to provisions of the Employee Retirement
Income Security Act of 1974 (ERISA).
Contributions
Participants may elect to contribute up to 15% of their annual wages paid by the
Company, limited to $10,000 per annum in 1999. Participants can suspend their
contributions at any time and still remain in the Plan. Participants can resume
contributions (after one year) and can change their elected contribution rate on
January 1, April 1, July 1 and October 1, of each year.
The Company may contribute a discretionary amount to the Plan determined
annually by the Board of Directors of the Company. During the year ended
December 31, 1999, the Company contributed 50% of the first 6% of each
participant's compensation up to a maximum of $1,500.
Participant Accounts
Each participant account is credited with the participant's contribution, the
Company's discretionary contribution and an allocation of Plan earnings.
Allocations are based on the account balance of the participants.
United Rentals, Inc. 401(k) Investment Plan
Notes to Financial Statements (continued)
1. Plan Description (continued)
Vesting
Participants are always 100% vested in their contributions plus actual earnings
thereon. Company contributions plus actual earnings thereon begin vesting 20%
per year after one year of service and are 100% vested after five years of
service (365 days minimum service per year). Forfeitures of Company
contributions, which aggregated $455,733 for 1999, are applied to reduce future
Company contributions or to pay for Plan administration expenses.
Investment Options
Participants may direct their elective contributions and the related Company
discretionary contributions into any of the options listed on the statement of
net assets available for benefits.
Participants Loans Receivable
Participants may borrow from their vested balances in the Plan, subject to
certain restrictions and limitations set forth in the Plan document and the
Internal Revenue Code. Loan terms range from one to five years for personal
loans and up to a reasonable period of time as established by the Plan
Administrator for the purchase of a primary residence. The loans are secured by
the vested balance in the participant's account and bear interest at a rate
determined by the Plan Administrator. Interest rates are 10% on notes
outstanding at December 31, 1999. Principal and interest are paid ratably
through payroll deductions.
Distributions and Withdrawals
A participant may not make withdrawals from their account prior to attaining age
59 1/2, except in the event of retirement, termination of employment or proven
hardship. Hardship withdrawals must be authorized by the Plan Administrator and
are subject to the requirements and limitations set forth in the Plan document,
the Internal Revenue Code and the regulations thereunder.
United Rentals, Inc. 401(k) Investment Plan
Notes to Financial Statements (continued)
1. Plan Description (continued)
Plan Termination
Although it has not expressed any intent to do so, the Company has the right
under the Plan to discontinue its contributions at any time and terminate the
Plan subject to the provision of ERISA. In the event that the Plan is
terminated, all amounts credited to the affected participant's accounts will
become 100% vested and will not be subject to forfeiture.
2. Summary of Significant Accounting Policies
Basis of Accounting
The Plan's financial statements are prepared on the accrual basis of accounting.
Investments
Plan investments are stated at fair value. Publicly traded mutual funds are
valued at their quoted market price. Participant loans receivable are valued at
their outstanding balances, which approximates fair value.
Use of Estimates
The preparation of financial statements in conformity with accounting principles
generally accepted in the United States requires management to make estimates
and assumptions that affect the amounts reported in the financial statements and
accompanying notes. Actual results could differ from those estimates.
3. Income Tax Status
The Plan is in the process of applying for a determination letter from the
Internal Revenue Service stating that the Plan is qualified under Section 401(a)
of the Internal Revenue Code. However, the Plan Administrator believes that the
Plan is qualified and, therefore, the related trust is exempt from taxation.
Once qualified the Plan is required to operate in conformity with the Code to
maintain its qualification. The Plan Sponsor has indicated that it will take the
necessary steps, if any, to maintain the Plan's qualified status.
United Rentals, Inc. 401(k) Investment Plan
Notes to Financial Statements (continued)
4. Administrative Expenses
All expenses of Plan Administration are paid by the Company. All investment
related expenses are charged directly to the employees' accounts.
5. Investments
During 1999, the Plan's net realized and unrealized appreciation (depreciation)
in fair value of investments was as follows:
United Rentals, Inc. Common Stock $(1,301,202)
Merrill Lynch Basic Value Fund, Inc. (85,540)
Mass. Investors Trust 717
Merrill Lynch Fundamental Growth Fund 7,188
Pioneer Growth Shares (826)
Dreyfus Premier Balance Fund (43)
AIM Blue Chip Fund 15,190
Van Kampen Emerging Growth Fund 39,189
AIM Value Fund 5,063
MFS Capital OPP Fund 1,031
Federated Bond Fund (105,433)
Merrill Lynch S&P 500 Index Fund 568,447
Lord Abbett Development Growth Fund 630,632
AIM International Equity Fund 699,289
-----------
$ 473,702
===========
United Rentals, Inc. 401(k) Investment Plan
Schedule H, Line 4; Schedule of Assets Held for Investment
Purposes at End of Year
December 31, 1999
Shares/ Current
Identity of Issue Units Value
------------------------------------------------------------------------------------
Merrill Lynch Retirement Reserves 3,833,240 $ 3,833,240
United Rentals, Inc. Common Stock* 158,411 2,712,791
Merrill Lynch Basic Value Fund, Inc. 60,730 2,311,381
Mass. Investors Trust 2,422 50,735
Merrill Lynch Fundamental Growth Fund 4,864 125,841
Pioneer Growth Shares 2,299 46,357
Dreyfus Premier Balance Fund 4,276 66,230
AIM Blue Chip Fund 5,075 264,509
Van Kampen Emerging Growth 2,121 185,348
AIM Value Fund 2,326 113,592
MFS Capital OPP Fund 2,251 47,286
Federated Bond Fund 203,224 1,829,018
Merrill Lynch S&P 500 Index Fund 366,099 6,597,107
Lord Abbett Development Growth Fund 152,284 3,115,721
AIM International Equity Fund 86,285 2,399,582
-----------
23,698,738
Participant loans receivable (interest rates are 10%;
maturities range from 5 to 10 years) 335,759
-----------
Total assets held for investment purposes at end of year $24,034,497
===========
* Indicates party-in-interest to the Plan.
EXHIBITS
23 Consent of Ernst & Young LLP
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the trustees (or other persons who administer the employee benefit plan) have
duly caused this annual report to be signed on its behalf by the undersigned
hereunto duly authorized.
United Rentals, Inc. 401(k) Investment Plan
Date: June 27, 2002 By: /s/ MICHAEL J. NOLAN
----------------------- ---------------------------------------
Name: Michael J. Nolan
Title: Chief Financial Officer