4.950% Senior Notes due 2030
Note · Sunbelt Rentals Holdings, Inc.
Reference: 4.950% Senior Notes due 2030
- Original principal
- USD 450,000,000
- Outstanding
- —
- Commitment
- —
- Availability
- —
- Maturity
- Aug 12, 2030
Last reported interest terms: 4.95% Reported 2026-07-15 Later filings may not restate these terms; this does not confirm they still apply.
Verified covenant terms
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Section 4.09 · Limitation on Guarantees of Certain Debt by Domestic Subsidiaries
The Issuer shall not permit any Domestic Subsidiary of the Issuer that is not a Guarantor, directly or indirectly, to incur or guarantee the payment of Debt
Applies to every series under this agreement SECTION 4.09. Limitation on Guarantees of Certain Debt by Domestic Subsidiaries.
Full wording and supporting evidence
Source evidence: SECTION 4.09. Limitation on Guarantees of Certain Debt by Domestic Subsidiaries. The Issuer shall not permit any Domestic Subsidiary of the Issuer that is not a Guarantor, directly or indirectly, to incur or guarantee the payment of Debt under the Senior Secured Credit Facility or any capital markets debt securities of the Issuer or a Guarantor in an aggregate principal amount in excess of the greater of (i) 1.0% of Consolidated Net Tangible Assets or (ii) $125.0 million, unless:
Target identity evidence: INDENTURE dated as of July 14, 2026, among Sunbelt Rentals Holdings, Inc., a corporation incorporated under the laws of the State of Delaware (the "Issuer"), the Guarantors (as defined herein) listed on the signature pages hereto, BNY Mellon Corporate Trustee Services Limited, as Trustee (as herein defined), The Bank of New York Mellon, London Branch, as Paying Agent (as herein defined), and The Bank of New York Mellon SA/NV, Dublin Branch, as Transfer Agent and Registrar (as herein defined).
Target identity evidence: SUNBELT RENTALS HOLDINGS, INC.
Target identity evidence: Indenture
Target identity evidence: Dated as of July 14, 2026
Target identity evidence: $450,000,000 4.950% Senior Notes due 2030
Target identity evidence: $750,000,000 5.650% Senior Notes due 2036
Target identity evidence: the “2030 Notes”) and $750,000,000 of its 5.650% Senior Notes due 2036 issued on the date hereof (the “2036 Notes, together with the 2030 Notes, the “Original Notes”) and any additional notes (the “Additional Notes” and, together with the Original Notes, the “Notes”)
Target identity evidence: Sunbelt Rentals Holdings, Inc., a corporation incorporated under the laws of the State of Delaware (the “Issuer”)
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Section 5.02 · Successor Substituted
any Surviving Entity formed by such consolidation or into which the Issuer is merged or to which such sale, conveyance, transfer, lease or other disposition is made, shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture
Applies to every series under this agreement SECTION 5.02. Successor Substituted.
Full wording and supporting evidence
Source evidence: Upon any consolidation or merger, or any sale, conveyance, transfer, lease or other disposition of all or substantially all of the property and assets of the Issuer in accordance with Section 5.01 of this Indenture, any Surviving Entity formed by such consolidation or into which the Issuer is merged or to which such sale, conveyance, transfer, lease or other disposition is made, shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture, and the Issuer shall automatically be released and discharged from its obligations under this Indenture other than in the case of a lease of all or substantially all of the Issuer's assets on a consolidated basis.
Target identity evidence: INDENTURE dated as of July 14, 2026, among Sunbelt Rentals Holdings, Inc., a corporation incorporated under the laws of the State of Delaware (the "Issuer"), the Guarantors (as defined herein) listed on the signature pages hereto, BNY Mellon Corporate Trustee Services Limited, as Trustee (as herein defined), The Bank of New York Mellon, London Branch, as Paying Agent (as herein defined), and The Bank of New York Mellon SA/NV, Dublin Branch, as Transfer Agent and Registrar (as herein defined).
Target identity evidence: SUNBELT RENTALS HOLDINGS, INC.
Target identity evidence: Indenture
Target identity evidence: Dated as of July 14, 2026
Target identity evidence: $450,000,000 4.950% Senior Notes due 2030
Target identity evidence: $750,000,000 5.650% Senior Notes due 2036
Target identity evidence: the “2030 Notes”) and $750,000,000 of its 5.650% Senior Notes due 2036 issued on the date hereof (the “2036 Notes, together with the 2030 Notes, the “Original Notes”) and any additional notes (the “Additional Notes” and, together with the Original Notes, the “Notes”)
Target identity evidence: Sunbelt Rentals Holdings, Inc., a corporation incorporated under the laws of the State of Delaware (the “Issuer”)
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Section 5.01(a) · Consolidation, Merger and Sale of Assets
The Issuer shall not, in a single transaction or through a series of related transactions, consolidate with or merge with or into any other Person
Applies to every series under this agreement SECTION 5.01. Consolidation, Merger and Sale of Assets.
Full wording and supporting evidence
Source evidence: (a) The Issuer shall not, in a single transaction or through a series of related transactions, consolidate with or merge with or into any other Person or sell, assign, convey, transfer, lease or otherwise dispose of all or substantially all of the properties and assets of the Issuer and its Subsidiaries on a consolidated basis to any other Person or Persons, and the Issuer shall not permit any of its Subsidiaries to enter into any such transaction or series of related transactions if such transaction or series of related transactions, in the aggregate, would result in the sale, assignment, conveyance, transfer, lease or other disposition of all or substantially all of the properties and assets of the Issuer and its Subsidiaries on a consolidated basis to any Person or Persons.
Target identity evidence: INDENTURE dated as of July 14, 2026, among Sunbelt Rentals Holdings, Inc., a corporation incorporated under the laws of the State of Delaware (the "Issuer"), the Guarantors (as defined herein) listed on the signature pages hereto, BNY Mellon Corporate Trustee Services Limited, as Trustee (as herein defined), The Bank of New York Mellon, London Branch, as Paying Agent (as herein defined), and The Bank of New York Mellon SA/NV, Dublin Branch, as Transfer Agent and Registrar (as herein defined).
Target identity evidence: SUNBELT RENTALS HOLDINGS, INC.
Target identity evidence: Indenture
Target identity evidence: Dated as of July 14, 2026
Target identity evidence: $450,000,000 4.950% Senior Notes due 2030
Target identity evidence: $750,000,000 5.650% Senior Notes due 2036
Target identity evidence: the “2030 Notes”) and $750,000,000 of its 5.650% Senior Notes due 2036 issued on the date hereof (the “2036 Notes, together with the 2030 Notes, the “Original Notes”) and any additional notes (the “Additional Notes” and, together with the Original Notes, the “Notes”)
Target identity evidence: Sunbelt Rentals Holdings, Inc., a corporation incorporated under the laws of the State of Delaware (the “Issuer”)
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Section 4.10(a) · Reports to Holders
the Issuer shall file with the Trustee, within 15 days after it files the same with the Commission, copies of the annual reports and the information, documents and other reports
Applies to every series under this agreement Springing Trigger: So long as any Notes are outstanding and the Issuer is subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act SECTION 4.10. Reports to Holders.
Full wording and supporting evidence
Source evidence: (a) So long as any Notes are outstanding and the Issuer is subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act, the Issuer shall file with the Trustee, within 15 days after it files the same with the Commission, copies of the annual reports and the information, documents and other reports (or copies of such portions of any of the foregoing as the Commission may by rules and regulations prescribe) that the Issuer is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act.
Target identity evidence: INDENTURE dated as of July 14, 2026, among Sunbelt Rentals Holdings, Inc., a corporation incorporated under the laws of the State of Delaware (the "Issuer"), the Guarantors (as defined herein) listed on the signature pages hereto, BNY Mellon Corporate Trustee Services Limited, as Trustee (as herein defined), The Bank of New York Mellon, London Branch, as Paying Agent (as herein defined), and The Bank of New York Mellon SA/NV, Dublin Branch, as Transfer Agent and Registrar (as herein defined).
Target identity evidence: SUNBELT RENTALS HOLDINGS, INC.
Target identity evidence: Indenture
Target identity evidence: Dated as of July 14, 2026
Target identity evidence: $450,000,000 4.950% Senior Notes due 2030
Target identity evidence: $750,000,000 5.650% Senior Notes due 2036
Target identity evidence: the “2030 Notes”) and $750,000,000 of its 5.650% Senior Notes due 2036 issued on the date hereof (the “2036 Notes, together with the 2030 Notes, the “Original Notes”) and any additional notes (the “Additional Notes” and, together with the Original Notes, the “Notes”)
Target identity evidence: Sunbelt Rentals Holdings, Inc., a corporation incorporated under the laws of the State of Delaware (the “Issuer”)
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Section 4.10(d) · Reports to Holders
the Issuer shall furnish to the Holders and to prospective investors, upon the requests of such holders, any information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act
Applies to every series under this agreement Springing Trigger: so long as the Notes are not freely transferable under the Securities Act by Persons who are not "affiliates" under the Securities Act SECTION 4.10. Reports to Holders.
Full wording and supporting evidence
Source evidence: (d) In addition, the Issuer shall furnish to the Holders and to prospective investors, upon the requests of such holders, any information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act so long as the Notes are not freely transferable under the Securities Act by Persons who are not "affiliates" under the Securities Act.
Target identity evidence: INDENTURE dated as of July 14, 2026, among Sunbelt Rentals Holdings, Inc., a corporation incorporated under the laws of the State of Delaware (the "Issuer"), the Guarantors (as defined herein) listed on the signature pages hereto, BNY Mellon Corporate Trustee Services Limited, as Trustee (as herein defined), The Bank of New York Mellon, London Branch, as Paying Agent (as herein defined), and The Bank of New York Mellon SA/NV, Dublin Branch, as Transfer Agent and Registrar (as herein defined).
Target identity evidence: SUNBELT RENTALS HOLDINGS, INC.
Target identity evidence: Indenture
Target identity evidence: Dated as of July 14, 2026
Target identity evidence: $450,000,000 4.950% Senior Notes due 2030
Target identity evidence: $750,000,000 5.650% Senior Notes due 2036
Target identity evidence: the “2030 Notes”) and $750,000,000 of its 5.650% Senior Notes due 2036 issued on the date hereof (the “2036 Notes, together with the 2030 Notes, the “Original Notes”) and any additional notes (the “Additional Notes” and, together with the Original Notes, the “Notes”)
Target identity evidence: Sunbelt Rentals Holdings, Inc., a corporation incorporated under the laws of the State of Delaware (the “Issuer”)
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Section 4.10(b) · Reports to Holders
the Issuer shall furnish to the Trustee such information that is at the time required to be delivered pursuant to Section 314(a) of the Trust Indenture Act of 1939, as amended.
Applies to every series under this agreement Springing Trigger: If, at any time, the Issuer is not subject to the requirements of such Section 13 or 15(d) for any reason SECTION 4.10. Reports to Holders.
Full wording and supporting evidence
Source evidence: (b) If, at any time, the Issuer is not subject to the requirements of such Section 13 or 15(d) for any reason, the Issuer shall furnish to the Trustee such information that is at the time required to be delivered pursuant to Section 314(a) of the Trust Indenture Act of 1939, as amended.
Target identity evidence: INDENTURE dated as of July 14, 2026, among Sunbelt Rentals Holdings, Inc., a corporation incorporated under the laws of the State of Delaware (the "Issuer"), the Guarantors (as defined herein) listed on the signature pages hereto, BNY Mellon Corporate Trustee Services Limited, as Trustee (as herein defined), The Bank of New York Mellon, London Branch, as Paying Agent (as herein defined), and The Bank of New York Mellon SA/NV, Dublin Branch, as Transfer Agent and Registrar (as herein defined).
Target identity evidence: SUNBELT RENTALS HOLDINGS, INC.
Target identity evidence: Indenture
Target identity evidence: Dated as of July 14, 2026
Target identity evidence: $450,000,000 4.950% Senior Notes due 2030
Target identity evidence: $750,000,000 5.650% Senior Notes due 2036
Target identity evidence: the “2030 Notes”) and $750,000,000 of its 5.650% Senior Notes due 2036 issued on the date hereof (the “2036 Notes, together with the 2030 Notes, the “Original Notes”) and any additional notes (the “Additional Notes” and, together with the Original Notes, the “Notes”)
Target identity evidence: Sunbelt Rentals Holdings, Inc., a corporation incorporated under the laws of the State of Delaware (the “Issuer”)
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Section 6.01(a)(vii) · Events of Default
(A) the Issuer or any Significant Subsidiary commences a voluntary case or proceeding under any applicable Bankruptcy Law or any other case or proceeding to be adjudicated bankrupt or insolvent
Applies to every series under this agreement SECTION 6.01. Events of Default.
Full wording and supporting evidence
Source evidence: (vii) (A) the Issuer or any Significant Subsidiary commences a voluntary case or proceeding under any applicable Bankruptcy Law or any other case or proceeding to be adjudicated bankrupt or insolvent or (y) consents to the filing of a petition, application, answer, proposal or consent seeking reorganization or relief under any applicable Bankruptcy Law, (B) the Issuer or any Significant Subsidiary consents to the entry of a decree or order for relief in respect of the Issuer or such Significant Subsidiary in an involuntary case or proceeding under any applicable Bankruptcy Law or to the commencement of any bankruptcy or insolvency case or proceeding against it or, (C) the Issuer or any Significant Subsidiary (x) consents to the appointment of, or taking possession by, a custodian, receiver (provisional, interim or permanent), manager, liquidator, administrator, supervisor, assignee, trustee, sequestrator or similar official of the Issuer or such Significant Subsidiary or of any substantial part of their respective properties, (y) makes an assignment or proposal for the benefit of creditors or (z) admits it is insolvent or admits in writing its inability to pay its debts generally as they become due or commits an "act of bankruptcy" under any applicable Bankruptcy Law.
Target identity evidence: INDENTURE dated as of July 14, 2026, among Sunbelt Rentals Holdings, Inc., a corporation incorporated under the laws of the State of Delaware (the "Issuer"), the Guarantors (as defined herein) listed on the signature pages hereto, BNY Mellon Corporate Trustee Services Limited, as Trustee (as herein defined), The Bank of New York Mellon, London Branch, as Paying Agent (as herein defined), and The Bank of New York Mellon SA/NV, Dublin Branch, as Transfer Agent and Registrar (as herein defined).
Target identity evidence: SUNBELT RENTALS HOLDINGS, INC.
Target identity evidence: Indenture
Target identity evidence: Dated as of July 14, 2026
Target identity evidence: $450,000,000 4.950% Senior Notes due 2030
Target identity evidence: $750,000,000 5.650% Senior Notes due 2036
Target identity evidence: the “2030 Notes”) and $750,000,000 of its 5.650% Senior Notes due 2036 issued on the date hereof (the “2036 Notes, together with the 2030 Notes, the “Original Notes”) and any additional notes (the “Additional Notes” and, together with the Original Notes, the “Notes”)
Target identity evidence: Sunbelt Rentals Holdings, Inc., a corporation incorporated under the laws of the State of Delaware (the “Issuer”)
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Section 6.01(a)(v) · Events of Default
(v) any Guarantee of a Guarantor that is a Significant Subsidiary, or a group of Guarantors of the Issuer that taken together would constitute a Significant Subsidiary, ceases to be, or shall be asserted in writing by any such Guarantor, or any Person acting on behalf of any Guarantor, not to be in full force and effect or enforceable in accordance with its terms (other than as provided for in this Indenture or any Guarantee); or
Applies to every series under this agreement SECTION 6.01. Events of Default.
Full wording and supporting evidence
Source evidence: (v) any Guarantee of a Guarantor that is a Significant Subsidiary, or a group of Guarantors of the Issuer that taken together would constitute a Significant Subsidiary, ceases to be, or shall be asserted in writing by any such Guarantor, or any Person acting on behalf of any Guarantor, not to be in full force and effect or enforceable in accordance with its terms (other than as provided for in this Indenture or any Guarantee); or
Target identity evidence: INDENTURE dated as of July 14, 2026, among Sunbelt Rentals Holdings, Inc., a corporation incorporated under the laws of the State of Delaware (the "Issuer"), the Guarantors (as defined herein) listed on the signature pages hereto, BNY Mellon Corporate Trustee Services Limited, as Trustee (as herein defined), The Bank of New York Mellon, London Branch, as Paying Agent (as herein defined), and The Bank of New York Mellon SA/NV, Dublin Branch, as Transfer Agent and Registrar (as herein defined).
Target identity evidence: SUNBELT RENTALS HOLDINGS, INC.
Target identity evidence: Indenture
Target identity evidence: Dated as of July 14, 2026
Target identity evidence: $450,000,000 4.950% Senior Notes due 2030
Target identity evidence: $750,000,000 5.650% Senior Notes due 2036
Target identity evidence: the “2030 Notes”) and $750,000,000 of its 5.650% Senior Notes due 2036 issued on the date hereof (the “2036 Notes, together with the 2030 Notes, the “Original Notes”) and any additional notes (the “Additional Notes” and, together with the Original Notes, the “Notes”)
Target identity evidence: Sunbelt Rentals Holdings, Inc., a corporation incorporated under the laws of the State of Delaware (the “Issuer”)
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Section 6.01(a)(vi) · Events of Default
(vi) the entry by a court of competent jurisdiction of (A) a decree or order for relief in respect of the Issuer or any Significant Subsidiary in an involuntary case or proceeding under any applicable Bankruptcy Law or (B) a decree or order adjudging the Issuer or any Significant Subsidiary bankrupt or insolvent, or seeking reorganization, arrangement, adjustment, proposal or composition of or in respect of the Issuer or any Significant Subsidiary under any applicable law, or appointing a custodian,…
Applies to every series under this agreement SECTION 6.01. Events of Default.
Full wording and supporting evidence
Source evidence: (vi) the entry by a court of competent jurisdiction of (A) a decree or order for relief in respect of the Issuer or any Significant Subsidiary in an involuntary case or proceeding under any applicable Bankruptcy Law or (B) a decree or order adjudging the Issuer or any Significant Subsidiary bankrupt or insolvent, or seeking reorganization, arrangement, adjustment, proposal or composition of or in respect of the Issuer or any Significant Subsidiary under any applicable law, or appointing a custodian, receiver (provisional, interim or permanent), manager, liquidator, assignee, trustee or sequestrator (or other similar official) of the Issuer or any Significant Subsidiary or of any substantial part of their respective properties or ordering the winding up, dissolution or liquidation of their affairs, and any such decree, order or appointment pursuant to any Bankruptcy Law for relief shall continue to be in effect, or any such other decree, appointment or order shall be unstayed and in effect, for a period of 60 consecutive days; or
Target identity evidence: INDENTURE dated as of July 14, 2026, among Sunbelt Rentals Holdings, Inc., a corporation incorporated under the laws of the State of Delaware (the "Issuer"), the Guarantors (as defined herein) listed on the signature pages hereto, BNY Mellon Corporate Trustee Services Limited, as Trustee (as herein defined), The Bank of New York Mellon, London Branch, as Paying Agent (as herein defined), and The Bank of New York Mellon SA/NV, Dublin Branch, as Transfer Agent and Registrar (as herein defined).
Target identity evidence: SUNBELT RENTALS HOLDINGS, INC.
Target identity evidence: Indenture
Target identity evidence: Dated as of July 14, 2026
Target identity evidence: $450,000,000 4.950% Senior Notes due 2030
Target identity evidence: $750,000,000 5.650% Senior Notes due 2036
Target identity evidence: the “2030 Notes”) and $750,000,000 of its 5.650% Senior Notes due 2036 issued on the date hereof (the “2036 Notes, together with the 2030 Notes, the “Original Notes”) and any additional notes (the “Additional Notes” and, together with the Original Notes, the “Notes”)
Target identity evidence: Sunbelt Rentals Holdings, Inc., a corporation incorporated under the laws of the State of Delaware (the “Issuer”)
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Section 6.01(a)(i) · Events of Default
default for 30 consecutive days in the payment when due of any interest on the applicable series of Notes
Applies to every series under this agreement SECTION 6.01. Events of Default.
Full wording and supporting evidence
Source evidence: (i) default for 30 consecutive days in the payment when due of any interest on the applicable series of Notes;
Target identity evidence: INDENTURE dated as of July 14, 2026, among Sunbelt Rentals Holdings, Inc., a corporation incorporated under the laws of the State of Delaware (the "Issuer"), the Guarantors (as defined herein) listed on the signature pages hereto, BNY Mellon Corporate Trustee Services Limited, as Trustee (as herein defined), The Bank of New York Mellon, London Branch, as Paying Agent (as herein defined), and The Bank of New York Mellon SA/NV, Dublin Branch, as Transfer Agent and Registrar (as herein defined).
Target identity evidence: SUNBELT RENTALS HOLDINGS, INC.
Target identity evidence: Indenture
Target identity evidence: Dated as of July 14, 2026
Target identity evidence: $450,000,000 4.950% Senior Notes due 2030
Target identity evidence: $750,000,000 5.650% Senior Notes due 2036
Target identity evidence: the “2030 Notes”) and $750,000,000 of its 5.650% Senior Notes due 2036 issued on the date hereof (the “2036 Notes, together with the 2030 Notes, the “Original Notes”) and any additional notes (the “Additional Notes” and, together with the Original Notes, the “Notes”)
Target identity evidence: Sunbelt Rentals Holdings, Inc., a corporation incorporated under the laws of the State of Delaware (the “Issuer”)
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Section 6.01(a)(ii) · Events of Default
default in the payment of the principal of or premium, if any, on the applicable series of Notes at their Maturity
Applies to every series under this agreement SECTION 6.01. Events of Default.
Full wording and supporting evidence
Source evidence: (ii) default in the payment of the principal of or premium, if any, on the applicable series of Notes at their Maturity (upon acceleration, redemption, required repurchase, declaration or otherwise); or
Target identity evidence: INDENTURE dated as of July 14, 2026, among Sunbelt Rentals Holdings, Inc., a corporation incorporated under the laws of the State of Delaware (the "Issuer"), the Guarantors (as defined herein) listed on the signature pages hereto, BNY Mellon Corporate Trustee Services Limited, as Trustee (as herein defined), The Bank of New York Mellon, London Branch, as Paying Agent (as herein defined), and The Bank of New York Mellon SA/NV, Dublin Branch, as Transfer Agent and Registrar (as herein defined).
Target identity evidence: SUNBELT RENTALS HOLDINGS, INC.
Target identity evidence: Indenture
Target identity evidence: Dated as of July 14, 2026
Target identity evidence: $450,000,000 4.950% Senior Notes due 2030
Target identity evidence: $750,000,000 5.650% Senior Notes due 2036
Target identity evidence: the “2030 Notes”) and $750,000,000 of its 5.650% Senior Notes due 2036 issued on the date hereof (the “2036 Notes, together with the 2030 Notes, the “Original Notes”) and any additional notes (the “Additional Notes” and, together with the Original Notes, the “Notes”)
Target identity evidence: Sunbelt Rentals Holdings, Inc., a corporation incorporated under the laws of the State of Delaware (the “Issuer”)
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Section 6.01(a)(iv) · Events of Default
default under the terms of any instrument evidencing Debt of the Issuer or any Guarantor that results in the acceleration of the payment of such Debt
Applies to every series under this agreement SECTION 6.01. Events of Default.
Full wording and supporting evidence
Source evidence: (iv) default under the terms of any instrument evidencing Debt of the Issuer or any Guarantor that results in the acceleration of the payment of such Debt or constitutes the failure to pay such Debt at final maturity thereof after giving effect to any applicable grace periods (and other than by regularly scheduled required prepayment) and such failure to make any payment has not been waived or cured, such acceleration has not been rescinded, or the maturity of such Debt has not been extended, and, in each case, the total amount of such Debt exceeds the greater of (i) 2.0% of Consolidated Net Tangible Assets or (ii) $250.0 million or its equivalent at the time; or
Target identity evidence: INDENTURE dated as of July 14, 2026, among Sunbelt Rentals Holdings, Inc., a corporation incorporated under the laws of the State of Delaware (the "Issuer"), the Guarantors (as defined herein) listed on the signature pages hereto, BNY Mellon Corporate Trustee Services Limited, as Trustee (as herein defined), The Bank of New York Mellon, London Branch, as Paying Agent (as herein defined), and The Bank of New York Mellon SA/NV, Dublin Branch, as Transfer Agent and Registrar (as herein defined).
Target identity evidence: SUNBELT RENTALS HOLDINGS, INC.
Target identity evidence: Indenture
Target identity evidence: Dated as of July 14, 2026
Target identity evidence: $450,000,000 4.950% Senior Notes due 2030
Target identity evidence: $750,000,000 5.650% Senior Notes due 2036
Target identity evidence: the “2030 Notes”) and $750,000,000 of its 5.650% Senior Notes due 2036 issued on the date hereof (the “2036 Notes, together with the 2030 Notes, the “Original Notes”) and any additional notes (the “Additional Notes” and, together with the Original Notes, the “Notes”)
Target identity evidence: Sunbelt Rentals Holdings, Inc., a corporation incorporated under the laws of the State of Delaware (the “Issuer”)
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Section 6.01(a)(iii) · Events of Default
failure to comply with any covenant or agreement of the Issuer or of any Subsidiary of the Issuer that is contained in this Indenture or any Guarantees
Applies to every series under this agreement Springing Trigger: written notice has been given, by registered or certified mail, (x) to the Issuer by the Trustee or (y) to the Issuer and the Trustee by the Holders of at least 25% in aggregate principal amount of the outstanding Notes of the applicable series SECTION 6.01. Events of Default.
Full wording and supporting evidence
Source evidence: (iii) failure to comply with any covenant or agreement of the Issuer or of any Subsidiary of the Issuer that is contained in this Indenture or any Guarantees (other than specified in clause (i) or (ii) above) and such failure continues for a period of 60 or more consecutive days after written notice has been given, by registered or certified mail, (x) to the Issuer by the Trustee or (y) to the Issuer and the Trustee by the Holders of at least 25% in aggregate principal amount of the outstanding Notes of the applicable series; or
Target identity evidence: INDENTURE dated as of July 14, 2026, among Sunbelt Rentals Holdings, Inc., a corporation incorporated under the laws of the State of Delaware (the "Issuer"), the Guarantors (as defined herein) listed on the signature pages hereto, BNY Mellon Corporate Trustee Services Limited, as Trustee (as herein defined), The Bank of New York Mellon, London Branch, as Paying Agent (as herein defined), and The Bank of New York Mellon SA/NV, Dublin Branch, as Transfer Agent and Registrar (as herein defined).
Target identity evidence: SUNBELT RENTALS HOLDINGS, INC.
Target identity evidence: Indenture
Target identity evidence: Dated as of July 14, 2026
Target identity evidence: $450,000,000 4.950% Senior Notes due 2030
Target identity evidence: $750,000,000 5.650% Senior Notes due 2036
Target identity evidence: the “2030 Notes”) and $750,000,000 of its 5.650% Senior Notes due 2036 issued on the date hereof (the “2036 Notes, together with the 2030 Notes, the “Original Notes”) and any additional notes (the “Additional Notes” and, together with the Original Notes, the “Notes”)
Target identity evidence: Sunbelt Rentals Holdings, Inc., a corporation incorporated under the laws of the State of Delaware (the “Issuer”)
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Section 11.18(b) · Sanctions
(b) The Issuer and each Guarantor covenants that neither they nor any of their affiliates, subsidiaries, directors or officers will use any payments made pursuant to this Indenture, (i) to fund or facilitate any activities of or business with any person who, at the time of such funding or facilitation, is the subject or target of Sanctions, (ii) to fund or facilitate any activities of or business with any country or territory that is the target or subject of Sanctions, or (iii) in any other manner that…
Applies to every series under this agreement Defined terms:
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Sanctions: any sanctions enforced by the U.S. Government (including the Office of Foreign Assets Control of the U.S. Department of the Treasury (“OFAC”)), the United Nations Security Council, the European Union, HM Treasury, or other relevant sanctions authority
Source evidence: any sanctions enforced by the U.S. Government (including the Office of Foreign Assets Control of the U.S. Department of the Treasury (“OFAC”)), the United Nations Security Council, the European Union, HM Treasury, or other relevant sanctions authority (collectively “Sanctions”).
Full wording and supporting evidence
Source evidence: (b) The Issuer and each Guarantor covenants that neither they nor any of their affiliates, subsidiaries, directors or officers will use any payments made pursuant to this Indenture, (i) to fund or facilitate any activities of or business with any person who, at the time of such funding or facilitation, is the subject or target of Sanctions, (ii) to fund or facilitate any activities of or business with any country or territory that is the target or subject of Sanctions, or (iii) in any other manner that will result in a violation of Sanctions by any person.
Target identity evidence: INDENTURE dated as of July 14, 2026, among Sunbelt Rentals Holdings, Inc., a corporation incorporated under the laws of the State of Delaware (the "Issuer"), the Guarantors (as defined herein) listed on the signature pages hereto, BNY Mellon Corporate Trustee Services Limited, as Trustee (as herein defined), The Bank of New York Mellon, London Branch, as Paying Agent (as herein defined), and The Bank of New York Mellon SA/NV, Dublin Branch, as Transfer Agent and Registrar (as herein defined).
Target identity evidence: SUNBELT RENTALS HOLDINGS, INC.
Target identity evidence: Indenture
Target identity evidence: Dated as of July 14, 2026
Target identity evidence: $450,000,000 4.950% Senior Notes due 2030
Target identity evidence: $750,000,000 5.650% Senior Notes due 2036
Target identity evidence: the “2030 Notes”) and $750,000,000 of its 5.650% Senior Notes due 2036 issued on the date hereof (the “2036 Notes, together with the 2030 Notes, the “Original Notes”) and any additional notes (the “Additional Notes” and, together with the Original Notes, the “Notes”)
Target identity evidence: Sunbelt Rentals Holdings, Inc., a corporation incorporated under the laws of the State of Delaware (the “Issuer”)
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Sanctions: any sanctions enforced by the U.S. Government (including the Office of Foreign Assets Control of the U.S. Department of the Treasury (“OFAC”)), the United Nations Security Council, the European Union, HM Treasury, or other relevant sanctions authority
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Section 12.01(c) · Notes Guarantees
agree to pay any and all costs and expenses (including reasonable attorneys’ fees) incurred by the Trustee or any Holder in enforcing any rights
Applies to every series under this agreement SECTION 12.01. Notes Guarantees.
Full wording and supporting evidence
Source evidence: (c) The Guarantors also agree to pay any and all costs and expenses (including reasonable attorneys’ fees) incurred by the Trustee or any Holder in enforcing any rights under this Section 12.01.
Target identity evidence: INDENTURE dated as of July 14, 2026, among Sunbelt Rentals Holdings, Inc., a corporation incorporated under the laws of the State of Delaware (the "Issuer"), the Guarantors (as defined herein) listed on the signature pages hereto, BNY Mellon Corporate Trustee Services Limited, as Trustee (as herein defined), The Bank of New York Mellon, London Branch, as Paying Agent (as herein defined), and The Bank of New York Mellon SA/NV, Dublin Branch, as Transfer Agent and Registrar (as herein defined).
Target identity evidence: SUNBELT RENTALS HOLDINGS, INC.
Target identity evidence: Indenture
Target identity evidence: Dated as of July 14, 2026
Target identity evidence: $450,000,000 4.950% Senior Notes due 2030
Target identity evidence: $750,000,000 5.650% Senior Notes due 2036
Target identity evidence: the “2030 Notes”) and $750,000,000 of its 5.650% Senior Notes due 2036 issued on the date hereof (the “2036 Notes, together with the 2030 Notes, the “Original Notes”) and any additional notes (the “Additional Notes” and, together with the Original Notes, the “Notes”)
Target identity evidence: Sunbelt Rentals Holdings, Inc., a corporation incorporated under the laws of the State of Delaware (the “Issuer”)
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Section 12.02(a) · Subrogation
entitled to contribution from each other Guarantor
Applies to every series under this agreement SECTION 12.02. Subrogation.
Full wording and supporting evidence
Source evidence: (a) Each Guarantor that makes a payment or distribution under its Guarantee shall be entitled to contribution from each other Guarantor; provided that each Guarantor shall be subrogated to all rights of the Holders against the Issuer in respect of any amounts paid to such Holders by such Guarantor pursuant to the provisions of its Guarantee.
Target identity evidence: INDENTURE dated as of July 14, 2026, among Sunbelt Rentals Holdings, Inc., a corporation incorporated under the laws of the State of Delaware (the "Issuer"), the Guarantors (as defined herein) listed on the signature pages hereto, BNY Mellon Corporate Trustee Services Limited, as Trustee (as herein defined), The Bank of New York Mellon, London Branch, as Paying Agent (as herein defined), and The Bank of New York Mellon SA/NV, Dublin Branch, as Transfer Agent and Registrar (as herein defined).
Target identity evidence: SUNBELT RENTALS HOLDINGS, INC.
Target identity evidence: Indenture
Target identity evidence: Dated as of July 14, 2026
Target identity evidence: $450,000,000 4.950% Senior Notes due 2030
Target identity evidence: $750,000,000 5.650% Senior Notes due 2036
Target identity evidence: the “2030 Notes”) and $750,000,000 of its 5.650% Senior Notes due 2036 issued on the date hereof (the “2036 Notes, together with the 2030 Notes, the “Original Notes”) and any additional notes (the “Additional Notes” and, together with the Original Notes, the “Notes”)
Target identity evidence: Sunbelt Rentals Holdings, Inc., a corporation incorporated under the laws of the State of Delaware (the “Issuer”)
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Section 12.01(a) · Notes Guarantees
fully and unconditionally guarantee on a senior, joint and several basis to each Holder and to the Trustee
Applies to every series under this agreement Exceptions: All payments under each Guarantee shall be made in U.S. Dollars. Defined terms:
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Guarantor Obligations: the full and punctual payment of principal of, premium, if any, and interest, if any, and all other monetary obligations of the Issuer under this Indenture and the Notes (including obligations to the Trustee) with respect to each Note authenticated and delivered by the Trustee or its agent pursuant to and in accordance with this Indenture when and as the same shall become due and payable, in accordance with the terms of this Indenture
Source evidence: the full and punctual payment of principal of, premium, if any, and interest, if any, and all other monetary obligations of the Issuer under this Indenture and the Notes (including obligations to the Trustee) with respect to each Note authenticated and delivered by the Trustee or its agent pursuant to and in accordance with this Indenture when and as the same shall become due and payable, in accordance with the terms of this Indenture (all the foregoing being hereinafter collectively called the “Guarantor Obligations”).
Full wording and supporting evidence
Source evidence: (a) The Guarantors hereby fully and unconditionally guarantee on a senior, joint and several basis to each Holder and to the Trustee and its successors and assigns on behalf of each Holder, the full and punctual payment of principal of, premium, if any, and interest, if any, and all other monetary obligations of the Issuer under this Indenture and the Notes (including obligations to the Trustee) with respect to each Note authenticated and delivered by the Trustee or its agent pursuant to and in accordance with this Indenture when and as the same shall become due and payable, in accordance with the terms of this Indenture (all the foregoing being hereinafter collectively called the “Guarantor Obligations”). The Guarantors further agree that the Guarantor Obligations may be extended or renewed, in whole or in part, without notice or further assent from the Guarantors and that the Guarantors shall remain bound under this Article XII notwithstanding any extension or renewal of any Guarantor Obligation. All payments under each Guarantee shall be made in U.S. Dollars.
Target identity evidence: INDENTURE dated as of July 14, 2026, among Sunbelt Rentals Holdings, Inc., a corporation incorporated under the laws of the State of Delaware (the "Issuer"), the Guarantors (as defined herein) listed on the signature pages hereto, BNY Mellon Corporate Trustee Services Limited, as Trustee (as herein defined), The Bank of New York Mellon, London Branch, as Paying Agent (as herein defined), and The Bank of New York Mellon SA/NV, Dublin Branch, as Transfer Agent and Registrar (as herein defined).
Target identity evidence: SUNBELT RENTALS HOLDINGS, INC.
Target identity evidence: Indenture
Target identity evidence: Dated as of July 14, 2026
Target identity evidence: $450,000,000 4.950% Senior Notes due 2030
Target identity evidence: $750,000,000 5.650% Senior Notes due 2036
Target identity evidence: the “2030 Notes”) and $750,000,000 of its 5.650% Senior Notes due 2036 issued on the date hereof (the “2036 Notes, together with the 2030 Notes, the “Original Notes”) and any additional notes (the “Additional Notes” and, together with the Original Notes, the “Notes”)
Target identity evidence: Sunbelt Rentals Holdings, Inc., a corporation incorporated under the laws of the State of Delaware (the “Issuer”)
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Guarantor Obligations: the full and punctual payment of principal of, premium, if any, and interest, if any, and all other monetary obligations of the Issuer under this Indenture and the Notes (including obligations to the Trustee) with respect to each Note authenticated and delivered by the Trustee or its agent pursuant to and in accordance with this Indenture when and as the same shall become due and payable, in accordance with the terms of this Indenture
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Section 12.03(b) · Release of the Guarantees
Guarantee shall be automatically and unconditionally released
Applies to every series under this agreement Exceptions: provided that such disposal or such merger, amalgamation, consolidation or liquidation is made in compliance with the terms of this Indenture SECTION 12.03. Release of the Guarantees.
Full wording and supporting evidence
Source evidence: (b) A Guarantee shall be automatically and unconditionally released, and the Guarantor that granted such Guarantee shall be automatically and unconditionally released from its obligations and liabilities thereunder and under this Indenture, in the event that all of the Capital Stock, or all or substantially all of the assets, of such Guarantor are disposed of, or upon the merger, amalgamation or consolidation of such Guarantor or upon the liquidation of such Guarantor; provided that such disposal or such merger, amalgamation, consolidation or liquidation is made in compliance with the terms of this Indenture.
Target identity evidence: INDENTURE dated as of July 14, 2026, among Sunbelt Rentals Holdings, Inc., a corporation incorporated under the laws of the State of Delaware (the "Issuer"), the Guarantors (as defined herein) listed on the signature pages hereto, BNY Mellon Corporate Trustee Services Limited, as Trustee (as herein defined), The Bank of New York Mellon, London Branch, as Paying Agent (as herein defined), and The Bank of New York Mellon SA/NV, Dublin Branch, as Transfer Agent and Registrar (as herein defined).
Target identity evidence: SUNBELT RENTALS HOLDINGS, INC.
Target identity evidence: Indenture
Target identity evidence: Dated as of July 14, 2026
Target identity evidence: $450,000,000 4.950% Senior Notes due 2030
Target identity evidence: $750,000,000 5.650% Senior Notes due 2036
Target identity evidence: the “2030 Notes”) and $750,000,000 of its 5.650% Senior Notes due 2036 issued on the date hereof (the “2036 Notes, together with the 2030 Notes, the “Original Notes”) and any additional notes (the “Additional Notes” and, together with the Original Notes, the “Notes”)
Target identity evidence: Sunbelt Rentals Holdings, Inc., a corporation incorporated under the laws of the State of Delaware (the “Issuer”)
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Section 12.01(b) · Notes Guarantees
obligations hereunder shall be as if each were principal debtor and not merely surety and shall be absolute, full and unconditional
Applies to every series under this agreement SECTION 12.01. Notes Guarantees.
Full wording and supporting evidence
Source evidence: (b) Each of the Guarantors hereby agrees that its obligations hereunder shall be as if each were principal debtor and not merely surety and shall be absolute, full and unconditional, unaffected by, and irrespective of, any invalidity, irregularity or unenforceability of any Note, this Indenture, any failure to enforce the provisions of any Note, this Indenture, any waiver, modification or indulgence granted to the Issuer with respect thereto by the Holders or the Trustee, or any other circumstance which may otherwise constitute a legal or equitable discharge of a surety or guarantor (except payment in full); provided, however, that notwithstanding the foregoing, no such waiver, modification, indulgence or circumstance shall without the written consent of the Guarantors increase the principal amount of a Note or the interest rate thereon or change the currency of payment with respect to any Note, or alter the Stated Maturity thereof. Each of the Guarantors hereby waives diligence, presentment, demand of payment, filing of claims with a court in the event of merger or bankruptcy of the Issuer, any right to require that the Trustee pursue or exhaust its legal or equitable remedies against the Issuer prior to exercising its rights under a Guarantee (including, for the avoidance of doubt, any right which a Guarantor may have to require the seizure and sale of the assets of the Issuer to satisfy the outstanding principal of, interest on or any other amount payable under each Note prior to recourse against such Guarantor or its assets), protest or notice with respect to any Note or the Debt evidenced thereby and all demands whatsoever, and each covenants that its Guarantee will not be discharged with respect to any Note except by payment in full of the principal thereof and interest thereon or as otherwise provided in this Indenture, including Section 12.04 herein.
Target identity evidence: INDENTURE dated as of July 14, 2026, among Sunbelt Rentals Holdings, Inc., a corporation incorporated under the laws of the State of Delaware (the "Issuer"), the Guarantors (as defined herein) listed on the signature pages hereto, BNY Mellon Corporate Trustee Services Limited, as Trustee (as herein defined), The Bank of New York Mellon, London Branch, as Paying Agent (as herein defined), and The Bank of New York Mellon SA/NV, Dublin Branch, as Transfer Agent and Registrar (as herein defined).
Target identity evidence: SUNBELT RENTALS HOLDINGS, INC.
Target identity evidence: Indenture
Target identity evidence: Dated as of July 14, 2026
Target identity evidence: $450,000,000 4.950% Senior Notes due 2030
Target identity evidence: $750,000,000 5.650% Senior Notes due 2036
Target identity evidence: the “2030 Notes”) and $750,000,000 of its 5.650% Senior Notes due 2036 issued on the date hereof (the “2036 Notes, together with the 2030 Notes, the “Original Notes”) and any additional notes (the “Additional Notes” and, together with the Original Notes, the “Notes”)
Target identity evidence: Sunbelt Rentals Holdings, Inc., a corporation incorporated under the laws of the State of Delaware (the “Issuer”)
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Section 12.02(b) · Subrogation
shall not be entitled to any right of subrogation in relation to the Holders in respect of any Obligations guaranteed hereby until payment in full of all Obligations
Applies to every series under this agreement Exceptions: subject to Section 12.01(c) above SECTION 12.02. Subrogation.
Full wording and supporting evidence
Source evidence: (b) The Guarantors agree that they shall not be entitled to any right of subrogation in relation to the Holders in respect of any Obligations guaranteed hereby until payment in full of all Obligations. The Guarantors further agree that, as between them, on the one hand, and the Holders and the Trustee, on the other hand, (x) the maturity of the Obligations guaranteed hereby may be accelerated as provided in Section 6.02 for the purposes of the Guarantees herein, notwithstanding any stay, injunction or other prohibition preventing such acceleration in respect of the Obligations guaranteed hereby, and (y) in the event of any declaration of acceleration of such Obligations as provided in Section 6.02, such Obligations (whether or not due and payable) shall forthwith become due and payable by the Guarantors for the purposes of this Section 12.02 subject to Section 12.01(c) above.
Target identity evidence: INDENTURE dated as of July 14, 2026, among Sunbelt Rentals Holdings, Inc., a corporation incorporated under the laws of the State of Delaware (the "Issuer"), the Guarantors (as defined herein) listed on the signature pages hereto, BNY Mellon Corporate Trustee Services Limited, as Trustee (as herein defined), The Bank of New York Mellon, London Branch, as Paying Agent (as herein defined), and The Bank of New York Mellon SA/NV, Dublin Branch, as Transfer Agent and Registrar (as herein defined).
Target identity evidence: SUNBELT RENTALS HOLDINGS, INC.
Target identity evidence: Indenture
Target identity evidence: Dated as of July 14, 2026
Target identity evidence: $450,000,000 4.950% Senior Notes due 2030
Target identity evidence: $750,000,000 5.650% Senior Notes due 2036
Target identity evidence: the “2030 Notes”) and $750,000,000 of its 5.650% Senior Notes due 2036 issued on the date hereof (the “2036 Notes, together with the 2030 Notes, the “Original Notes”) and any additional notes (the “Additional Notes” and, together with the Original Notes, the “Notes”)
Target identity evidence: Sunbelt Rentals Holdings, Inc., a corporation incorporated under the laws of the State of Delaware (the “Issuer”)
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Section 4.08 · Limitation on Sale and Leaseback Transactions
The Issuer shall not, and shall not permit any Subsidiary to, enter into any sale and leaseback transaction with respect to any Principal Property
Applies to every series under this agreement SECTION 4.08. Limitation on Sale and Leaseback Transactions.
Full wording and supporting evidence
Source evidence: SECTION 4.08. Limitation on Sale and Leaseback Transactions. The Issuer shall not, and shall not permit any Subsidiary to, enter into any sale and leaseback transaction with respect to any Principal Property (whether owned as of the date of this Indenture or hereafter acquired), unless:
Target identity evidence: INDENTURE dated as of July 14, 2026, among Sunbelt Rentals Holdings, Inc., a corporation incorporated under the laws of the State of Delaware (the "Issuer"), the Guarantors (as defined herein) listed on the signature pages hereto, BNY Mellon Corporate Trustee Services Limited, as Trustee (as herein defined), The Bank of New York Mellon, London Branch, as Paying Agent (as herein defined), and The Bank of New York Mellon SA/NV, Dublin Branch, as Transfer Agent and Registrar (as herein defined).
Target identity evidence: SUNBELT RENTALS HOLDINGS, INC.
Target identity evidence: Indenture
Target identity evidence: Dated as of July 14, 2026
Target identity evidence: $450,000,000 4.950% Senior Notes due 2030
Target identity evidence: $750,000,000 5.650% Senior Notes due 2036
Target identity evidence: the “2030 Notes”) and $750,000,000 of its 5.650% Senior Notes due 2036 issued on the date hereof (the “2036 Notes, together with the 2030 Notes, the “Original Notes”) and any additional notes (the “Additional Notes” and, together with the Original Notes, the “Notes”)
Target identity evidence: Sunbelt Rentals Holdings, Inc., a corporation incorporated under the laws of the State of Delaware (the “Issuer”)
Documents and filing history
- GoverningAgreement · EX-4.1 · 2026-07-15 — EX-4.1
- Issuance · 8-K · 2026-07-15 — 8-K
- SeriesInstrument · EX-4.1 · 2026-07-15 — EX-4.1
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Baseline
· 2026-07-15
Original principal USD 450,000,000 Exact source document
Parent 8-K filing · 2026-07-15
**WHEREAS** the Issuer and the Existing Guarantors heretofore executed and delivered to the Trustee an Indenture dated as of July 14, 2026 (the “Indenture”), providing for the issuance of $450,000,000 aggregate principal amount of the Issuer’s 4.950% Senior Notes due 2030 (the “2030 Notes”) and $750,000,000 aggregate principal amount of the Issuer’s 5.650% Senior Notes due 2036 (the “2036 Notes” and, together with the 2030 Notes, the “Notes”);
Issuer evidence: SUPPLEMENTAL INDENTURE dated as of **\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_** by and among Sunbelt Rentals Holdings, Inc., a corporation incorporated under the laws of the State of Delaware (the “Issuer”), the existing Guarantors party hereto (the “Existing Guarantors”), [Insert name[s] of new guarantor[s]] (the “New Guarantor[s]” and, together with the Existing Guarantors, the “Guarantors”) and BNY Mellon Corporate Trustee Services Limited, as Trustee under the Indenture referred to below (the “Trustee”).
Supporting evidence: **WHEREAS** the Issuer and the Existing Guarantors heretofore executed and delivered to the Trustee an Indenture dated as of July 14, 2026 (the “Indenture”), providing for the issuance of $450,000,000 aggregate principal amount of the Issuer’s 4.950% Senior Notes due 2030 (the “2030 Notes”) and $750,000,000 aggregate principal amount of the Issuer’s 5.650% Senior Notes due 2036 (the “2036 Notes” and, together with the 2030 Notes, the “Notes”);
Supporting evidence: **WHEREAS** the Issuer and the Existing Guarantors heretofore executed and delivered to the Trustee an Indenture dated as of July 14, 2026 (the “Indenture”), providing for the issuance of $450,000,000 aggregate principal amount of the Issuer’s 4.950% Senior Notes due 2030 (the “2030 Notes”) and $750,000,000 aggregate principal amount of the Issuer’s 5.650% Senior Notes due 2036 (the “2036 Notes” and, together with the 2030 Notes, the “Notes”);
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Issuance
· 2026-07-14
Original principal USD 450,000,000 Exact source document
Parent 8-K filing · 2026-07-15
On July 14, 2026, Sunbelt Rentals Holdings, Inc., a Delaware corporation (the “Company”), completed its previously announced issuance and sale of $450,000,000 aggregate principal amount of the Company’s 4.950% Senior Notes due 2030 (the “2030 Notes”) and $750,000,000 aggregate principal amount of the Company’s 5.650% Senior Notes due 2036 (the “2036 Notes” and, together with the 2030 Notes, the “Notes”). The Notes were issued pursuant to an indenture dated as of July 14, 2026 (the “Indenture”), by and among the Company, the guarantors party thereto, BNY Mellon Corporate Trustee Services Limited, as trustee (the “Trustee”), The Bank of New York Mellon, London Branch, as paying agent, and The Bank of New York Mellon SA/NV, Dublin Branch, as transfer agent and registrar. The 2030 Notes were issued at a price of 99.627% and the 2036 Notes were issued at a price of 99.048% in a transaction exempt from the registration requirements under the Securities Act of 1933, as amended (the “Securities Act”), and will be resold within the United States to persons reasonably believed to be qualified institutional buyers in reliance on Rule 144A and outside the United States to non-U.S. persons in accordance with Regulation S under the Securities Act. The 2030 Notes will mature on August 12, 2030 and the 2036 Notes will mature on August 12, 2036. The Notes rank equal in right of payment with the Company’s existing and future senior debt. The Company’s obligations under the Notes are jointly and severally guaranteed by all of the Company’s current and future domestic subsidiaries that guarantee the borrowings under its revolving credit facility.
Issuer evidence: On July 14, 2026, Sunbelt Rentals Holdings, Inc., a Delaware corporation (the “Company”), completed its previously announced issuance and sale of $450,000,000 aggregate principal amount of the Company’s 4.950% Senior Notes due 2030 (the “2030 Notes”) and $750,000,000 aggregate principal amount of the Company’s 5.650% Senior Notes due 2036 (the “2036 Notes” and, together with the 2030 Notes, the “Notes”). The Notes were issued pursuant to an indenture dated as of July 14, 2026 (the “Indenture”), by and among the Company, the guarantors party thereto, BNY Mellon Corporate Trustee Services Limited, as trustee (the “Trustee”), The Bank of New York Mellon, London Branch, as paying agent, and The Bank of New York Mellon SA/NV, Dublin Branch, as transfer agent and registrar. The 2030 Notes were issued at a price of 99.627% and the 2036 Notes were issued at a price of 99.048% in a transaction exempt from the registration requirements under the Securities Act of 1933, as amended (the “Securities Act”), and will be resold within the United States to persons reasonably believed to be qualified institutional buyers in reliance on Rule 144A and outside the United States to non-U.S. persons in accordance with Regulation S under the Securities Act. The 2030 Notes will mature on August 12, 2030 and the 2036 Notes will mature on August 12, 2036. The Notes rank equal in right of payment with the Company’s existing and future senior debt. The Company’s obligations under the Notes are jointly and severally guaranteed by all of the Company’s current and future domestic subsidiaries that guarantee the borrowings under its revolving credit facility.
Supporting evidence: Interest on the 2030 Notes accrues at a rate of 4.950% per annum and is payable semi-annually in arrears on February 12 and August 12 of each year, beginning on February 12, 2027. Interest on the 2036 Notes accrues at a rate of 5.650% per annum and is payable semi-annually in arrears on February 12 and August 12 of each year, beginning on February 12, 2027.
Supporting evidence: On July 14, 2026, Sunbelt Rentals Holdings, Inc., a Delaware corporation (the “Company”), completed its previously announced issuance and sale of $450,000,000 aggregate principal amount of the Company’s 4.950% Senior Notes due 2030 (the “2030 Notes”) and $750,000,000 aggregate principal amount of the Company’s 5.650% Senior Notes due 2036 (the “2036 Notes” and, together with the 2030 Notes, the “Notes”). The Notes were issued pursuant to an indenture dated as of July 14, 2026 (the “Indenture”), by and among the Company, the guarantors party thereto, BNY Mellon Corporate Trustee Services Limited, as trustee (the “Trustee”), The Bank of New York Mellon, London Branch, as paying agent, and The Bank of New York Mellon SA/NV, Dublin Branch, as transfer agent and registrar. The 2030 Notes were issued at a price of 99.627% and the 2036 Notes were issued at a price of 99.048% in a transaction exempt from the registration requirements under the Securities Act of 1933, as amended (the “Securities Act”), and will be resold within the United States to persons reasonably believed to be qualified institutional buyers in reliance on Rule 144A and outside the United States to non-U.S. persons in accordance with Regulation S under the Securities Act. The 2030 Notes will mature on August 12, 2030 and the 2036 Notes will mature on August 12, 2036. The Notes rank equal in right of payment with the Company’s existing and future senior debt. The Company’s obligations under the Notes are jointly and severally guaranteed by all of the Company’s current and future domestic subsidiaries that guarantee the borrowings under its revolving credit facility.
Supporting evidence: On July 14, 2026, Sunbelt Rentals Holdings, Inc., a Delaware corporation (the “Company”), completed its previously announced issuance and sale of $450,000,000 aggregate principal amount of the Company’s 4.950% Senior Notes due 2030 (the “2030 Notes”) and $750,000,000 aggregate principal amount of the Company’s 5.650% Senior Notes due 2036 (the “2036 Notes” and, together with the 2030 Notes, the “Notes”). The Notes were issued pursuant to an indenture dated as of July 14, 2026 (the “Indenture”), by and among the Company, the guarantors party thereto, BNY Mellon Corporate Trustee Services Limited, as trustee (the “Trustee”), The Bank of New York Mellon, London Branch, as paying agent, and The Bank of New York Mellon SA/NV, Dublin Branch, as transfer agent and registrar. The 2030 Notes were issued at a price of 99.627% and the 2036 Notes were issued at a price of 99.048% in a transaction exempt from the registration requirements under the Securities Act of 1933, as amended (the “Securities Act”), and will be resold within the United States to persons reasonably believed to be qualified institutional buyers in reliance on Rule 144A and outside the United States to non-U.S. persons in accordance with Regulation S under the Securities Act. The 2030 Notes will mature on August 12, 2030 and the 2036 Notes will mature on August 12, 2036. The Notes rank equal in right of payment with the Company’s existing and future senior debt. The Company’s obligations under the Notes are jointly and severally guaranteed by all of the Company’s current and future domestic subsidiaries that guarantee the borrowings under its revolving credit facility.