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, 2001
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. Acquisition 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. Acquisition Plan
Financial Statements
and Supplemental Schedule
December 31, 2001 and 2000
Contents
Report of Independent Auditors .............................................. 1
Financial Statements
Statements of Net Assets Available for Benefits ............................. 2
Statements of Changes in Net Assets Available for Benefits .................. 3
Notes to Financial Statements ............................................... 4
Supplemental Schedule
Schedule H, Line 4(i); Schedule of Assets (Held at End of Year) ............. 9
Report of Independent Auditors
To Participants and Administrator of
United Rentals, Inc. Acquisition Plan
We have audited the accompanying statements of net assets available for benefits
of United Rentals, Inc. Acquisition Plan as of December 31, 2001 and 2000, and
the related statements of changes in net assets available for benefits for the
years then ended. 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, 2001 and 2000, and the changes in its net assets available for
benefits for the years then ended, 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 at end of year) as of December 31, 2001, 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
June 25, 2002
1
United Rentals, Inc. Acquisition Plan
Statements of Net Assets Available for Benefits
December 31
2001 2000
------------------ ------------------
Assets:
Investments, at fair value:
United Rentals, Inc. Common Stock $ 512,584 $ 459,360
T. Rowe Price Mutual Funds 28,526,543 32,691,857
T. Rowe Price Equity Index Trust Fund 766,020 533,322
----------------------------------------
Total investments 29,805,147 33,684,539
Participant loans 1,701,015 1,809,452
----------------------------------------
Net assets available for benefits $31,506,162 $35,493,991
========================================
See accompanying notes.
2
United Rentals, Inc. Acquisition Plan
Statements of Changes in Net Assets Available for Benefits
Year ended December 31
2001 2000
------------------------------------
Additions:
Investment income:
Interest and dividend income $ 745,216 $2,128,285
Net depreciation in fair value of investments (2,029,782) (2,117,057)
Employee rollover contributions 23,675 321,362
Transfers in from various plans 596,215 2,106,194
------------------------------------
(664,676) 2,438,784
Deductions:
Benefits paid directly to participants 3,323,153 3,312,052
------------------------------------
Net decrease (3,987,829) (873,268)
Net assets available for benefits, beginning of year 35,493,991 36,367,259
------------------------------------
Net assets available for benefits, end of year $31,506,162 $35,493,991
====================================
See accompanying notes.
3
United Rentals, Inc. Acquisition Plan
Notes to Financial Statements
December 31, 2001 and 2000
1. Plan Description
The following description of the United Rentals, Inc. Acquisition 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, discretionary profit sharing plan which was
established by United Rentals, Inc. (the "Company") on April 1, 1999. An
individual who was an employee of a prior employer acquired by the Company shall
become a participant of the Plan on the date that their assets from the prior
employer plan are transferred to the Plan.
On August 1, 2000, the Plan's trustee was changed from Merrill Lynch Trust
Company, Inc. to T. Rowe Price Trust Company.
Contributions
Participants do not contribute any portion of their salary to the Plan. A
participant may contribute amounts representing distributions from other
qualified defined benefit or defined contribution plans.
The Company may contribute a discretionary amount, if any, to the Plan
determined annually by the Board of Directors of the Company. The Company did
not make any contributions to the Plan in 2001 and 2000.
Participant Accounts
Each participant account is credited with the participant's share of Company
discretionary contributions, if any, assets transferred to this Plan from the
participant's prior employer plan, the participant's share of the net earnings
or losses on the investments of the assets of the Plan, distributions from the
participant's account, and any expenses or liabilities charged to the
participant's account.
4
United Rentals, Inc. Acquisition Plan
Notes to Financial Statements (continued)
1. Plan Description (continued)
Vesting
Participants in the Plan are fully vested in their accounts upon the transfer of
their assets into the Plan.
Investment Options
All of the Plan's investment options are fully participant directed.
Participant Loans
Participants may borrow from their fund accounts a minimum of $1,000 up to a
maximum equal to the lesser of $50,000 or 50% of their vested account balance.
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. Principal and interest are paid ratably through payroll
deductions.
Payment of Benefits
On termination of service, death, disability or retirement a participant may
receive a lump-sum amount equal to the vested value of his or her account.
Administrative Expenses
All of the Plan's administrative expenses are paid by the Company, except for
investment related expenses which are charged directly to the participants'
accounts.
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 provisions of Employee Retirement Income Security Act of
1974.
5
United Rentals, Inc. Acquisition Plan
Notes to Financial Statements (continued)
1. Plan Description (continued)
Transfers In
Transfers in from various plans during 2001 represents assets transferred to the
Plan from the Mission Valley Equipment Rentals 401(k) Plan and other acquired
companies' plans.
Transfers in from various plans during 2000 represent assets transferred to the
Plan from the U.S. Rentals, Inc. Employer Retirement Savings Plan, Rental Tools
& Equipment Co. International, Inc. 401(k) Savings and Profit Sharing Plan and
other acquired companies' plans.
2. Summary of Significant Accounting Policies
Basis of Accounting
The Plan's financial statements are prepared on the accrual basis of accounting.
Investments
The Plans investments are stated at fair value. Participant loans are valued at
their outstanding principal balances, which approximate 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 these estimates.
3. Income Tax Status
The Plan has applied for but not received a determination letter from the
Internal Revenue Service stating that the Plan is qualified under Section 401(a)
of the Internal Revenue Code (the "Code"). The Company has indicated that it
will take the necessary steps, if any, to maintain the Plan's qualified status.
6
United Rentals, Inc. Acquistion Plan
Notes to Financial Statements (continued)
4. Investments
During 2001 and 2000, the Plan's investments (including investments purchased,
sold as well as held during the period) appreciated (depreciated) in fair value
as follows:
Year ended December 31
2001 2000
------------------------------------
United Rentals, Inc. Common Stock $ 129,568 $ (19,760)
Merrill Lynch Basic Value Fund, Inc. - (8,461)
Federated Bond Fund - (675)
PIMCO Total Return Fund - 12,934
Merrill Lynch Fundamental Growth Fund - 602,211
Pioneer Growth Shares - 147
Dreyfus Premier Balance Fund - (26,608)
AIM Blue Chip Fund - 51,267
Van Kampen Emerging Growth Fund - (23,794)
AIM Value Fund - (53,649)
MFS Capital OPP Fund - 29,651
Merrill Lynch S&P 500 Index Fund - 2,316
Ivy International Fund II - (99,725)
Merrill Lynch Federal Securities Trust - 758
AIM Charter Fund - 6,429
AIM Equity Constellation Fund - 48,720
AIM Weingarten Fund - 15,314
Van Kampen American Value Fund - (1,015)
Merrill Lynch Capital Fund - (229)
Merrill Lynch Global Allocation Fund - 1,205
Lord Abbett Development Growth Fund - 23,852)
AIM International Equity Fund - (27,014)
AIM Global Aggressive Growth Fund - (20,967)
T. Rowe Price Global Stock Fund (22,190) (24,666)
T. Rowe Price Value Fund (24,949) 8,763
T. Rowe Price International Stock Fund (216,062) (147,662)
T. Rowe Price New Horizons Fund (17,844) (101,006)
T. Rowe Price Growth And Income Fund (8,349) (3,245)
T. Rowe Price Science & Technology Fund (323,058) (602,942)
T. Rowe Price Small-Cap Stock Fund 30,541 (19,831)
T. Rowe Price Spectrum Income Fund (20,230) 18,473
T. Rowe Price Balanced Fund (260,985) (124,755)
T. Rowe Price Blue Chip Growth Fund (1,220,926) (1,548,111)
T. Rowe Price Equity Index Trust Fund (66,109) (46,350)
T. Rowe Price Dividend Growth Fund (9,189) 9,072
------------------------------------
$(2,029,782) $(2,117,057)
====================================
7
United Rentals, Inc. Acquisition Plan
Notes to Financial Statements (continued)
4. Investments (continued)
Individual investments that represent 5% or more of the fair value of the Plan's
net assets available for benefits are as follows:
December 31
2001 2000
----------------------------------------
Blue Chip Growth Fund $ 7,729,167 $ 10,368,768
Prime Reserve Fund 12,870,692 14,091,863
Balanced Fund 3,073,108 3,686,791
Participant loans 1,701,015 1,809,452
5. Subsequent Event
In January 2002, assets of approximately $2.3 million and $3.2 million,
respectively, from the Access Rentals, Inc. Salary Deferral Plan and Cave
Holdings 401(k) & Profit Sharing Plan were transferred into the Plan.
8
United Rentals, Inc. Acquisition Plan
EIN# 06-1493538 Plan# 002
Schedule H, Line 4(i); Schedule of Assets (Held at End of Year)
December 31, 2001
Description of Investment,
Identity of Issue, Borrower, Including Maturity Date, Rate of Shares/ Current
Lessor or Similar Party Interest, Par or Maturity Value Units Value
--------------------------------------------------------------------------------------------------------------------------------
T. Rowe Price Trust Company* Spectrum Income Fund 117,046 $ 1,240,690
Balanced Fund 175,707 3,073,108
Blue Chip Growth Fund 266,799 7,729,167
Dividend Growth Fund 13,642 283,614
Global Stock Fund 9,410 129,664
Growth and Income Fund 9,064,986 206,863
International Stock Fund 66,417 729,920
New Horizons Fund 21,149 478,609
Prime Reserve Fund 12,870,692 12,870,692
Science & Technology Fund 32,174 673,088
Small-Cap Stock Fund 17,118 433,777
Value Fund 35,877 677,351
Equity Index Trust Fund 24,847 766,020
United Rentals, Inc. Common Stock 22,581 512,584
-------------------
29,805,147
Participant loans* With varying interest rates and maturity dates
1,701,015
-------------------
$31,506,162
===================
*Indicates party-in-interest to the Plan.
Note: The "Cost" column is not applicable because all of the Plan's investment
programs are fully participant directed.
9
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. Acquisition Plan
Date: June 27, 2002 By: /s/ MICHAEL J. NOLAN
--------------------- --------------------------
Name: Michael J. Nolan
Title: Chief Financial Officer
10