UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): October 15, 2020
ALTA EQUIPMENT GROUP INC.
(Exact name of registrant as specified in its charter)
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Delaware |
001-38864 |
83-2583782 |
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(State or other jurisdiction
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(Commission
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(IRS Employer
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13211 Merriman Road
Livonia, Michigan 48150
(Address of principal executive offices, including zip code)
Registrant’s telephone number, including area code: (248) 449-6700
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class |
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Trading Symbol(s) |
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Name of each exchange on which
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Common stock, $0.0001 par value per share |
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ALTG |
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The New York Stock Exchange |
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Warrants, each exercisable for one share of common stock |
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ALTG WS |
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The New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 8.01. Other Events.
On October 15, 2020, Alta Equipment Group Inc. (“Alta” or the “Company”) issued a press release announcing its entry into a definitive agreement to acquire Howell Tractor and Equipment, a privately held heavy equipment dealer serving Northern Illinois and Northwest Indiana. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated by reference herein.
The information in this Item 8.01, including Exhibit 99.1, is furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to liabilities under that section, and shall not be deemed to be incorporated by reference into the filings of the Company under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, regardless of any general incorporation language in such filings. This Current Report on Form 8-K will not be deemed an admission as to the materiality of any information of the information in this Item 8.01, including Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
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Exhibit No. |
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Description |
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99.1 |
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1
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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ALTA EQUIPMENT GROUP INC. |
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Dated: October 15, 2020 |
By: |
/s/ Ryan Greenawalt |
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Name: Ryan Greenawalt |
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Title: Chief Executive Officer |
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Exhibit 99.1
Alta Equipment Group to Acquire Howell Tractor and Equipment, LLC.
Alta Expands Presence in Midwest Construction Market
LIVONIA, MICHIGAN – October 15, 2020 – Alta Equipment Group Inc. (“Alta” or the “Company”) (NYSE: ALTG) today announced that it has entered into a definitive agreement to acquire Howell Tractor and Equipment, LLC., a privately held heavy equipment dealer serving Northern Illinois and Northwest Indiana.
Howell Tractor has an expansive range of heavy construction, mining, material handling, and crane equipment available for sale or rent to its premium customer base. As an equipment industry leader in the area since opening in 1943, Howell Tractor provides around the clock professional service, with an experienced and knowledgeable staff operating out of two fully equipped, state-of-the-art facilities in Gary, IN and Peru, IL. Howell Tractor generated approximately $33.1 million in revenue and had adjusted EBITDA of approximately $5.0 million in the trailing twelve months through July 2020.
Ryan Greenawalt, Chief Executive Officer of Alta, said, “We are excited to welcome Howell Tractor to the Alta family. As we continue to expand our presence in the Illinois and Northwest Indiana markets, adding an industry leader like Howell Tractor bolsters our best-in-class service offerings and product portfolio. We intend to build on the strength of Howell Tractor’s reputation as a premier service provider and the partnerships it has established with leading manufacturers to enhance our overall customer experience.”
Terms of the acquisition were not disclosed. The transaction is expected to close in Q4 2020, subject to customary conditions.
About Alta Equipment Group Inc.
Alta owns and operates one of the largest integrated equipment dealership platforms in the U.S. Through its branch network, the Company sells, rents, and provides parts and service support for several categories of specialized equipment, including lift trucks and aerial work platforms, cranes, earthmoving equipment and other industrial and construction equipment. Alta has operated as an equipment dealership for 35 years and has developed a branch network that includes 51 total locations across Michigan, Illinois, Indiana, New England, New York, Virginia and Florida. Alta offers its customers a one-stop-shop for most of their equipment needs by providing sales, parts, service, and rental functions under one roof. More information can be found at www.altaequipment.com.
Forward-Looking Statements
This press release includes certain statements that may constitute “forward-looking statements” for purposes of the federal securities laws, including information regarding purchases by the Company of its common stock pursuant to any Rule 10b5-1 trading plans. Forward-looking
statements include, but are not limited to, statements that refer to projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions. The words “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intends,” “may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “would” and similar expressions may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. By their nature, forward-looking information and statements are subject to risks, uncertainties, and contingencies, including changes in price and volume and the volatility of the Company’s common stock; adverse developments affecting either or both of prices and trading of exchange-traded securities, including securities listed on the New York Stock Exchange; and unexpected or otherwise unplanned or alternative requirements with respect to the capital investments of the Company. The Company does not undertake to update any forward-looking statements or information, including those contained in this report.
Investors:
Bob Jones / Taylor Krafchik
Ellipsis
IR@altaequipment.com
(646) 776-0886
Media:
Glenn Moore
Alta Equipment
glenn.moore@altaequipment.com
(248) 305-2134