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): March 3, 2011
H&E Equipment Services, Inc.
(Exact name of registrant as specified in its charter)
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| Delaware
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000-51759
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81-0553291 |
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| (State or other jurisdiction
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(Commission
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(I.R.S. Employer |
| of incorporation)
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File Number)
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Identification No.) |
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| 11100 Mead Road, Suite 200, |
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| Baton Rouge, Louisiana
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70816 |
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| (Address of principal executive offices)
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(Zip Code) |
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| Registrant’s telephone number, including area code:
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(225) 298-5200 |
Not Applicable
Former name or former address, if changed since last report
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))
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| Item 2.02 |
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Results of Operations and Financial Condition. |
On March 3, 2011, we issued a press release announcing our financial results for the three months
and year ended December 31, 2010. A copy of the press release is attached as Exhibit 99.1.
The information in this Form 8-K and the attached exhibit shall not be deemed “filed” for purposes
of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to
the liabilities of that section, nor shall it be deemed incorporated by reference into any filing
under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by
specific reference in such filing.
We define EBITDA as net income (loss) before interest expense, income taxes, depreciation and
amortization. We define Adjusted EBITDA for the year ended December 31, 2009 as EBITDA adjusted for
the $9.0 million goodwill impairment charge recorded in the fourth quarter of 2009.
We use EBITDA and Adjusted EBITDA in our business operations to, among other things, evaluate the
performance of our business, develop budgets and measure our performance against those budgets. We
also believe that analysts and investors use EBITDA and Adjusted EBITDA as supplemental measures to
evaluate a company’s overall operating performance. However, EBITDA and Adjusted EBITDA have
material limitations as analytical tools and you should not consider them in isolation, or as
substitutes for analysis of our results as reported under GAAP. We consider them useful tools to
assist us in evaluating performance because they eliminate items related to capital structure,
taxes and non-cash charges. The items that we have eliminated in determining EBITDA are interest
expense, income taxes, depreciation of fixed assets (which includes rental equipment and property
and equipment) and amortization of intangible assets and, in the case of Adjusted EBITDA, any
goodwill and intangible asset impairment charges and the other items described above applicable to
the particular period. However, some of these eliminated items are significant to our business. For
example, (i) interest expense is a necessary element of our costs and ability to generate revenue
because we incur a significant amount of interest expense related to our outstanding indebtedness;
(ii) payment of income taxes is a necessary element of our costs; and (iii) depreciation is a
necessary element of our costs and ability to generate revenue because rental equipment is the
single largest component of our total assets and we recognize a significant amount of depreciation
expense over the estimated useful life of this equipment. Any measure that eliminates components of
our capital structure and costs associated with carrying significant amounts of fixed assets on our
balance sheet has material limitations as a performance measure. In light of the foregoing
limitations, we do not rely solely on EBITDA and Adjusted EBITDA as performance measures and also
consider our GAAP results. EBITDA and Adjusted EBITDA are not measurements of our financial
performance under GAAP and should not be considered alternatives to net income, operating income or
any other measures derived in accordance with GAAP. Because EBITDA and Adjusted EBITDA are not
calculated in the same manner by all companies, they may not be comparable to other similarly
titled measures used by other companies.
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| Item 9.01 |
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Financial Statements and Exhibits. |
(d) Exhibits
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99.1 |
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Press Release, dated March 3, 2011, announcing financial results for the three months and year
ended December 31, 2010. |