RentX Industries, Inc.
Proposed Ticker:RNTX 6000 East Evans Avenue, Suite 2-300
Exchange:NASDAQ-National Market Denver, CO 80222
Industry:Service (SIC Code 7359) (303) 512-2001
# of Employees:0

Filing Information
Type of Shares:Common Shares Filing Date:9/25/97
U.S. Shares Filed:3,333,333 Filing Range:$8.00 - $10.00
Non-U.S. Shares Filed:0 Offering Amount: $29,999,997
Primary Shares:3,333,333 Expenses:$1,800,000
Secondary Shares:0 Shares Out After:9,055,351

Primary Underwriting Group
ManagerTierPhone
Robertson, Stephens & CompanyLead Manager (415) 989-8500
BT Alex BrownCo-manager (410) 727-1700

Legal Counsel, Auditor and Registrar
Issuer's Law Firm: Sherman & Howard
Bank's Law Firm: Brobeck, Phleger & Harrison
Auditor: Ernst & Young
Registrar/Transfer Agent: Harris Trust Company of California

Selected Financial Data

Dollar amounts in U.S. millions except for per share data
6 Month Ending Financials
Full Year
Audited
Income
Latest
Unaudited
Income
Prior
Unaudited
Income
Balance
Sheet
1/31/97 7/31/97 7/31/97
Revenue:$47.06$13.60Assets:$67.99
Net Income:$2.64-$0.40Curr Assets:
EPS:-$0.01-$0.07Liabilities:$48.75
Prior EPS:Curr Liabilities:
Cash Flow/Oper:Equity:$19.24
Cash Flow/Fin:Cash:
Cash Flow/Inv:

Business Description
The company is a leading equipment rental company serving the needs of the homeowner, light commercial and special events segments of the rental market. The company was formed in March 1996 to pursue a national consolidation and growth strategy. Management believes the company is unique in focusing on these fragmented segments of the equipment rental market on a national scale. The company is implementing a branded national retail concept to offer a broad range of light construction, industrial, general tool and special events equipment in a service-oriented, customer-friendly and well-merchandised store. Company-wide emphasis is placed on helping customers find "project solutions," backed by a guarantee of complete customer satisfaction. On a pro forma basis, the Company had revenues of $47.1 million in fiscal 1996 and revenues of $22.9 million for the six months ended July 31, 1997.

Competition
The equipment rental industry is highly fragmented and competitive with limited barriers to entry. All of the 10 largest equipment rental companies are primarily in the heavy equipment segment of the market. Management believes that RentX is the only equipment rental company currently pursuing a national consolidation focused on the homeowner, light commercial and special events segments of the market. The Company's competitors in various segments of its business include independent businesses with one to four rental stores in a single geographic area or regional competitors that operate in more than one state; larger national equipment rental companies; home improvement and hardware retailers; and equipment vendors and dealers who both sell and rent equipment directly to customers. RentX believes that it competes in the markets it serves primarily on the basis of customer service, convenience and equipment availability. The success of a rental operator in the Company's targeted segments is predicated on its customer service and problem solving abilities; quality, condition and servicing of its equipment; availability of equipment (both depth and breadth); delivery capabilities; management information systems; location of its stores in relation to its customer base; overall operation of its business; and price. The Company believes that it competes favorably on the basis of these factors. Some of the Company's competitors have greater financial resources and a longer operating history than the Company, with a substantial local customer base, and consequently have greater name recognition than the Company. Because the capital investment required to establish a rental store in the homeowner, light commercial and special events segments is relatively low, the barriers to entry are also relatively low. There can be no assurance that the Company will not encounter increased competition from existing competitors or new market entrants that may be significantly larger and have greater financial and marketing resources then the Company. Increased competition is likely to result in, among other things, reduced operating margins, loss of market share and diminished brand value, any of which could have a material adverse effect on the Company. One equipment rental company which operates primarily in the heavy equipment segment has significantly reduced prices on longer term rentals of certain pieces of heavy equipment. In addition, existing or future competitors may compete with the Company for acquisition candidates and sites for new stores, which could have the effect of increasing the price for acquisitions or reducing the number of suitable acquisition candidates or new store locations. Currently, the largest companies in the equipment rental industry, including a number which are actively pursuing consolidation and growth strategies, are primarily in the heavy equipment segment of the market, but also compete in the Company's targeted segments. Some or all of these companies may increase their focus on one or more of the market segments in which the Company is active, which would significantly increase competition for customers, acquisitions and locations for new stores. In addition, there can be no assurance that foreign companies that focus on the Company's market segments will not aggressively enter the U.S. market.

Business Plan
The company's business strategy is to focus on the homeowner, light commercial and special events segments of the equipment rental industry. The company's goal is to develop a branded national system of equipment rental stores and to become the largest equipment rental company in its target segments. Each of the following elements of the company's strategy is designed to maximize repeat business, attract new customers and ultimately expand the size of the company's market, while enabling the company to operate in a cost-effective manner.

Use of Proceeds
The proceeds from the proposed offering will be used to reduce borrowings under the company's bank line of credit, thereby increasing available borrowing capacity for acquisitions and working capital, and to pay accrued dividends on preferred stock.

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