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Q4 2015 and FY 2015 Investor Presentation

Q4 2015 and FY 2015s2.q4cdn.com/660578389/files/doc_presentations/2015/Neff...Company At a Glance 4 Leading Regional Rental Sunbelt Region Equipment Provider Focus area +14,700 (1)

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Q4 2015 and FY 2015 Investor Presentation

2

Legal Disclaimer

This presentation contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995.

All statements contained in this presentation that do not relate to matters of historical facts should be considered forward-looking

statements, including statements regarding our expectations regarding growth of our end-markets; projected U.S. construction

growth rate and spending and projected U.S. rental industry revenue growth rate; estimated exposure to oil and gas; our business

strategy, including our plan to identify new customers, equipment demand opportunities, greenfield opportunities, and investment and

divestiture opportunities; our 2016 outlook, including without limitation, statements regarding our forecasted revenue, Adjusted

EBITDA, our expected rental rates, time utilization and net capital expenditures; and guidance regarding our 2016 target leverage

ratio. We use words such as "will," "expect," "believe," "continue," "estimate," "intend," "target" and other similar expressions to

identify some but not all forward-looking statements. Forward-looking statements involve estimates and uncertainties that could

cause actual results to differ materially from those expressed in the forward-looking statements.

The forward-looking statements contained in this presentation are based on assumptions that we have made in light of our industry

experience and our perceptions of historical trends, current conditions, current plans, expected future developments and other

important factors we believe are appropriate under the circumstances. As you read and consider this presentation, you should

understand that these statements are not guarantees of performance or results. They involve risks, uncertainties (many of which are

beyond our control) and assumptions. Although we believe that these forward-looking statements are based on reasonable

assumptions, you should be aware that many important factors could affect our actual operating and financial performance and

cause our performance to differ materially from the performance anticipated in the forward-looking statements. We believe these

important factors include, but are not limited to, the important factors described under the captions "Risk Factors" and

"Management's Discussion and Analysis of Financial Condition and Results of Operations" in the Company's annual report on Form

10-K for the fiscal year ended December 31, 2015 filed with the Securities and Exchange Commission ("SEC") on March 8, 2016 and

similar disclosures in subsequent reports filed with the SEC, which could cause actual results to differ materially from those indicated

by the forward-looking statements made in this presentation. Should one or more of these risks or uncertainties materialize, or

should any of these assumptions prove incorrect, our actual operating and financial performance may vary in material respects from

the performance projected in these forward-looking statements.

Further, any forward-looking statement speaks only as of the date on which it is made, and except as required by law, we undertake

no obligation to update any forward-looking statement contained in this presentation to reflect events or circumstances after the date

on which it is made or to reflect the occurrence of anticipated or unanticipated events or circumstances. New important factors that

could cause our business not to develop as we expect emerge from time to time, and it is not possible for us to predict all of them.

In addition to the financial measures prepared in accordance with U.S. generally accepted accounting principles (“US GAAP”), this

presentation contains the non-US GAAP financial measures EBITDA and Adjusted EBITDA. The reasons for the use of these

measures, a reconciliation of these measures to the most directly comparable US GAAP measures and other information relating to

these measures are included in the appendix to this presentation.

Graham Hood

Chief Executive Officer

Company At a Glance

4

Leading Regional Rental

Equipment Provider

Sunbelt Region

Focus area

+14,700 (1)

Customers served

Differentiated Emphasis on

Earthmoving Equipment

~$766 million (2)

Original Equipment Cost (“OEC”)

~53% (2)

Of OEC focused on earthmoving category

Well Positioned in

Key End-Markets

Key End-Markets

Infrastructure, Non-Residential Construction, Oil & Gas, Municipal, and

Residential Construction

~6% (3)

Expected weighted average CAGR of key end-markets through 2019

Compelling

Financial Performance

~23% (4)

Adjusted EBITDA CAGR from 2011

to December 31, 2015

~49% (4)

Adjusted EBITDA margin

Proven Management Team with

Deep Roots in Rental

1,100 full-time employees (2)

Located in 66 branches and the Company headquarters

~18 years

Average tenure Regional VP’s have with Neff Rental

Notes: (1) Company data for the last twelve months ended December 31, 2015 (2) As of December 31, 2015 (3) Includes infrastructure, non-residential construction, oil and gas, municipal and residential construction end-markets (4) For a reconciliation of net income to Adjusted EBITDA, see page 17

Business Strategy

5

Focus on Premium Customer Service

Continue to deliver best-in-class service and support to our long-standing customer base

Remain focused on our technical edge with respect to earthmoving equipment

Rigorous use of CRM and national account program to further penetrate our current customer base and identify new customer opportunities

Emphasis on Active Asset Management

Focus on

Growing Markets

Capitalize on

Operating Leverage

Ability to Generate

Free Cash Flow

Remain committed to our focused position in the Sunbelt region of the United States

Continue to exploit and develop opportunities in the infrastructure, non-residential construction, residential construction, and oil and gas end markets

Utilize real time data to improve rental rates and identify equipment demand opportunities

Maintain rigorous repair and maintenance program to increase time utilization and equipment longevity

Disciplined fleet investment and divestiture strategy driven by ROIC benchmarks and real time market dynamics

Remain committed to our focused position in the Sunbelt region of the United States

Continue to exploit and develop opportunities in the infrastructure, non-residential construction, oil and gas, municipal and residential construction end-markets

Take advantage of our current branch network and clustering strategy to add incremental fleet to our current footprint

Identify and evaluate one to three greenfield opportunities that meet our stringent return criteria and fit well within our current branch network.

Acquisition of Lewis Rents, single branch in San Francisco, CA area and opening of three new branch locations; Lake Charles, LA, Chattanooga, TN, and Naples, FL

Maintain operational flexibility to generate significant cash flow through various business cycles

Rely on our disciplined growth strategy and fleet investment criteria to make capital investment decisions

Divest fleet when deemed appropriate and when secondary equipment market demand is robust

Utilize real time data to improve rental rates and identify equipment demand opportunities

Maintain rigorous repair and maintenance program to increase time utilization and equipment longevity

Disciplined fleet investment and divestiture strategy driven by ROI benchmarks and real time market demand dynamics

6

632 689

745 803

840 848 891 991

1,104 1,167 1,152

1,068

903

806 788 861 911

964 1,026

1,093 1,152

1,224 1,308

17 18 22 24 25 25 26 28 31 35 37 36

28 27 29 31 33 36 38 41 43 46 49

$10

$30

$50

$70

$90

$500

$750

$1,000

$1,250

$1,500

1997A 1999A 2001A 2003A 2005A 2007A 2009A 2011A 2013A 2015E 2017E 2019E

Total U.S. Construction Spending U.S. Rental Industry Revenues

U.S. Construction Spending vs. U.S. Rental Industry Revenues

Total U.S. Construction Spending $Bn

U.S. Rental Industry Revenues

$Bn

Notes: (1) Architectural Billings Index (“ABI”) data as of December 2015 (2) 1997–2019 FMI Construction Outlook as of Q4 2015 (3) 1997–2019 Total U.S. Rental Market Revenue data from IHS Global Insights report as of October 2015

U.S. Equipment Rental Market Overview

ABI in Perspective (1)

30

40

50

60

70

Dec-97 Dec-00 Dec-03 Dec-06 Dec-09 Dec-12 Dec-15

Control expenses and conserve capital

Access to the right equipment for the job

24/7 Customer care

Eliminate the need for long-term maintenance

Minimize need for storage and transportation

Technical expertise and advice is available

Why Our Customers Choose to Rent vs. Own

Exp

an

sio

n C

on

tractio

n

Expansion Expansion

Pent-up Demand

(2) (3)

7

Diversified Footprint and End-Markets

Sunbelt Region Overview

Key attributes of the Sunbelt region include:

Favorable climate conditions limit seasonality and facilitate year-round construction activity

Historically, higher than average equipment rental revenue growth rates when compared to other states outside of the Sunbelt

region (3)

Forecasted U.S total construction growth rate for 2016 is 6.7%. Growth in construction for states with Neff branch locations is

estimated at 7.5% in 2016, which exceeds the 5.8% estimated growth in construction in states where Neff does not operate(4)

Branch proximity within the region allows Neff to deploy equipment seamlessly across different areas to drive rate and ROI

Notes: (1) Forecasted 2016 Total U.S. Rental Industry Revenue growth rate data from IHS Global Insights report as of October 2015 (2) Company data for year ended December 31, 2015 (3) 1997–2014 Total U.S. Rental Industry Revenue data from IHS Global Insights report as of October 2015 (4) Forecasted 2016 Total Construction Industry growth rate data from IHS Global Insights data report as of October 2015

Neff Regions and Forecast Rental Industry Growth Rates (1) Rental Revenues by End-Market (2)

Infrastructure 28%

Non-Residential Construction

23%

Oil & Gas 8%

Residential Construction

12%

Municipal 10%

Other 19%

9%

7%

12%

9%

5%

5%

3%

8% 7%

10%

6%

7%

7%

9%

Notes: (1) Total rental revenues from Oil and Gas branch locations, including non-Oil and Gas end-market revenues

The Impact of Oil and Gas

Rental Revenue ($MM)

$83.7

$70.0

$13.7

$86.5 $79.0

$7.5

$-

$30.0

$60.0

$90.0

$120.0

Total Neff Excl. O&G Oil & Gas

Time Utilization ($MM)

67.6% 66.2%

75.4%

66.8% 67.2%

63.3%

55.0%

60.0%

65.0%

70.0%

75.0%

80.0%

Total Neff Neff Excl. O&G Oil & Gas (1) (1)

Oil & Gas Highlights

Oil & Gas branches were the main drivers of the decrease in total time utilization

Rental revenues in non-Oil & Gas branches were up by 12.7% in Q4 2015. Rental revenues in Oil and Gas branches were down

by 45.0%

Rental rates in non-Oil and Gas branches were up by 1.0% in Q4 2015. Rental rates in Oil and Gas branches were down by 8.6%

EBITDA in non-Oil & Gas branches was up by 11.4% in Q4 2015. EBITDA in Oil & Gas branches was down by 56.6%.

+3.3%

+12.7%

-45.0%

Q4 2014 Q4 2015

8

9

OEC of ~$765.7 million

Neff has invested ~$710 million in its fleet since 2011 (1)

Average age of Neff’s fleet has been reduced from ~55

months in 2011 to ~45 months as of December 31, 2015

Average age of Earthmoving fleet: ~37 months

Fleet includes ~14,000 units of equipment, of which over

5,400 are earthmoving related

Neff’s Fleet in Focus as of December 31, 2015

Fleet Overview

Fleet Breakdown (% of OEC) as of December 31, 2015

Why Earthmoving?

Utilized at the initial stages of the construction process, and throughout the duration of most construction projects

Large and active end-markets (e.g., infrastructure, non-residential construction, residential construction, and oil & gas) and these

customer segments require significant earthmoving assets

Customers value and want specialized earthmoving expertise – every project is different and requires the right combination of

equipment, implements, and advice

Earthmoving penetration is relatively low at ~51%. With aerial and material handling at ~96% and ~84% rental penetration,

respectively, we believe the future growth in industry penetration will likely come from the earthmoving category (2)

Earthmoving equipment retains a strong resale value and has a highly liquid secondary market

Earthmoving, 53.3%

Material Handling,

17.2%

Aerial, 12.1%

Trucks, 5.9%

Concrete / Compaction,

5.9%

Other, 5.6%

Note: (1) Defined as rental fleet purchases from January 2011 to December 2015 (2) Yengst Associates Market Machinery Research Report, dated June 2015

Mark Irion

Chief Financial Officer

Q4 2015 Results

11

Key Financial Metrics ($ in millions)

3-Months Ended December 31, 2014

3-Months Ended December 31, 2015

% ∆

Total Revenues $104.1 $106.1 +1.9%

Rental Revenues $83.7 $86.5 +3.3%

Adjusted EBITDA (1) $52.8 $49.4 (6.5%)

Adjusted EBITDA Margin (1) 50.7% 46.5% (420 bps)

Net Capital Expenditures ($2.6) ($6.3) nm

Select Operating Metrics ($ in millions)

3-Months Ended December 31, 2014

3-Months Ended December 31, 2015

% ∆

Average OEC $718.5 $782.6 +8.9%

Time Utilization 67.6% 66.8% (80 bps)

Weighted Average Rental Rate Growth 5.5% (1.3%)

Fleet Age (in months) 45 45 Flat

3-Months Ended December 31, 2015 – Year over Year Analysis

Note: (1) For a reconciliation of net income to Adjusted EBITDA, see page 17

YTD December 2015 Results

12

Key Financial Metrics ($ in millions)

12-Months Ended December 31, 2014

12-Months Ended December 31, 2015

% ∆

Total Revenues $372.0 $383.9 +3.2%

Rental Revenues $324.1 $336.0 +3.7%

Adjusted EBITDA (1) $186.1 $186.2 +0.0%

Adjusted EBITDA Margin (1) 50.0% 48.5% (150 bps)

Net Capital Expenditures $127.7 $125.8 (1.5%)

Select Operating Metrics ($ in millions)

12-Months Ended December 31, 2014

12-Months Ended December 31, 2015

% ∆

Average OEC $688.7 $761.9 +10.6%

Time Utilization 69.7% 66.8% (290 bps)

Weighted Average Rental Rate Growth 6.6% 1.0%

Fleet Age (in months) 45 45 Flat

12-Months Ended December 31, 2015 – Year over Year Analysis

Note: (1) For a reconciliation of net income to Adjusted EBITDA, see page 17

Debt and Liquidity Considerations

13

Summary Overview Current Debt Profile

Debt Maturity Profile

253.6

479.0

ABL @ L + 225 bps

Second Lien Term Loan @

L + 625 bps (1% LIBOR Floor)

$479.0

2015 2016 2017 2018 2019 2020 2021

$168

Unused

$257

Used

ABL 2nd Lien

Term Loan

Total debt of $732.6MM as of December 31, 2015

Total debt net of $2.0MM OID is $730.6MM

Total leverage of 3.9x based on 2015 Adjusted EBITDA of

$186.2MM

ABL leverage: 1.4x

Second lien leverage: 2.6x

Availability of $167.6MM on the ABL at December 31, 2015

Suppressed availability of $40.0MM

No debt maturities prior to 2018

$732.6

$425.0

Note: (1) Assumes $3.8 million in letters of credit obligation

(1)

Net Capital Expenditures

($MM)

81.3

125.9 122.8

127.7 125.8

$50.0

$75.0

$100.0

$125.0

$150.0

2011 2012 2013 2014 2015

Key Financial Metrics

14

197.4 234.6

281.0 324.1 336.0

36.9

44.8

33.5

34.5 34.8

10.5

11.5

12.7

13.4 13.1

244.8

291.0

327.2

372.0 383.9

$0.0

$100.0

$200.0

$300.0

$400.0

2011 2012 2013 2014 2015

Rental Revenues Equipment Sales Parts & Service

86.7

119.9

150.8

186.1 186.2

$0.0

$45.0

$90.0

$135.0

$180.0

$225.0

2011 2012 2013 2014 2015

Revenues

($MM)

Adj. EBITDA (1)

($MM)

Note: (1) For a reconciliation of net income to Adjusted EBITDA, see page 17

35.4

41.2

46.1

50.0 48.5

20.0

30.0

40.0

50.0

60.0

2011 2012 2013 2014 2015

Adj. EBITDA Margin (1)

(%)

2016 Full Year Guidance

15

Current Guidance

Total revenue range: $390MM to $410MM

Adjusted EBITDA: $190MM to $200MM

Y-o-Y Rental rate increase: ~0-2%

Time utilization: ~68%

Net capital expenditures: $100MM to $110MM

Target leverage by end of 2016: 3.0x to 3.5x

Appendix

17

Reconciliation of Net Income to Adjusted EBITDA

“EBITDA" is defined as net income plus interest expense, provision for (benefit from) income taxes, depreciation of rental equipment, other depreciation and amortization and

amortization of debt issue costs. "Adjusted EBITDA" is defined as EBITDA further adjusted to give effect to non-cash items and other items that we do not consider to be indicative of

our ongoing operations, including for the periods presented loss on extinguishment of debt, transaction bonus, rental split expense, equity-based compensation and adjustment to tax

receivable agreement. Adjusted EBITDA is not a measure of performance in accordance with US GAAP and should not be considered as an alternative to net income (loss) or

operating cash flows determined in accordance with US GAAP. Additionally, Adjusted EBITDA is not intended to be a measure of cash flow for management's discretionary use, as it

excludes certain cash requirements such as interest payments, tax payments and debt service requirements. We believe that the inclusion of EBITDA and Adjusted EBITDA in this

investor presentation is appropriate because securities analysts, investors and other interested parties use these non-US GAAP financial measures as important measures of

assessing our operating performance across periods on a consistent basis. Adjusted EBITDA has limitations as an analytical tool and should not be considered in isolation or as a

substitute for analysis of our results as reported under US 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.

Notes:

(1) Represents expenses and realized losses that were incurred in connection with the extinguishment of debt.

(2) Represents the payment of incentive bonuses earned in connection with consummation of a refinancing to management and certain members of Neff Holdings' board of managers.

(3) Represents cash payments made to suppliers of equipment in connection with rental splits, which payments are credited against the purchase price of the applicable equipment if Neff

Holdings elects to purchase that equipment.

(4) Represents non-cash equity-based compensation expense recorded in the periods presented in accordance with US GAAP.

(5) For 2012, represents (i) the adjustment of certain interest rate swaps to fair value and (ii) loss on interest rate swaps. For 2015, represents loss on interest rate swap.

Reconciliation of Net income

to Adjusted EBITDA

$ 000’s 2012 2013 2014 2015 2014 2015

Net income 17,508$ 40,493$ 15,808$ 40,185$ 13,903$ 12,719$

Interest expense 23,221 24,598 40,481 43,025 12,168 10,851

Provision for (benefit from) income taxes 159 471 (5,359) 3,625 (749) 1,933

Depreciation of rental equipment 66,017 70,768 73,274 83,943 18,443 21,663

Other depreciation and amortization 9,041 8,968 9,591 10,498 2,442 2,702

Amortization of debt issue costs 1,461 1,929 3,061 1,547 366 403

EBITDA 117,407$ 147,227$ 136,856$ 182,823$ 46,573$ 50,271$

Loss on extinguishment of debt (1)

- - 20,241 - 4,345 -

Transaction bonus (2)

- - 24,506 - - -

Rental split expense (3)

932 2,343 3,658 2,300 1,782 535

Equity-based compensation (4)

1,478 1,224 883 1,249 93 348

Adjustment to tax receivable agreement - - - (2,424) - 52

Other (5)

102 - - 2,265 - (1,832)

Adjusted EBITDA 119,919$ 150,794$ 186,144$ 186,213$ 52,793$ 49,374$

Three Months Ended

December 31,

18

Other Financial Data and Operating Data

Other Financial Data and Operating Data

$ in 000's 2012 2013 2014 2015 2014 2015

Capital Expenditures

Purchases of rental equipment 159,192$ 144,483$ 149,174$ 147,483$ 13,244$ 8,524$

Purchases of non-rental equipment 11,556 11,852 13,018 13,134 1,289 1,392

Proceeds from sales of rental equipment (41,731) (30,976) (31,620) (32,143) (16,561) (15,470)

Proceeds from sales of non-rental equipment (3,097) (2,511) (2,859) (2,629) (563) (782)

Net Capital Expenditures 125,920$ 122,848$ 127,713$ 125,845$ (2,591)$ (6,336)$

OEC of rental equipment sales 95,888 69,834 69,605 69,324 40,499 32,959

Growth rental equipment capex 63,304 74,649 79,569 78,159 (27,255) (24,435)

Gross rental equipment capex 159,192$ 144,483$ 149,174$ 147,483$ 13,244$ 8,524$

Other Operating Data

Average OEC 527,266$ 606,624$ 688,733$ 761,855$ 718,506$ 782,555$

Fleet age in months (as of period end) 48 46 45 45 45 45

Weighted average rental rate growth 6.5% 6.4% 6.6% 1.0% 5.5% (1.3%)

Time utilization 68.7% 70.9% 69.7% 66.8% 67.6% 66.8%

Three Months Ended

December 31,

Net Capital Expenditures: Purchases of rental and non-rental equipment less proceeds from the sale of rental and non-rental

equipment.

Time Utilization: The daily average OEC of equipment on rent, divided by the OEC of all equipment in the rental fleet during the

relevant period.

EBITDA and Adjusted EBITDA: EBITDA represents net income (loss) plus interest expense, provision for (benefit from) income

taxes, depreciation of rental equipment, other depreciation and amortization and amortization of debt issue costs. Adjusted EBITDA

represents EBITDA further adjusted to give effect to non-cash and other items that we do not consider to be indicative of future

performance.

Fleet Age: The OEC weighted age of the entire fleet, excluding the benefit of refurbishments.

OEC: The first cost of acquiring the equipment, or in the case of used equipment purchases and rental splits, an estimate of the first

cost that would have been paid to acquire the equipment if it had been purchased new in its year of manufacture, as the daily average

OEC of equipment on rent, divided by the OEC of all equipment in the rental fleet during the relevant period.

Weighted Average Rental Rate Growth: The percentage change in the rate/price that is charged for equipment on rent. Overall

company rental rates change based on a combination of pricing, fleet composition and term of rental. This metric is used to evaluate

rate changes both year-over-year and sequentially (typically quarter-over-quarter). Rental rate changes are calculated based on the

year-over-year or sequential variance in average contract rates, weighted by the prior period revenue mix.

Return on invested capital (ROIC): The ROIC metric uses after-tax operating income for the trailing 12 months divided by average

stockholders’ equity (deficit) and debt and deferred taxes, net of average cash. To mitigate the volatility related to fluctuations in the

Company’s tax rate from period to period, a federal statutory tax rate of 35% is used to calculate after-tax operating income.

19

Glossary of Terms