Hertz Global Holdings Files 8-K: Material Definitive Agreement

TL;DR

Hertz just signed a big deal, details to come.

AI Summary

On June 19, 2024, Hertz Global Holdings, Inc. entered into a Material Definitive Agreement related to its financial statements and exhibits. The filing does not specify the other parties involved or the financial details of this agreement.

Why It Matters

This filing indicates a significant new agreement for Hertz, which could impact its financial standing and future operations.

Risk Assessment

Risk Level: medium — The filing indicates a material definitive agreement, but the lack of specific details about the agreement's nature and financial implications introduces uncertainty.

Key Players & Entities

• HERTZ GLOBAL HOLDINGS, INC (company) — Filer
• HERTZ CORP (company) — Related Filer
• 20240619 (date) — Report Date
• 20240621 (date) — Filing Date

FAQ

Key Financial Figures

• $0.01 — Holdings, Inc. Common Stock Par value $0.01 per share HTZ The Nasdaq Stock Mark
• $13.80 — c. common stock at an exercise price of $13.80 per share, subject to adjustment HTZW
• $43.5 million — obligation, to sell the Investors up to $43.5 million aggregate principal amount of Exchangea
• $250 million — nated upon Hertz Corp. selling at least $250 million aggregate principal amount of Exchangea
• $750.0 million — ress release to announce the pricing of $750.0 million aggregate principal amount of its 12.62
• $250.0 million — otes"), which represents an increase of $250.0 million to the previously announced offering si
• $2.0 billion — the Notes to pay down a portion of its $2.0 billion committed revolving credit facility, im

Filing Documents

• dp213147_8k.htm (8-K) — 38KB
• dp213147_ex1001.htm (EX-10.1) — 79KB
• dp213147_ex9901.htm (EX-99.1) — 13KB
• 0000950103-24-008615.txt ( ) — 374KB
• htz-20240619.xsd (EX-101.SCH) — 3KB
• htz-20240619_def.xml (EX-101.DEF) — 27KB
• htz-20240619_lab.xml (EX-101.LAB) — 37KB
• htz-20240619_pre.xml (EX-101.PRE) — 26KB
• dp213147_8k_htm.xml (XML) — 7KB

01

Item 1.01 Entry into a Material Definitive Agreement. In connection with the previously announced offering of Exchangeable Notes (as defined below), on June 19, 2024, The Hertz Corporation ("Hertz Corp."), the primary operating company and wholly-owned indirect subsidiary of Hertz Global Holdings, Inc. (the "Company," "Hertz Holdings," "we," "us" or "our"), entered into a Note Purchase Agreement (the "Note Purchase Agreement") with investors (collectively, the "Investors") affiliated with CK Amarillo LP, which is an affiliate of Hertz Holdings. Under the Note Purchase Agreement, Hertz Corp. had the right, but not the obligation, to sell the Investors up to $43.5 million aggregate principal amount of Exchangeable Notes at the same price paid by investors in the previously announced offering of Exchangeable Notes. Each Investor's commitment to purchase Exchangeable Notes under the Note Purchase Agreement was subject to cutbacks to the extent it purchased Exchangeable Notes in the offering, and the commitment by the Investors to purchase any Exchangeable Notes under the Note Purchase Agreement terminated upon Hertz Corp. selling at least $250 million aggregate principal amount of Exchangeable Notes in the offering. The foregoing description is qualified in its entirety by reference to the Note Purchase Agreement, which is filed herewith as Exhibit 10.1 and incorporated herein by reference.

01

Item 7.01 Regulation FD Disclosure. On June 21, 2024, Hertz Corp. issued a press release to announce the pricing of $750.0 million aggregate principal amount of its 12.625% First Lien Senior Secured Notes due 2029 (the "First Lien Notes"), which represents an increase of $250.0 million to the previously announced offering size, and the pricing of $250.0 million aggregate principal amount of its 8.000% Exchangeable Senior Second-Lien Secured PIK Notes due 2029 (the "Exchangeable Notes" and, together with the First Lien Notes, the "Notes"). Hertz Corp. intends to use the net proceeds of the offerings of the Notes to pay down a portion of its $2.0 billion committed revolving credit facility, improving liquidity. The completion of the offerings of the First Lien Notes and the Exchangeable Notes are not contingent on each other. The offerings are expected to close on June 28, 2024. A copy of the press release issued by the Company announcing the pricing of the offerings is furnished as Exhibit 99.1 hereto and incorporated by reference herein. The Notes and the guarantees of the Notes were offered only to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the "Securities Act") and, except for the Exchangeable Notes and the related guarantees, to non-U.S. persons outside the United States pursuant to Regulation S under the Securities Act. The Notes, the guarantees of the Notes and any shares of the common stock of the Company issuable upon exchange of the Exchangeable Notes have not been and will not be registered under the Securities Act or the securities laws of any other jurisdiction and may not be offered or sold in the United of any other jurisdiction. In accordance with General Instruction B.2 of Form 8-K, the information included in this

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits. Exhibit Description 10.1 Note Purchase Agreement, dated as of June 19, 2024, among The Hertz Corporation and the several investors party thereto 99.1 Press Release of Hertz Global Holdings, Inc. dated June 21, 2024 relating to the Pricing of the Notes 104.1 Cover page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, each registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. HERTZ GLOBAL HOLDINGS, INC. THE HERTZ CORPORATION (each, a Registrant) By: /s/ Wayne Gilbert West Name: Wayne Gilbert West Title: Chief Executive Officer Date: June 21, 2024

View Full Filing

View this 8-K filing on SEC EDGAR