Hertz 2008 Annual Report Download - page 168

HERTZ GLOBAL HOLDINGS, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
fleet (the ‘‘Canadian Fleet Financing Facility’’). The new facility refinanced the Canadian portion of the
International Fleet Debt facilities. The maximum amount which may be borrowed under the new facility is
CAD$400 million (or $327.5 million). This facility matures in May 2012. As of December 31, 2008, the
foreign currency equivalent of $111.6 million in borrowings were outstanding under this facility.
Belgian Fleet Financing Facility. On June 21, 2007, our Belgian subsidiary, Hertz Belgium BVBA,
entered into a secured revolving credit facility with varying facility limits of up to e27.4 million (or
$38.2 million) maturing in December 2010 (the ‘‘Belgian Fleet Financing Facility’’). The new facility
refinanced the Belgian portion of the International Fleet Debt facilities. This facility is guaranteed by HIL
and the fleet assets used in the Belgian operations are pledged as collateral for this debt. Interest is
charged at a spread over the Euribor. This facility contains a number of covenants typical for this type of
facility, including restrictions on additional indebtedness, creation of liens, engaging in mergers and
change of business. As of December 31, 2008, the foreign currency equivalent of $31.2 million in
borrowings were outstanding under this facility.
U.K. Leveraged Financing. On December 21, 2007, our subsidiary in the United Kingdom, or the
‘‘U.K.,’’ Hertz (U.K.) Limited, entered into an agreement for a sale and lease back facility with a financial
institution in the U.K., under which we may sell and leaseback fleet up to the value of £175.0 million (or
$255.9 million). The amount available under this facility increases over the term of the facility. The facility
is scheduled to mature in December 2013. This facility refinanced the U.K. portion of the International
Fleet Debt facilities. This facility is guaranteed by HIL and pricing is based on current LIBOR. This facility
contains covenants typical for this type of facility including restrictions on engaging in mergers and
change of business, and includes requirements to meet on a quarterly basis certain ratios measuring
utilization, interest coverage and net worth. As of December 31, 2008, the foreign currency equivalent of
$167.8 million in borrowings were outstanding under this facility.
International ABS Fleet Financing Facility. On July 24, 2008, HIL and certain of its subsidiaries entered
into an agreement to amend the International Fleet Debt facility. This agreement, effective on July 24,
2008, reduced the borrowing margins on the Tranche A1 and Tranche A2 bridge loans of certain
borrowers under the facility participating in the International ABS Fleet Financing Facility and provided
an August 12, 2008 final maturity date for loans to HIL’s Swiss subsidiary borrower. In August, we paid off
the loan to HIL’s Swiss subsidiary borrower and closed out the loan.
Also on July 24, 2008, HA Fleet Pty Ltd, RAC Finance SAS and Stuurgroep Fleet (Netherlands) B.V.,
special-purpose indirect subsidiaries of HIL, each a ‘‘FleetCo,’’ closed on the International ABS Fleet
Financing Facility, initially covering Australia, France and the Netherlands, respectively, or the ‘‘Relevant
Jurisdictions.’’
The funds under the new fleet financing will be used to (i) initially repay in whole the FleetCos’ portion of
indebtedness under the International Fleet Debt facility and the FleetCos’ existing inter-company
borrowings related to the acquisition of vehicles and (ii) finance the acquisition of vehicles from time to
time in the Relevant Jurisdictions.
International Fleet Financing No. 1 B.V., the issuer of the fleet financing, or the ‘‘Issuer,’’ is a special
purpose entity incorporated as a Dutch B.V. under the laws of the Netherlands. Of the shares of the
Issuer, 75% are held by a charitable trust and 25% are owned by Hertz Holdings Netherlands B.V., an
indirect wholly-owned subsidiary of HIL.
The expected maturity date is in December 2010 (when the FleetCos’ obligations to the Issuer are
scheduled to come due). The maximum commitment under (i) the Euro-denominated portion is
e632.0 million (the equivalent of $880.8 million as of December 31, 2008) and (ii) the Australian dollar-
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