Hertz 2008 Annual Report Download - page 21

INTRODUCTORY NOTE
Unless the context otherwise requires, in this Annual Report on Form 10-K, or ‘‘Annual Report,’’ (i) ‘‘Hertz
Holdings’’ means Hertz Global Holdings, Inc., our top-level holding company, (ii) ‘‘Hertz’’ means The
Hertz Corporation, our primary operating company and a direct wholly-owned subsidiary of Hertz
Investors, Inc., which is wholly-owned by Hertz Holdings, (iii) ‘‘we,’’ ‘‘us’’ and ‘‘our’’ mean (a) prior to
December 21, 2005, Hertz and its consolidated subsidiaries and (b) on and after December 21, 2005,
Hertz Holdings and its consolidated subsidiaries, including Hertz, (iv) ‘‘HERC’’ means Hertz Equipment
Rental Corporation, Hertz’s wholly-owned equipment rental subsidiary, together with our various other
wholly-owned international subsidiaries that conduct our industrial, construction and material handling
equipment rental business, (v) ‘‘cars’’ means cars and light trucks (including sport utility vehicles and,
outside North America, light commercial vehicles), (vi) ‘‘program cars’’ means cars purchased by car
rental companies under repurchase or guaranteed depreciation programs with car manufacturers,
(vii) ‘‘non-program cars’’ mean cars not purchased under repurchase or guaranteed depreciation
programs for which the car rental company is exposed to residual risk, (viii) ‘‘equipment’’ means
industrial, construction and material handling equipment, (ix) ‘‘EBITDA’’ means consolidated net income
before net interest expense, consolidated income taxes and consolidated depreciation and amortization
and (x) ‘‘Corporate EBITDA’’ means ‘‘EBITDA’’ as that term is defined under Hertz’s senior credit facilities,
which is generally consolidated net income before net interest expense (other than interest expense
relating to certain car rental fleet financing), consolidated income taxes, consolidated depreciation (other
than depreciation related to the car rental fleet) and amortization and before certain other items, in each
case as more fully described in the agreements governing Hertz’s senior credit facilities.
On December 21, 2005, or the ‘‘Closing Date,’’ an indirect, wholly-owned subsidiary of Hertz Holdings
acquired all of Hertz’s common stock from Ford Holdings LLC, or ‘‘Ford Holdings,’’ pursuant to a Stock
Purchase Agreement, dated as of September 12, 2005, among Ford Motor Company, or ‘‘Ford,’’ Ford
Holdings and Hertz Holdings (previously known as CCMG Holdings, Inc.). As a result of this transaction,
investment funds associated with or designated by Clayton, Dubilier & Rice, Inc., The Carlyle Group and
Merrill Lynch Global Private Equity, or, collectively, the ‘‘Sponsors,’’ owned over 99% of the common stock
of Hertz Holdings. Following the initial public offering and a secondary public offering of the common
stock of Hertz Holdings in November 2006 and June 2007, respectively, these funds currently own
approximately 55% of the common stock of Hertz Holdings. We refer to the acquisition of all of Hertz’s
common stock as the ‘‘Acquisition.’’ We refer to the Acquisition, together with related transactions
entered into to finance the cash consideration for the Acquisition, to refinance certain of our existing
indebtedness and to pay related transaction fees and expenses, as the ‘‘Transactions.’’ The ‘‘Successor
period ended December 31, 2005’’ refers to the 11-day period from December 21, 2005 to December 31,
2005 and the ‘‘Predecessor period ended December 20, 2005’’ refers to the period from January 1, 2005
to December 20, 2005. The term ‘‘Successor’’ refers to us following the Acquisition and the term
‘‘Predecessor’’ refers to us prior to the Closing Date.
In September 2008, Bank of America Corporation, or ‘‘Bank of America,’’ announced it was acquiring
Merrill Lynch & Co., the parent company of Merrill Lynch Global Private Equity, or ‘‘MLGPE.’’ This
transaction closed on January 1, 2009. Accordingly, Bank of America is now an indirect beneficial owner
of our common stock held by MLGPE and certain of its affiliates.
Cautionary Note Regarding Forward-Looking Statements
Certain statements contained in this report under ‘‘Item 1—Business,’’ ‘‘Item 3—Legal Proceedings’’ and
‘‘Item 7—Management’s Discussion and Analysis of Financial Condition and Results of Operations’’
including, without limitation, those concerning our liquidity and capital resources, include ‘‘forward-
looking statements.’’ You should not place undue reliance on these statements. Forward-looking
statements include information concerning our liquidity and our possible or assumed future results of
operations, including descriptions of our business strategies. These statements often include words such
1