Hertz 2010 Annual Report Download - page 125

HERTZ GLOBAL HOLDINGS, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
Fleet Financing Facility is the primary fleet financing for our rental car operations in Hawaii, Kansas,
Puerto Rico and St. Thomas, the U.S. Virgin Islands (‘‘St. Thomas’’).
The obligations of each of Hertz and PR Cars under the U.S. Fleet Financing Facility are guaranteed by
certain of Hertz’s direct and indirect domestic subsidiaries. In addition, the obligations of PR Cars under
the U.S. Fleet Financing Facility are guaranteed by Hertz. The lenders under the U.S. Fleet Financing
Facility have been granted a security interest primarily in the owned rental car fleet used in our car rental
operations in Hawaii, Puerto Rico and St. Thomas and certain contractual rights related to such vehicles
in Kansas, Hawaii, Puerto Rico and St. Thomas.
European Revolving Credit Facility and European Fleet Notes
In June 2010, Hertz Holdings Netherlands B.V., an indirect wholly-owned subsidiary of Hertz organized
under the laws of The Netherlands (‘‘HHN BV’’), entered into a credit agreement that provides for
aggregate maximum borrowings of e220 million (the equivalent of $291.0 million as of December 31,
2010) (subject to borrowing base availability) on a revolving basis under an asset-based revolving credit
facility (the ‘‘European Revolving Credit Facility’’), and issued the 8.50% Senior Secured Notes due July
2015 (the ‘‘European Fleet Notes’’) in an aggregate original principal amount of e400 million (the
equivalent of $529.0 million as of December 31, 2010). References to the ‘‘European Fleet Debt’’ include
HHN BV’s European Revolving Credit Facility and the European Fleet Notes, collectively.
The European Fleet Debt is the primary fleet financing for our rental car operations in Germany, Italy,
Spain, Belgium, Luxembourg and Switzerland, and can be expanded to provide fleet financing in
Australia, Canada, France, The Netherlands, New Zealand, and the United Kingdom.
The obligations of HHN BV under the European Fleet Debt are guaranteed by Hertz and certain of
Hertz’s domestic and foreign subsidiaries.
The agreements governing the European Revolving Credit Facility and the indenture governing the
European Fleet Notes contain covenants that apply to the Hertz credit group similar to those for the
Senior Notes. In addition, the agreements and indenture contain a combination of security
arrangements, springing covenants and ‘‘no liens’’ covenants intended to give the lenders under the
European Fleet Debt enhanced recourse to certain assets of HHN BV and certain foreign subsidiaries of
Hertz. The terms of the European Fleet Debt permit HHN BV to incur additional indebtedness that would
be pari passu with either the European Revolving Credit Facility or the European Fleet Notes.
European Securitization
In July 2010, certain foreign subsidiaries entered into a credit agreement that provides for aggregate
maximum borrowings of e400 million (the equivalent of $529.0 million as of December 31, 2010) (subject
to borrowing base availability) on a revolving basis under an asset-backed securitization facility, or the
‘‘European Securitization.’’ The European Securitization is the primary fleet financing for our rental car
operations in France and The Netherlands. The lenders under the European Securitization have been
granted a security interest primarily in the owned rental car fleet used in our car rental operations in
France and The Netherlands and certain contractual rights related to such vehicles.
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