Hertz 2014 Annual Report Download - page 83

Table of Contents
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 
Additionally, the documentation of various of our (and/or our special purpose subsidiaries’) financing facilities requires us to file certain quarterly
and annual reports and certain of our subsidiaries to file statutory financial statements within certain time periods.
For more information regarding our covenants, see Note 6, "Debt," to the Notes to our consolidated financial statements included in this Annual
Report under the caption Item 8, "Financial Statements and Supplementary Data."
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In January 2014, we discovered that a requirement under the HVF II Series 2013-B Notes was unknowingly not met, resulting in the occurrence of
an amortization event under the HVF II Series 2013-B Notes that also triggered amortization events under certain other series of our outstanding
U.S. rental car variable funding notes. As a result of the amortization event, our ability to borrow under these notes was temporarily restricted at
December 31, 2013. In January 2014, we provided the required notices and obtained waivers from 100% of the noteholders required to waive and
cure the related amortization events.
Due to our accounting restatement, investigation and remediation activities, we failed to file certain quarterly and annual reports and certain of our
subsidiaries failed to file statutory financial statements within certain time periods set forth in the documentation of various of our (and/or our
special purpose subsidiaries') financing facilities which resulted in the occurrence of various potential and/or actual defaults and potential
amortization events under certain of such financing facilities.
In May 2014, we and/or certain of our subsidiaries obtained waivers effective through June 15, 2014 from the requisite lenders or noteholders under
the Senior ABL Facility, HVF II U.S. Fleet Variable Funding Notes, European Revolving Credit Facility, European Securitization, Hertz-Sponsored
Canadian Securitization, Dollar Thrifty-Sponsored Canadian Securitization, U.K. Leveraged Financing, and its U.S. Fleet Financing Facility to
waive the aforementioned events, as well as similar events that could arise from any restatement of annual and quarterly financial statements
previously delivered by us and/or certain of our subsidiaries under such facilities, and provided the required notices to the various lenders or
noteholders. In June 2014 and September 2014, we and/or certain of our subsidiaries obtained waivers, or extensions of waivers, effective through
November 14, 2014. In connection with the refinancings consummated on October 31, 2014, we and/or certain of our subsidiaries obtained
waivers, or extensions of waivers, under such facilities, as well as the Australian Securitization and various counterparties in respect of derivative
transactions, in each case, through June 30, 2015.
In July 2014, we and/or certain of our subsidiaries obtained waivers from the requisite lenders of the HVF U.S. Fleet Medium Term Notes and
RCFC U.S. Fleet Medium Term Notes to waive the aforementioned events, as well as similar events that could arise from any restatement of
annual and quarterly financial statements previously delivered by us and/or certain of our subsidiaries under such facilities, and provided the
required notices to the various lenders or noteholders. The waiver relating our failure to furnish certain financial statements within certain time
periods was effective through December 30, 2014. Our ability to remove cash from these ABS financing facilities was temporarily restricted during
the period from May 2014 until mid July 2014 when we obtained such waivers. In December 2014, we obtained an extension of the waiver from the
requisite lenders or noteholders of the HVF U.S. Fleet Medium Term Notes relating to our failure to furnish certain financial statements within
certain time periods, effective through August 31, 2015, provided that after June 30, 2015 the waiver will terminate if our failure to furnish such
financial statements results in (i) HVF II being prohibited from drawing funds under its HVF II U.S. Fleet Variable Funding Notes, or (ii) Hertz being
prohibited from drawing funds the Senior ABL Facility, in each case after giving effect to all amendments and waivers in effect as of such date.
The waiver obtained in connection with the RCFC U.S. Fleet Medium Term Notes expired on December 30, 2014 and thus our ability to remove
cash from such financing facility was restricted as of December 31, 2014. See Note 20, "Subsequent Events" for details on the full repayment of
the RCFC U.S. Fleet Medium Term Notes.
In December 2014, we entered into an Amendment and Waiver (the “Amendment and Waiver”) relating to the Senior Term Facility. The waiver set
forth in the Amendment and Waiver defers our requirement to furnish certain financial statements within certain time periods set forth in the
documentation of the Senior Term Facility, as well as waives defaults arising directly or indirectly from (1) the delay in providing such financial
statements and (2) the restatement
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Source: HERTZ GLOBAL HOLDINGS INC, 10-K, July 16, 2015 Powered by Morningstar® Document Research℠
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