Hertz 2013 Annual Report Download - page 107

Table of Contents
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Virgin Islands and certain contractual rights related to rental vehicles in Kansas, Hawaii, Puerto Rico and the U.S. Virgin Islands.
In September 2011, we extended the maturity of our U.S. Fleet Financing Facility to September 2015 and increased the facility size to $190.0
million. In connection with the extension, we made a number of modifications to the financing arrangement including decreasing the
advance rate and increasing pricing.
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,
or “HHN BV,” entered into a credit agreement that provides for aggregate maximum borrowings of € 220.0 million (the equivalent of $302.5
million as of December 31, 2013) (subject to borrowing base availability) on a revolving basis under an asset-based revolving credit facility, or
the “European Revolving Credit Facility,” and issued the 8.50% Senior Secured Notes due July 2015, or the “Former European Fleet Notes,”
in an aggregate original principal amount of € 400.0 million (the equivalent of $550.0 million as of December 31, 2013). References to the
“European Fleet Debt” include HHN BV's European Revolving Credit Facility and the European Fleet Notes, collectively.
In June 2012, HHN BV amended the European Revolving Credit Facility to extend the maturity date from June 2013 to June 2015.
In November 2013, HHN BV issued the 4.375% Senior Notes due January 2019, or the “European Fleet Notes,” in an aggregate original
principal amount of €425.0 million (the equivalent of $584.3 million as of December 31, 2013). Proceeds of the issuance of the European
Fleet Notes were used to redeem all of the then-outstanding Former European Fleet Notes.
In November 2013, HHN BV amended and restated its European Revolving Credit Facility. The amendments to the European Revolving
Credit Facility reflect, among other things, the redemption of the Former European Fleet Notes and certain other updates that conform to the
provisions of the Senior Credit Facilities.
The European Fleet Debt is the primary fleet financing for our car rental operations in Germany, Italy, Spain, Belgium, New Zealand and
Luxembourg and finances a portion of our assets in the United Kingdom and can be expanded to provide fleet financing in Australia, Canada,
France, The Netherlands and Switzerland.
The obligations of HHN BV under the European Fleet Debt are guaranteed by Hertz and certain of Hertz's domestic and foreign subsidiaries
including the non-U.S. subsidiary guarantors.
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. 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 facility agreement that provides for aggregate maximum borrowings of € 400.0 million
(the equivalent of $550.0 million as of December 31, 2013) (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 car rental 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.
In August 2011, certain foreign subsidiaries extended the expected maturity of our European Securitization Facility to July 2013. In connection
with the extension, International Fleet Financing No. 2 B.V. made a number of modifications to the financing arrangement including
increasing the advance rate and decreasing pricing.
In July 2012, International Fleet Financing No. 2 B.V. amended the European Securitization to extend the maturity from July 2013 to July
2014.
Hertz-Sponsored Canadian Securitization
In May 2007, certain foreign subsidiaries entered into a facility agreement that provides for aggregate maximum borrowings of CAD $225.0
million (the equivalent of $210.2 million as of December 31, 2013) (subject to borrowing base availability) on a revolving basis under an
asset-backed securitization facility, or as amended, the “Canadian Securitization.” The Canadian Securitization is the primary fleet financing
for our car rental operations in Canada. The
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Source: HERTZ CORP, 10-K, March 31, 2014 Powered by Morningstar® Document Research℠
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