Hertz Global Holdings Board of Directors Approves Separation of Car Rental and Equipment Rental Businesses and Sets Record Date
ESTERO, Fla., June 6, 2016 /PRNewswire/ -- The board of directors of Hertz Global Holdings, Inc. (NYSE: HTZ) has formally approved the previously announced separation of its car rental and equipment rental businesses. The separation is expected to be tax-free to Hertz Global Holdings stockholders for U.S. federal income tax purposes. A Form 10 registration statement detailing the transaction is on file with the U.S. Securities and Exchange Commission.
Emerging from the transaction will be two companies: a new Hertz Global Holdings, Inc., which will consist of the worldwide rental car business and leasing business of Donlen Corporation, and Herc Holdings Inc., which will consist of the worldwide equipment rental business.
"The creation of these two public companies enables each to focus on their respective core businesses, thereby increasing the opportunity for both to create optimal shareholder value," said John Tague, president and chief executive officer of Hertz Global Holdings, who will continue in the same role at the new Hertz Global Holdings following the transaction.
"This separation marks the culmination of considerable work by our leadership team over the past 12 months. While developing and implementing a multi-year margin improvement plan for our rental car business, we installed a strong, experienced management team at Herc and worked with them to strengthen the fundamentals of its equipment rental business. We recently completed the selection of an experienced board of directors and facilitated creation of a capital structure with the requisite financing to support the business. Both businesses are now well-positioned to realize their full potential."
Transaction details
The transaction will be completed through a dividend distribution of all of the capital stock of a new entity, Hertz Rental Car Holding Company, Inc., which will consist of the worldwide rental car business and the fleet leasing business of Donlen Corporation. The dividend will be paid to existing Hertz Global Holdings' shareholders of record as of June 22, 2016, and, subject to the satisfaction of applicable conditions, is expected to be completed on June 30, 2016.
Stockholders of record as of the close of business on the record date of June 22, 2016, will receive shares in Hertz Rental Car Holding Company, Inc. on the June 30, 2016, distribution date at a rate of one share for every five shares currently held. Each current share of Hertz Global Holdings will represent one share of Herc Holdings, but those shares will be adjusted for a 1-for-15 reverse stock split that will be implemented immediately after the separation.
Upon closing, Hertz Rental Car Holding Company will change its name to Hertz Global Holdings and will continue to manage the company's rental car business. Also upon closing, the current Hertz Global Holdings entity will change its name to Herc Holdings Inc. and operate the equipment rental business.
On July 1, 2016, the new Hertz Global Holdings will begin regular-way trading on the New York Stock Exchange (NYSE) under the existing HTZ symbol, while Herc Holdings will begin regular-way trading on the NYSE under the symbol HRI.
The company expects "when issued" trading for the new Hertz Global Holdings and Herc Holdings to begin June 20, 2016, two days prior to the record date for the separation transaction.
Herc Holdings
In a separate announcement, expected members of the Board of Directors for Herc Holdings were named. That board will be led by non-executive chairman Herbert Henkel. Larry Silber, president and chief executive officer of the equipment rental subsidiary for the current Hertz Global Holdings, will be president and chief executive officer for Herc Holdings.
"As a leader in the equipment rental industry, our separation as an independent company enables us to focus on opportunities to expand our business and enhance profitability," Silber said. "We are already making good progress and continue to execute a solid business plan and strategy designed to enhance customer service, expand and diversify our revenues and improve operating efficiencies to generate value for our shareholders."
About Herc Holdings
Founded in 1965, Herc Holdings Inc., which will operate through its Herc Rentals Inc. subsidiary following the separation, is one of the leading equipment rental suppliers in North America with approximately 280 company-operated branches, of which approximately 270 are in the United States and Canada. Herc Holdings is a full-line equipment-rental supplier in key markets, including commercial and residential construction, industrial and manufacturing, refineries and petrochemicals, civil infrastructure, automotive, government and municipalities, energy, remediation, emergency response, facilities, entertainment and agriculture. The equipment rental business is supported by ProSolutions™, our industry-specific solutions-based services, and our ProContractor Tools™ line, both aimed at helping customers work more efficiently, effectively and safely. Herc Holdings' 2015 total revenues as reported in the recently filed Information Statement, were nearly $1.7 billion. After the spin-off, the company will have approximately 4,600 employees. For more information on Herc Holdings and its products and services, visit: www.hertzequip.com.
About Hertz Global
Hertz Global Holdings operates the Hertz, Dollar, Thrifty and Firefly car rental brands in approximately 9,980 corporate and licensee locations throughout approximately 150 countries in North America, Europe, Latin America, Asia, Australia, Africa, the Middle East and New Zealand. Hertz Global Holdings is the largest worldwide airport general use car rental company with approximately 1,635 airport locations in the U.S. and more than 1,320 airport locations internationally. Product and service initiatives such as Hertz Gold Plus Rewards, NeverLost®, Carfirmations, Mobile Wi-Fi and unique vehicles offered through the Adrenaline, Dream, Green and Prestige Collections set Hertz Global Holdings apart from the competition. Additionally, Hertz Global Holdings owns the vehicle leasing and fleet management leader Donlen Corporation, operates the Hertz 24/7 hourly car rental business in international markets and sells vehicles through its Rent2Buy program. The company also owns Hertz Equipment Rental Corporation, one of the largest equipment rental businesses with more than 280 locations worldwide offering a diverse line of equipment and tools for rent and sale. HERC primarily serves the construction, industrial, oil, gas, entertainment and government sectors. For more information about Hertz Global Holdings, visit: www.hertz.com.
Cautionary Note Concerning Forward-Looking Statements
Certain statements contained in this release include "forward-looking statements." These statements often include words such as "believe," "expect," "project," "potential," "anticipate," "intend," "plan," "estimate," "seek," "will," "may," "would," "should," "could," "forecasts" or similar expressions. These statements are based on certain assumptions that Hertz Global Holdings has made in light of its experience in the industry as well as its perceptions of historical trends, current conditions, expected future developments and other factors it believes are appropriate in these circumstances. Hertz Global Holdings believes these judgments are reasonable, but you should understand that these statements are not guarantees of performance or results, and actual results could differ materially from those expressed in the forward-looking statements due to a variety of important factors, both positive and negative, that may be revised or supplemented in subsequent reports on Forms 10-K, 10-Q and 8-K.
Among other items, such factors could include: the effect of our proposed separation of our equipment rental business and ability to obtain the expected benefits of any related transaction; our ability to complete the proposed separation within the expected timeframe; changes to our senior management team; our ability to remediate the material weaknesses in our internal controls over financial reporting; levels of travel demand, particularly with respect to airline passenger traffic in the United States and in global markets; significant changes in the competitive environment, including as a result of industry consolidation, and the effect of competition in our markets on rental volume and pricing, including on our pricing policies or use of incentives; an increase in our fleet costs as a result of an increase in the cost of new vehicles and/or a decrease in the price at which we dispose of used vehicles either in the used vehicle market or under repurchase or guaranteed depreciation programs; occurrences that disrupt rental activity during our peak periods; our ability to achieve and maintain cost savings and efficiencies and realize opportunities to increase productivity and profitability; our ability to accurately estimate future levels of rental activity and adjust the size and mix of our fleet accordingly; our ability to maintain sufficient liquidity and the availability to us of additional or continued sources of financing for our revenue earning equipment and to refinance our existing indebtedness; our ability to realize the operational efficiencies of the acquisition of Dollar Thrifty Automotive Group, Inc.; our ability to maintain access to third-party distribution channels, including current or favorable prices, commission structures and transaction volumes; an increase in our fleet costs or disruption to our rental activity, particularly during our peak periods, due to safety recalls by the manufacturers of our vehicles and equipment; a major disruption in our communication or centralized information networks; financial instability of the manufacturers of our vehicles and equipment, which could impact their ability to perform under agreements with us and/or their willingness or ability to make cars available to us or the rental car industry on commercially reasonable terms; any impact on us from the actions of our franchisees, dealers and independent contractors; our ability to maintain profitability during adverse economic cycles and unfavorable external events (including war, terrorist acts, natural disasters and epidemic disease); shortages of fuel and increases or volatility in fuel costs; our ability to successfully integrate acquisitions and complete dispositions; our ability to maintain favorable brand recognition; costs and risks associated with litigation and investigations; risks related to our indebtedness, including our substantial amount of debt, our ability to incur substantially more debt and increases in interest rates or in our borrowing margins; our ability to meet the financial and other covenants contained in our Senior Credit Facilities, our outstanding unsecured Senior Notes and certain asset-backed and asset-based arrangements; our ability to successfully outsource a significant portion of our information technology services or other activities; changes in accounting principles, or their application or interpretation, and our ability to make accurate estimates and the assumptions underlying the estimates, which could have an effect on earnings; changes in the existing, or the adoption of new laws, regulations, policies or other activities of governments, agencies and similar organizations where such actions may affect our operations, the cost thereof or applicable tax rates; the effect of tangible and intangible asset impairment charges; our exposure to uninsured claims in excess of historical levels; fluctuations in interest rates and commodity prices; and our exposure to fluctuations in foreign exchange rates. Additional information concerning these and other factors can be found in our filings with the Securities and Exchange Commission, including our most recent Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K.
You should not place undue reliance on forward-looking statements. All forward-looking statements attributable to Hertz Global Holdings or persons acting on its behalf are expressly qualified in their entirety by the foregoing cautionary statements. All such statements speak only as of the date made, and Hertz Global Holdings undertakes no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise.
SOURCE Hertz Global Holdings, Inc.
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