Price Graph
Price
Yield
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x
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the quarterly period ended March 31, 2016
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OR
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o
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Delaware
(State or other jurisdiction of
incorporation or organization)
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20-3530539
(I.R.S. Employer
Identification Number)
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Large accelerated filer
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x
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Accelerated filer
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o
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Non-accelerated filer
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o
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Smaller reporting company
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o
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(Do not check if a smaller
reporting company) |
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Class
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Shares Outstanding at
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May 2, 2016
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Common Stock, par value $0.01 per share
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424,418,102
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Page
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Condensed Consolidated Balance Sheets as of March 31, 2016 and December 31, 2015
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Condensed Consolidated Statements of Operations for the Three Months Ended March 31, 2016 and 2015
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Condensed Consolidated Statements of Comprehensive Income (Loss) for the Three Months Ended March 31, 2016 and 2015
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Condensed Consolidated Statements of Cash Flows for the Three Months Ended March 31, 2016 and 2015
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March 31,
2016 |
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December 31, 2015
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ASSETS
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Cash and cash equivalents
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$
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857
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$
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486
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Restricted cash and cash equivalents
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353
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349
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Receivables, net of allowance of $70 and $60, respectively
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1,518
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2,074
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Inventories, net
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53
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51
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Prepaid expenses and other assets
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651
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773
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Revenue earning equipment:
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Vehicles
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14,484
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13,441
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Less accumulated depreciation - vehicles
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(2,620
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)
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(2,695
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)
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Equipment
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3,543
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3,526
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Less accumulated depreciation - equipment
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(1,182
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)
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(1,144
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)
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Revenue earning equipment, net
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14,225
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13,128
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Property and other equipment:
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Land, buildings and leasehold improvements
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1,335
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1,347
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Service equipment and other
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1,089
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1,075
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Less accumulated depreciation
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(1,210
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)
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(1,174
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)
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Property and other equipment, net
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1,214
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1,248
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Other intangible assets, net
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3,804
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3,822
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Goodwill
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1,353
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1,354
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Total assets
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$
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24,028
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$
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23,285
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LIABILITIES AND EQUITY
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Accounts payable
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$
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1,382
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$
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875
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Accrued liabilities
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1,090
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1,106
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Accrued taxes, net
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166
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172
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Debt
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16,072
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15,834
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Public liability and property damage
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413
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402
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Deferred taxes on income, net
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2,867
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2,877
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Total liabilities
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21,990
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21,266
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Commitments and contingencies
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Equity:
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Preferred Stock, $0.01 par value, 200 shares authorized, no shares issued and outstanding
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—
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—
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Common Stock, $0.01 par value, 2,000 shares authorized, 465 and 464 shares issued and 424 and 423 shares outstanding
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4
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4
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Additional paid-in capital
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3,359
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3,343
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Accumulated deficit
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(442
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)
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(391
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)
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Accumulated other comprehensive income (loss)
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(191
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)
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(245
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)
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2,730
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2,711
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Treasury Stock, at cost, 41 shares and 41 shares
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(692
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)
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(692
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)
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Total equity
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2,038
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2,019
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Total liabilities and equity
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$
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24,028
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$
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23,285
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Three Months Ended
March 31, |
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2016
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2015
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Revenues:
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Worldwide car rental
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$
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1,839
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$
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1,956
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Worldwide equipment rental
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328
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355
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All other operations
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144
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143
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Total revenues
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2,311
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2,454
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Expenses:
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Direct operating
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1,341
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1,408
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Depreciation of revenue earning equipment and lease charges, net
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706
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707
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Selling, general and administrative
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267
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266
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Interest expense, net
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157
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154
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Other (income) expense, net
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(91
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)
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5
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Total expenses
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2,380
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2,540
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Income (loss) before income taxes
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(69
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)
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(86
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)
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(Provision) benefit for taxes on income (loss)
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18
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16
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Net income (loss)
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$
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(51
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)
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$
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(70
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)
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Weighted average shares outstanding:
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Basic
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424
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459
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Diluted
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424
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459
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Earnings (loss) per share:
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Basic
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$
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(0.12
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)
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$
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(0.15
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)
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Diluted
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$
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(0.12
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)
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$
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(0.15
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)
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Three Months Ended
March 31, |
||||||
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2016
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2015
|
||||
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Net income (loss)
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$
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(51
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)
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$
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(70
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)
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Other comprehensive income (loss):
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||||
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Foreign currency translation adjustments
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36
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(48
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)
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Unrealized holding gains (losses) on securities
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17
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—
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Reclassification from other comprehensive income (loss) to selling, general and administrative expense for amortization of actuarial (gains) losses on defined benefit pension plans
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2
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2
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Total other comprehensive income (loss) before income taxes
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55
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(46
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)
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Income tax (provision) benefit related to reclassified amounts of net periodic costs on defined benefit pension plans
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(1
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)
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—
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Total other comprehensive income (loss)
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54
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(46
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)
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Total comprehensive income (loss)
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$
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3
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$
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(116
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)
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Three Months Ended
March 31, |
||||||
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2016
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|
2015
|
||||
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Cash flows from operating activities:
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|
||||
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Net income (loss)
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$
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(51
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)
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$
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(70
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)
|
|
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
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||||
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Depreciation of revenue earning equipment, net
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691
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689
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Depreciation and amortization, non-fleet
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77
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86
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|
||
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Amortization and write-off of deferred financing costs
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14
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|
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15
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||
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Amortization and write-off of debt discount (premium)
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1
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1
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Stock-based compensation charges
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6
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4
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||
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Provision for receivables allowance
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23
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|
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6
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|
||
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Deferred taxes on income
|
(11
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)
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(16
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)
|
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Impairment charges and asset write-downs
|
—
|
|
|
20
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|
||
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(Gain) loss on sale of shares in equity method investment
|
(75
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)
|
|
—
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|
||
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Other
|
(6
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)
|
|
(4
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)
|
||
|
Changes in assets and liabilities
|
|
|
|
||||
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Receivables
|
(49
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)
|
|
(13
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)
|
||
|
Inventories, prepaid expenses and other assets
|
(17
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)
|
|
(65
|
)
|
||
|
Accounts payable
|
(7
|
)
|
|
18
|
|
||
|
Accrued liabilities
|
(19
|
)
|
|
91
|
|
||
|
Accrued taxes
|
(6
|
)
|
|
20
|
|
||
|
Public liability and property damage
|
6
|
|
|
—
|
|
||
|
Net cash provided by (used in) operating activities
|
577
|
|
|
782
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|
||
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Cash flows from investing activities:
|
|
|
|
||||
|
Net change in restricted cash and cash equivalents
|
(2
|
)
|
|
154
|
|
||
|
Revenue earning equipment expenditures
|
(3,627
|
)
|
|
(3,438
|
)
|
||
|
Proceeds from disposal of revenue earning equipment
|
3,010
|
|
|
2,289
|
|
||
|
Capital asset expenditures, non-fleet
|
(53
|
)
|
|
(97
|
)
|
||
|
Proceeds from disposal of property and other equipment
|
22
|
|
|
22
|
|
||
|
Acquisitions, net of cash acquired
|
—
|
|
|
(96
|
)
|
||
|
Sales of shares in equity method investment
|
233
|
|
|
—
|
|
||
|
Net cash provided by (used in) investing activities
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(417
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)
|
|
(1,166
|
)
|
||
|
|
Three Months Ended
March 31, |
||||||
|
|
2016
|
|
2015
|
||||
|
Cash flows from financing activities:
|
|
|
|
||||
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Proceeds from issuance of long-term debt
|
1,000
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|
|
—
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|
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Repayments of long-term debt
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(185
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)
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|
(1,027
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)
|
||
|
Short-term borrowings:
|
|
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|
||||
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Proceeds
|
151
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|
|
175
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|
||
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Payments
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(132
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)
|
|
(142
|
)
|
||
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Proceeds under the revolving lines of credit
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1,663
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|
|
3,326
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|
||
|
Payments under the revolving lines of credit
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(2,296
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)
|
|
(1,828
|
)
|
||
|
Payment of financing costs
|
(10
|
)
|
|
(1
|
)
|
||
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Other
|
8
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|
|
(4
|
)
|
||
|
Net cash provided by (used in) financing activities
|
199
|
|
|
499
|
|
||
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Effect of foreign exchange rate changes on cash and cash equivalents
|
12
|
|
|
(20
|
)
|
||
|
Net increase (decrease) in cash and cash equivalents during the period
|
371
|
|
|
95
|
|
||
|
Cash and cash equivalents at beginning of period
|
486
|
|
|
490
|
|
||
|
Cash and cash equivalents at end of period
|
$
|
857
|
|
|
$
|
585
|
|
|
|
|
|
|
||||
|
Supplemental disclosures of cash information:
|
|
|
|
||||
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Cash paid during the period for:
|
|
|
|
||||
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Interest
|
$
|
102
|
|
|
$
|
98
|
|
|
Income taxes, net of refunds
|
16
|
|
|
4
|
|
||
|
Supplemental disclosures of non-cash information:
|
|
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|
||||
|
Purchases of revenue earning equipment included in accounts payable and accrued liabilities
|
$
|
636
|
|
|
$
|
633
|
|
|
Sales of revenue earning equipment included in receivables
|
471
|
|
|
293
|
|
||
|
Purchases of property and other equipment included in accounts payable
|
20
|
|
|
71
|
|
||
|
Sales of property and other equipment included in receivables
|
13
|
|
|
24
|
|
||
|
|
Prepaid expenses and other assets
|
|
Total assets
|
|
Debt
|
|
Total liabilities
|
|
Total liabilities and equity
|
||||||||||
|
As previously reported
|
$
|
846
|
|
|
$
|
23,358
|
|
|
$
|
15,907
|
|
|
$
|
21,339
|
|
|
$
|
23,358
|
|
|
Reclass from asset to debt liability
|
(73
|
)
|
|
(73
|
)
|
|
(73
|
)
|
|
(73
|
)
|
|
(73
|
)
|
|||||
|
As adjusted
|
$
|
773
|
|
|
$
|
23,285
|
|
|
$
|
15,834
|
|
|
$
|
21,266
|
|
|
$
|
23,285
|
|
|
(In millions)
|
U.S. Car Rental
|
||
|
Revenue earning equipment
|
$
|
71
|
|
|
Property and equipment
|
6
|
|
|
|
Other intangible assets
|
9
|
|
|
|
Goodwill
|
1
|
|
|
|
Total
|
$
|
87
|
|
|
(In millions)
|
March 31, 2016
|
|
December 31, 2015
|
||||
|
Revenue earning equipment
|
$
|
17,580
|
|
|
$
|
16,768
|
|
|
Less: Accumulated depreciation
|
(3,653
|
)
|
|
(3,775
|
)
|
||
|
|
13,927
|
|
|
12,993
|
|
||
|
Revenue earning equipment held for sale, net
|
298
|
|
|
135
|
|
||
|
Revenue earning equipment, net
|
$
|
14,225
|
|
|
$
|
13,128
|
|
|
|
Three Months Ended
March 31, |
||||||
|
(In millions)
|
2016
|
|
2015
|
||||
|
Depreciation of revenue earning equipment
|
$
|
640
|
|
|
$
|
703
|
|
|
(Gain) loss on disposal of revenue earning equipment
(a)
|
51
|
|
|
(14
|
)
|
||
|
Rents paid for vehicles leased
|
15
|
|
|
18
|
|
||
|
Depreciation of revenue earning equipment and lease charges, net
|
$
|
706
|
|
|
$
|
707
|
|
|
|
Three Months Ended
March 31, |
||||||
|
(In millions)
|
2016
|
|
2015
|
||||
|
U.S. Car Rental
|
$
|
43
|
|
|
$
|
(20
|
)
|
|
International Car Rental
|
—
|
|
|
—
|
|
||
|
Worldwide Equipment Rental
|
8
|
|
|
6
|
|
||
|
Total
|
$
|
51
|
|
|
$
|
(14
|
)
|
|
Increase (decrease)
|
Three Months Ended
March 31, |
||||||
|
(In millions)
|
2016
|
|
2015
|
||||
|
U.S. Car Rental
|
$
|
27
|
|
|
$
|
30
|
|
|
International Car Rental
|
1
|
|
|
—
|
|
||
|
Worldwide Equipment Rental
|
—
|
|
|
—
|
|
||
|
Total
|
$
|
28
|
|
|
$
|
30
|
|
|
Facility
|
|
Weighted Average Interest Rate at March 31, 2016
|
|
Fixed or
Floating Interest Rate |
|
Maturity
|
|
March 31,
2016 |
|
December 31,
2015 |
||||
|
Corporate Debt
|
|
|
|
|
|
|
|
|
|
|
||||
|
Senior Term Facility
|
|
3.26%
|
|
Floating
|
|
3/2018
|
|
$
|
2,056
|
|
|
$
|
2,062
|
|
|
Senior ABL Facility
|
|
N/A
|
|
Floating
|
|
3/2016–3/2017
|
|
—
|
|
|
—
|
|
||
|
Senior Notes
(1)
|
|
6.58%
|
|
Fixed
|
|
4/2018–10/2022
|
|
3,900
|
|
|
3,900
|
|
||
|
Promissory Notes
|
|
7.00%
|
|
Fixed
|
|
1/2028
|
|
27
|
|
|
27
|
|
||
|
Other Corporate Debt
|
|
3.92%
|
|
Fixed
|
|
Various
|
|
63
|
|
|
66
|
|
||
|
Unamortized Debt Issuance Costs and Net (Discount) Premium (Corporate)
|
|
|
|
|
|
|
|
(40
|
)
|
|
(44
|
)
|
||
|
Total Corporate Debt
|
|
|
|
|
|
|
|
6,006
|
|
|
6,011
|
|
||
|
Facility
|
|
Weighted Average Interest Rate at March 31, 2016
|
|
Fixed or
Floating Interest Rate |
|
Maturity
|
|
March 31,
2016 |
|
December 31,
2015 |
||||
|
Fleet Debt
|
|
|
|
|
|
|
|
|
|
|
||||
|
HVF U.S. Fleet Medium Term Notes
|
|
|
|
|
|
|
|
|
|
|
||||
|
HVF Series 2010-1
(2)
|
|
4.96%
|
|
Fixed
|
|
2/2018
|
|
115
|
|
|
240
|
|
||
|
HVF Series 2011-1
(2)
|
|
3.51%
|
|
Fixed
|
|
3/2017
|
|
230
|
|
|
230
|
|
||
|
HVF Series 2013-1
(2)
|
|
1.70%
|
|
Fixed
|
|
8/2016–8/2018
|
|
896
|
|
|
950
|
|
||
|
|
|
|
|
|
|
|
|
1,241
|
|
|
1,420
|
|
||
|
HVF II U.S. ABS Program
|
|
|
|
|
|
|
|
|
|
|
||||
|
HVF II U.S. Fleet Variable Funding Notes
|
|
|
|
|
|
|
|
|
|
|
||||
|
HVF II Series 2013-A
|
|
1.51%
|
|
Floating
|
|
10/2017
|
|
1,044
|
|
|
980
|
|
||
|
HVF II Series 2013-B
|
|
1.55%
|
|
Floating
|
|
10/2017
|
|
1,013
|
|
|
1,308
|
|
||
|
HVF II Series 2014-A
|
|
2.26%
|
|
Floating
|
|
10/2016
|
|
1,393
|
|
|
1,737
|
|
||
|
|
|
|
|
|
|
|
|
3,450
|
|
|
4,025
|
|
||
|
HVF II U.S. Fleet Medium Term Notes
|
|
|
|
|
|
|
|
|
|
|
||||
|
HVF II Series 2015-1
(2)
|
|
2.93%
|
|
Fixed
|
|
3/2020
|
|
780
|
|
|
780
|
|
||
|
HVF II Series 2015-2
(2)
|
|
2.30%
|
|
Fixed
|
|
9/2018
|
|
250
|
|
|
250
|
|
||
|
HVF II Series 2015-3
(2)
|
|
2.96%
|
|
Fixed
|
|
9/2020
|
|
350
|
|
|
350
|
|
||
|
HVF II Series 2016-1
(2)
|
|
2.72%
|
|
Fixed
|
|
3/2019
|
|
439
|
|
|
—
|
|
||
|
HVF II Series 2016-2
(2)
|
|
3.25%
|
|
Fixed
|
|
3/2021
|
|
561
|
|
|
—
|
|
||
|
|
|
|
|
|
|
|
|
2,380
|
|
|
1,380
|
|
||
|
Donlen ABS Program
|
|
|
|
|
|
|
|
|
|
|
||||
|
HFLF Variable Funding Notes
|
|
|
|
|
|
|
|
|
|
|
||||
|
HFLF Series 2013-2 Notes
(2)
|
|
1.52%
|
|
Floating
|
|
9/2017
|
|
450
|
|
|
370
|
|
||
|
|
|
|
|
|
|
|
|
450
|
|
|
370
|
|
||
|
HFLF Medium Term Notes
|
|
|
|
|
|
|
|
|
|
|
||||
|
HFLF Series 2013-3 Notes
(2)
|
|
1.16%
|
|
Floating
|
|
9/2016–11/2016
|
|
217
|
|
|
270
|
|
||
|
HFLF Series 2014-1 Notes
(2)
|
|
1.02%
|
|
Floating
|
|
12/2016–3/2017
|
|
245
|
|
|
288
|
|
||
|
HFLF Series 2015-1 Notes
(2)
|
|
1.11%
|
|
Floating
|
|
3/2018–5/2018
|
|
295
|
|
|
295
|
|
||
|
|
|
|
|
|
|
|
|
757
|
|
|
853
|
|
||
|
Facility
|
|
Weighted Average Interest Rate at March 31, 2016
|
|
Fixed or
Floating Interest Rate |
|
Maturity
|
|
March 31,
2016 |
|
December 31,
2015 |
||||
|
Other Fleet Debt
|
|
|
|
|
|
|
|
|
|
|
||||
|
U.S. Fleet Financing Facility
|
|
3.19%
|
|
Floating
|
|
3/2017
|
|
157
|
|
|
190
|
|
||
|
European Revolving Credit Facility
|
|
2.41%
|
|
Floating
|
|
10/2017
|
|
283
|
|
|
273
|
|
||
|
European Fleet Notes
|
|
4.38%
|
|
Fixed
|
|
1/2019
|
|
480
|
|
|
464
|
|
||
|
European Securitization
(2)
|
|
1.41%
|
|
Floating
|
|
10/2017
|
|
259
|
|
|
267
|
|
||
|
Canadian Securitization
(2)
|
|
1.80%
|
|
Floating
|
|
1/2018
|
|
168
|
|
|
148
|
|
||
|
Australian Securitization
(2)
|
|
3.75%
|
|
Floating
|
|
12/2016
|
|
97
|
|
|
98
|
|
||
|
Brazilian Fleet Financing Facility
|
|
17.93%
|
|
Floating
|
|
4/2016
|
|
8
|
|
|
7
|
|
||
|
Capitalized Leases
|
|
2.67%
|
|
Floating
|
|
5/2016–3/2020
|
|
376
|
|
|
362
|
|
||
|
|
|
|
|
|
|
|
|
1,828
|
|
|
1,809
|
|
||
|
Unamortized Debt Issuance Costs and Net (Discount) Premium (Fleet)
|
|
|
|
|
|
|
|
(40
|
)
|
|
(34
|
)
|
||
|
Total Fleet Debt
|
|
|
|
|
|
|
|
10,066
|
|
|
9,823
|
|
||
|
Total Debt
|
|
|
|
|
|
|
|
$
|
16,072
|
|
|
$
|
15,834
|
|
|
(1)
|
References to the "Senior Notes" include the series of Hertz's unsecured senior notes set forth on the table below. Outstanding principal amounts for each such series of the Senior Notes is also specified below:
|
|
(In millions)
|
Outstanding Principal
|
||||||
|
Senior Notes
|
March 31, 2016
|
|
December 31, 2015
|
||||
|
4.25% Senior Notes due April 2018
|
$
|
250
|
|
|
$
|
250
|
|
|
7.50% Senior Notes due October 2018
|
700
|
|
|
700
|
|
||
|
6.75% Senior Notes due April 2019
|
1,250
|
|
|
1,250
|
|
||
|
5.875% Senior Notes due October 2020
|
700
|
|
|
700
|
|
||
|
7.375% Senior Notes due January 2021
|
500
|
|
|
500
|
|
||
|
6.25% Senior Notes due October 2022
|
500
|
|
|
500
|
|
||
|
|
$
|
3,900
|
|
|
$
|
3,900
|
|
|
(2)
|
Maturity reference is to the "expected final maturity date" as opposed to the subsequent "legal maturity date." The expected final maturity date is the date by which Hertz and investors in the relevant indebtedness expect the relevant indebtedness to be repaid, which in the case of the HFLF Medium Term Notes was based upon various assumptions made at the time of the pricing of such notes. The legal final maturity date is the date on which the relevant indebtedness is legally due and payable.
|
|
(In millions)
|
Remaining
Capacity
|
|
Availability Under
Borrowing Base
Limitation
|
||||
|
Corporate Debt
|
|
|
|
||||
|
Senior ABL Facility
|
$
|
1,488
|
|
|
$
|
1,481
|
|
|
Total Corporate Debt
|
1,488
|
|
|
1,481
|
|
||
|
Fleet Debt
|
|
|
|
||||
|
HVF II U.S. Fleet Variable Funding Notes
|
2,125
|
|
|
—
|
|
||
|
HFLF Variable Funding Notes
|
50
|
|
|
—
|
|
||
|
European Revolving Credit Facility
|
—
|
|
|
—
|
|
||
|
European Securitization
|
192
|
|
|
4
|
|
||
|
Canadian Securitization
|
99
|
|
|
—
|
|
||
|
Australian Securitization
|
94
|
|
|
—
|
|
||
|
Capitalized Leases
|
50
|
|
|
1
|
|
||
|
Total Fleet Debt
|
2,610
|
|
|
5
|
|
||
|
Total
|
$
|
4,098
|
|
|
$
|
1,486
|
|
|
|
Pension Benefits
|
||||||||||||||
|
|
U.S.
|
|
Non-U.S.
|
||||||||||||
|
|
Three Months Ended
March 31, |
||||||||||||||
|
(In millions)
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
|
Components of Net Periodic Benefit Cost:
|
|
|
|
|
|
|
|
||||||||
|
Service cost
|
$
|
1
|
|
|
$
|
1
|
|
|
$
|
—
|
|
|
$
|
1
|
|
|
Interest cost
|
7
|
|
|
7
|
|
|
2
|
|
|
2
|
|
||||
|
Expected return on plan assets
|
(9
|
)
|
|
(10
|
)
|
|
(3
|
)
|
|
(4
|
)
|
||||
|
Net amortizations
|
2
|
|
|
1
|
|
|
—
|
|
|
—
|
|
||||
|
Settlement loss
|
1
|
|
|
1
|
|
|
—
|
|
|
—
|
|
||||
|
Net periodic pension expense (benefit)
|
$
|
2
|
|
|
$
|
—
|
|
|
$
|
(1
|
)
|
|
$
|
(1
|
)
|
|
|
Three Months Ended
March 31, |
||||||
|
(In millions)
|
2016
|
|
2015
|
||||
|
Compensation expense
|
$
|
6
|
|
|
$
|
4
|
|
|
Income tax benefit
|
(2
|
)
|
|
(1
|
)
|
||
|
Total
|
$
|
4
|
|
|
$
|
3
|
|
|
|
Three Months Ended
March 31, |
||||||
|
(In millions)
|
2016
|
|
2015
|
||||
|
By Type:
|
|
|
|
||||
|
Termination benefits
|
$
|
6
|
|
|
$
|
6
|
|
|
Impairments and asset write-downs
|
—
|
|
|
1
|
|
||
|
Facility closure and lease obligation costs
|
1
|
|
|
1
|
|
||
|
Other
|
—
|
|
|
(1
|
)
|
||
|
Total
|
$
|
7
|
|
|
$
|
7
|
|
|
|
Three Months Ended
March 31, |
||||||
|
(In millions)
|
2016
|
|
2015
|
||||
|
By Caption:
|
|
|
|
||||
|
Direct operating
|
$
|
1
|
|
|
$
|
2
|
|
|
Selling, general and administrative
|
6
|
|
|
5
|
|
||
|
Total
|
$
|
7
|
|
|
$
|
7
|
|
|
|
Three Months Ended
March 31, |
||||||
|
(In millions)
|
2016
|
|
2015
|
||||
|
By Segment:
|
|
|
|
||||
|
U.S. Car Rental
|
$
|
6
|
|
|
$
|
2
|
|
|
International Car Rental
|
1
|
|
|
2
|
|
||
|
Worldwide Equipment Rental
|
—
|
|
|
1
|
|
||
|
Corporate
|
—
|
|
|
2
|
|
||
|
Total
|
$
|
7
|
|
|
$
|
7
|
|
|
(In millions)
|
Termination
Benefits |
|
Other
|
|
Total
|
||||||
|
Balance as of January 1, 2016
|
$
|
10
|
|
|
$
|
17
|
|
|
$
|
27
|
|
|
Charges incurred
|
6
|
|
|
1
|
|
|
7
|
|
|||
|
Cash payments
|
(3
|
)
|
|
(3
|
)
|
|
(6
|
)
|
|||
|
Other non-cash changes
|
—
|
|
|
(1
|
)
|
|
(1
|
)
|
|||
|
Balance as of March 31, 2016
|
$
|
13
|
|
|
$
|
14
|
|
|
$
|
27
|
|
|
|
Fair Value of Financial Instruments
|
||||||||||||||
|
|
Asset Derivatives
(1)
|
|
Liability Derivatives
(1)
|
||||||||||||
|
(In millions)
|
March 31,
2016 |
|
December 31,
2015 |
|
March 31,
2016 |
|
December 31,
2015 |
||||||||
|
Interest rate caps
|
$
|
3
|
|
|
$
|
9
|
|
|
$
|
2
|
|
|
$
|
9
|
|
|
Foreign currency forward contracts
|
2
|
|
|
3
|
|
|
1
|
|
|
1
|
|
||||
|
Total
|
$
|
5
|
|
|
$
|
12
|
|
|
$
|
3
|
|
|
$
|
10
|
|
|
(1)
|
All asset derivatives are recorded in "Prepaid expenses and other assets" and all liability derivatives are recorded in "Accrued liabilities" in the condensed consolidated balance sheets.
|
|
|
Location of Gain or (Loss) Recognized on Derivatives
|
|
Amount of Gain or (Loss) Recognized
in Income on Derivatives |
||||||
|
|
|
|
Three Months Ended
March 31, |
||||||
|
(In millions)
|
|
|
2016
|
|
2015
|
||||
|
Foreign currency forward contracts
|
Selling, general and administrative
|
|
$
|
3
|
|
|
$
|
(1
|
)
|
|
|
|
March 31, 2016
|
|
December 31, 2015
|
||||||||||||||||||||||||||||
|
(In millions)
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||||||||||
|
Money market funds
|
|
$
|
218
|
|
|
$
|
44
|
|
|
$
|
—
|
|
|
$
|
262
|
|
|
$
|
195
|
|
|
$
|
49
|
|
|
$
|
—
|
|
|
$
|
244
|
|
|
Equity and other securities
|
|
49
|
|
|
100
|
|
|
—
|
|
|
149
|
|
|
—
|
|
|
111
|
|
|
—
|
|
|
111
|
|
||||||||
|
Total
|
|
$
|
267
|
|
|
$
|
144
|
|
|
$
|
—
|
|
|
$
|
411
|
|
|
$
|
195
|
|
|
$
|
160
|
|
|
$
|
—
|
|
|
$
|
355
|
|
|
|
As of March 31, 2016
|
|
As of December 31, 2015
|
||||||||||||
|
(In millions)
|
Nominal Unpaid Principal Balance
|
|
Aggregate Fair Value
|
|
Nominal Unpaid Principal Balance
|
|
Aggregate Fair Value
|
||||||||
|
Corporate Debt
|
$
|
6,046
|
|
|
$
|
6,126
|
|
|
$
|
6,055
|
|
|
$
|
6,134
|
|
|
Fleet Debt
|
10,106
|
|
|
10,103
|
|
|
9,857
|
|
|
9,854
|
|
||||
|
Total
|
$
|
16,152
|
|
|
$
|
16,229
|
|
|
$
|
15,912
|
|
|
$
|
15,988
|
|
|
(In millions)
|
Balance
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total Loss Adjustments
|
||||||||||
|
Long-lived assets held for sale
|
$
|
21
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
21
|
|
|
$
|
3
|
|
|
•
|
U.S. Car Rental - rental of cars, crossovers and light trucks, as well as ancillary products and services, in the United States and consists of the Company's United States operating segment;
|
|
•
|
International Car Rental - rental and leasing of cars, crossovers and light trucks, as well as ancillary products and services, internationally and consists of the Company's Europe and Other International operating segments, which are aggregated into a reportable segment based primarily upon similar economic characteristics, products and services, customers, delivery methods and general regulatory environments;
|
|
•
|
Worldwide Equipment Rental - rental of industrial construction, material handling and other equipment and consists of the Company's worldwide equipment rental operating segment; and
|
|
•
|
All Other Operations - includes the Company's Donlen operating segment which provides fleet leasing and fleet management services and is not considered a separate reportable segment in accordance with applicable accounting standards, together with other business activities.
|
|
|
Three Months Ended March 31,
|
||||||||||||||
|
|
Revenues
|
|
Adjusted Pre-Tax Income (Loss)
|
||||||||||||
|
(In millions)
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
|
U.S. Car Rental
|
$
|
1,406
|
|
|
$
|
1,520
|
|
|
$
|
(4
|
)
|
|
$
|
71
|
|
|
International Car Rental
|
433
|
|
|
436
|
|
|
3
|
|
|
8
|
|
||||
|
Worldwide Equipment Rental
|
328
|
|
|
355
|
|
|
12
|
|
|
33
|
|
||||
|
All Other Operations
|
144
|
|
|
143
|
|
|
18
|
|
|
16
|
|
||||
|
Total reportable segments
|
$
|
2,311
|
|
|
$
|
2,454
|
|
|
29
|
|
|
128
|
|
||
|
Corporate
(1)
|
|
|
|
|
(112
|
)
|
|
(125
|
)
|
||||||
|
Consolidated adjusted pre-tax income (loss)
|
|
|
|
|
(83
|
)
|
|
3
|
|
||||||
|
Adjustments:
|
|
|
|
|
|
|
|
||||||||
|
Acquisition accounting
(2)
|
|
|
|
|
(18
|
)
|
|
(31
|
)
|
||||||
|
Debt-related charges
(3)
|
|
|
|
|
(15
|
)
|
|
(16
|
)
|
||||||
|
Restructuring and restructuring related charges
(4)
|
|
|
|
|
(12
|
)
|
|
(20
|
)
|
||||||
|
Equipment rental spin-off costs
(5)
|
|
|
|
|
(13
|
)
|
|
(9
|
)
|
||||||
|
Sale of CAR Inc. common stock
(6)
|
|
|
|
|
75
|
|
|
—
|
|
||||||
|
Impairment charges and asset write-downs
(7)
|
|
|
|
|
—
|
|
|
(9
|
)
|
||||||
|
Finance and information technology transformation costs
(8)
|
|
|
|
|
(8
|
)
|
|
—
|
|
||||||
|
Other
(9)
|
|
|
|
|
5
|
|
|
(4
|
)
|
||||||
|
Income (loss) before income taxes
|
|
|
|
|
$
|
(69
|
)
|
|
$
|
(86
|
)
|
||||
|
(1)
|
Represents general corporate expenses, certain interest expense (including net interest on corporate debt), as well as other business activities.
|
|
(2)
|
Represents incremental expense associated with amortization of other intangible assets, depreciation of property and other equipment and accretion of revalued liabilities relating to acquisition accounting.
|
|
(3)
|
Represents debt-related charges relating to the amortization of deferred debt financing costs and debt discounts and premiums.
|
|
(4)
|
Represents expenses incurred under restructuring actions as defined in U.S. GAAP. For further information on restructuring costs, see
Note 8
, "
Restructuring
." Also represents incremental costs incurred directly supporting business transformation initiatives. Such costs include transition costs incurred in connection with business process outsourcing arrangements and incremental costs incurred to facilitate business process re-engineering initiatives that involve significant organization redesign and extensive operational process changes. Also includes consulting costs and legal fees related to the accounting review and investigation.
|
|
(5)
|
Represents expenses associated with the anticipated HERC spin-off transaction announced in March 2014. In 2016,
$9 million
were incurred by HERC and
$4 million
by Corporate. In 2015,
$9 million
were incurred by HERC.
|
|
(6)
|
Represents the pre-tax gain on the sale of CAR Inc. common stock.
|
|
(7)
|
In 2015, primarily represents a
$6 million
impairment on the former Dollar Thrifty headquarters in Tulsa, Oklahoma.
|
|
(8)
|
Represents external costs associated with the Company’s finance and information technology transformation programs, both of which are multi-year initiatives to upgrade and modernize the Company’s systems and processes.
|
|
(9)
|
Includes miscellaneous and non-recurring items including but not limited to acquisition charges, integration charges, and other non-cash items. In 2016, also includes a settlement gain related to one of our U.S. airport locations and, in 2015, also includes charges incurred in connection with relocating the Company's corporate headquarters to Estero, Florida.
|
|
|
Three Months Ended
March 31, |
||||||
|
(In millions)
|
2016
|
|
2015
|
||||
|
U.S. Car Rental
|
$
|
419
|
|
|
$
|
421
|
|
|
International Car Rental
|
86
|
|
|
95
|
|
||
|
Worldwide Equipment Rental
|
90
|
|
|
76
|
|
||
|
All Other Operations
|
111
|
|
|
115
|
|
||
|
Total
|
$
|
706
|
|
|
$
|
707
|
|
|
(In millions)
|
March 31, 2016
|
|
December 31, 2015
|
||||
|
U.S. Car Rental
|
$
|
13,894
|
|
|
$
|
13,614
|
|
|
International Car Rental
|
3,548
|
|
|
3,002
|
|
||
|
Worldwide Equipment Rental
|
3,757
|
|
|
3,809
|
|
||
|
All Other Operations
|
1,522
|
|
|
1,520
|
|
||
|
Corporate
|
1,307
|
|
|
1,340
|
|
||
|
Total
|
$
|
24,028
|
|
|
$
|
23,285
|
|
|
|
Three Months Ended
March 31, |
||||||
|
(In millions, except per share data)
|
2016
|
|
2015
|
||||
|
Basic and diluted earnings (loss) per share:
|
|
|
|
||||
|
Numerator:
|
|
|
|
||||
|
Net income (loss), basic
|
$
|
(51
|
)
|
|
$
|
(70
|
)
|
|
Denominator:
|
|
|
|
||||
|
Basic weighted average common shares
|
424
|
|
|
459
|
|
||
|
Weighted average shares used to calculate diluted earnings per share
|
424
|
|
|
459
|
|
||
|
Antidilutive stock options, RSUs and PSUs
|
10
|
|
|
7
|
|
||
|
Earnings (loss) per share:
|
|
|
|
||||
|
Basic
|
$
|
(0.12
|
)
|
|
$
|
(0.15
|
)
|
|
Diluted
|
$
|
(0.12
|
)
|
|
$
|
(0.15
|
)
|
|
ITEM 2.
|
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
|
|
•
|
Adjusted Pre-Tax Income - important to management because it allows management to assess the operational performance of our business, exclusive of certain items and allows management to assess the performance of the entire business on the same basis as the segment measure of profitability. Management believes that it is important to investors for the same reasons it is important to management and because it allows them to assess our operational performance on the same basis that management uses internally.
|
|
•
|
Total Revenue Per Day ("Total RPD") - important to management and investors as it represents a measurement of the changes in underlying pricing in the car rental business and encompasses the elements in car rental pricing that management has the ability to control.
|
|
•
|
Revenue Per Available Car Day ("RACD") - important to management and investors as it represents a measurement of the changes in underlying pricing in the car rental business and provides a measure of revenue production relative to overall capacity.
|
|
•
|
Transaction Days - important to management and investors as it represents the number of revenue generating days. It is used as a component to measure Total RPD and fleet efficiency. Transaction days represent the total number of 24-hour periods, with any partial period counted as one transaction day, that vehicles were on rent (the period between when a rental contract is opened and closed) in a given period. Thus, it is possible for a vehicle to attain more than one transaction day in a 24-hour period. Late in the third quarter of 2015 we fully integrated the Dollar Thrifty and Hertz counter systems and as a result aligned the transaction day calculation in the Hertz system. As a result of this alignment, we determined that there was an impact to the calculation and we estimate that transaction days for the US RAC segment will increase by approximately 1% prospectively relative to historical calculations through the third quarter of 2016. This will also prospectively impact key metrics calculations that utilize transaction days, although to a lesser extent.
|
|
•
|
Fleet Efficiency - important to management and investors because it is the measurement of the proportion of our car rental fleet that is being used to generate revenues relative to the total amount of available fleet capacity. Higher fleet efficiency means more of the fleet is being utilized to generate revenue.
|
|
•
|
Net Depreciation Per Unit Per Month - important to management and investors as depreciation of revenue earning equipment and lease charges, is one of our largest expenses for the car rental business and is driven by the number of vehicles, expected residual values at the time of disposal and expected hold period of the vehicles. Net depreciation per unit per month is reflective of how we are managing the costs of our fleet and facilitates a comparison with other participants in the car rental industry.
|
|
•
|
Dollar Utilization -
important to management and investors because
it is the measurement of the proportion of our equipment rental revenue earning equipment, including additional capitalized refurbishment costs (with the basis for refurbished assets reset at the refurbishment date), that is being used to generate revenues relative to the total amount of available equipment fleet capacity.
|
|
ITEM 2.
|
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
|
|
•
|
Time Utilization - important to management and investors as it measures the extent to which the equipment rental fleet is on rent compared to total operated fleet and is an efficiency measurement utilized by participants in the equipment rental industry.
|
|
•
|
Car rental revenues - revenues from all company-operated car rental operations, including charges to customers for the reimbursement of costs incurred relating to airport concession fees and vehicle license fees, the fueling of vehicles and revenues associated with ancillary products associated with car rentals, including the sale of loss or collision damage waivers, liability insurance coverage, parking and other products and fees, ancillary products associated with the retail car sales channel and certain royalty fees from our franchisees;
|
|
•
|
Equipment rental revenues - revenues from all company-operated equipment rental operations, including amounts charged to customers for the fueling and delivery of equipment and sale of loss damage waivers, as well as revenues from the sale of new equipment, used revenue earning equipment, parts and supplies; and
|
|
•
|
All other operations revenues - revenues from fleet leasing and fleet management services and other business activities.
|
|
ITEM 2.
|
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
|
|
•
|
Direct operating expenses (primarily wages and related benefits; commissions and concession fees paid to airport authorities, travel agents and others; facility, self-insurance and reservation costs; the cost of new equipment and consumables purchased for resale; and other costs relating to the operation and rental of revenue earning equipment, such as damage, maintenance and fuel costs);
|
|
•
|
Depreciation expense and lease charges, net relating to revenue earning equipment (including net gains or losses on the disposal of such equipment). Revenue earning equipment includes cars and rental equipment;
|
|
•
|
Selling, general and administrative expenses; and
|
|
•
|
Interest expense, net.
|
|
•
|
U.S. Car Rental - Rental of cars, crossovers and light trucks, as well as sales of ancillary products and services, in the U.S.;
|
|
•
|
International Car Rental - Rental and leasing of cars, crossovers and light trucks, as well as sales of ancillary products and services, internationally;
|
|
•
|
Worldwide Equipment Rental - Rental of industrial, construction, material handling and other equipment; and
|
|
•
|
All Other Operations - Comprised of our Donlen business, which provides fleet leasing and fleet management services, and other business activities
.
|
|
ITEM 2.
|
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
|
|
•
|
Total revenue for the U.S. Car Rental segment for the
first
quarter of
2016
decrease
d by
8%
as compared to first quarter of 2015 driven by a
10%
decline in Total RPD, partially offset by a
2%
increase in transaction days;
|
|
•
|
Net depreciation per unit per month in the U.S. Car Rental segment was up
6%
to
$303
from
$287
for the first quarter of 2016 versus
2015
;
|
|
•
|
Excluding the impact of foreign currency, total revenues for our International Car Rental segment
increase
d
$23 million
, or
6%
, driven by a
2%
increase
in Total RPD, on a constant currency basis, and a
3%
increase
in transaction days for the first quarter of 2016 versus
2015
;
|
|
•
|
On a constant currency basis, net depreciation per unit per month in the International Car Rental segment was down
7%
to
$194
from
$208
for the first quarter of 2016 versus 2015;
|
|
•
|
Excluding the impact of foreign currency, Worldwide Equipment Rental segment revenues
decrease
d
7%
for the first quarter of
2016
, as compared to
2015
, while revenue in non-upstream oil and gas markets increased;
|
|
•
|
Excluding the impact of foreign currency, depreciation of revenue earning equipment and lease charges, net for our Worldwide Equipment Rental segment
increase
d
$15 million
, or
20%
in
first
quarter of
2016
when compared with
2015
;
|
|
•
|
Incurred approximately
$13 million
during the first quarter of
2016
in costs associated with the anticipated separation of the Worldwide Equipment Rental business, versus
$9 million
during the first quarter of 2015;
|
|
•
|
Recorded zero net impairments and asset write-downs during the first quarter of 2016 compared to
$20 million
during the first quarter of 2015;
|
|
•
|
R
ecorded
$8 million
in finance and information technology transformation costs during the first quarter of 2016 with no comparable costs in the first quarter of 2015;
|
|
•
|
Recorded
$12 million
in restructuring and restructuring related expenses during the first quarter of 2016 compared to
$20 million
during the first quarter of
2015
. Included in these amounts were
$4 million
during the first quarter of
2016
in consulting, audit and legal costs associated with the restatement and investigation activities, as compared to
$10 million
during the first quarter of
2015
; and
|
|
•
|
In the first quarter of 2016, we sold
204 million
shares of common stock of CAR Inc., a publicly traded company on the Hong Kong Stock Exchange, for net proceeds of approximately
$233 million
, recognizing a pre-tax gain of
$75 million
.
|
|
ITEM 2.
|
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
|
|
|
Three Months Ended March 31,
|
|
Percent Increase/(Decrease)
|
|||||||
|
($ in millions)
|
2016
|
|
2015
|
|
||||||
|
Total revenues
|
$
|
2,311
|
|
|
$
|
2,454
|
|
|
(6
|
)%
|
|
Direct operating expenses
|
1,341
|
|
|
1,408
|
|
|
(5
|
)
|
||
|
Depreciation of revenue earning equipment and lease charges, net
|
706
|
|
|
707
|
|
|
—
|
|
||
|
Selling, general and administrative expenses
|
267
|
|
|
266
|
|
|
—
|
|
||
|
Interest expense, net
|
157
|
|
|
154
|
|
|
2
|
|
||
|
Other (income) expense, net
|
(91
|
)
|
|
5
|
|
|
NM
|
|
||
|
Income (loss) before income taxes
|
(69
|
)
|
|
(86
|
)
|
|
(20
|
)
|
||
|
(Provision) benefit for taxes on income (loss)
|
18
|
|
|
16
|
|
|
13
|
|
||
|
Net income (loss)
|
$
|
(51
|
)
|
|
$
|
(70
|
)
|
|
(27
|
)
|
|
Adjusted pre-tax income (loss)
(a)
|
$
|
(83
|
)
|
|
$
|
3
|
|
|
NM
|
|
|
ITEM 2.
|
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
|
|
|
Three Months Ended
March 31, |
|
Percent Increase/(Decrease)
|
|||||||
|
($ in millions, except as noted)
|
2016
|
|
2015
|
|
||||||
|
Total revenues
|
$
|
1,406
|
|
|
$
|
1,520
|
|
|
(8
|
)%
|
|
Direct operating expenses
|
$
|
870
|
|
|
$
|
926
|
|
|
(6
|
)
|
|
Depreciation of revenue earning equipment and lease charges, net
|
$
|
419
|
|
|
$
|
421
|
|
|
—
|
|
|
Income (loss) before income taxes
|
$
|
(22
|
)
|
|
$
|
35
|
|
|
NM
|
|
|
Adjusted pre-tax income
(loss)
(a)
|
$
|
(4
|
)
|
|
$
|
71
|
|
|
NM
|
|
|
Transaction days (in thousands)
(b)
|
32,742
|
|
|
32,036
|
|
|
2
|
|
||
|
Total RPD (in whole dollars)
(c)
|
$
|
42.36
|
|
|
$
|
47.07
|
|
|
(10
|
)
|
|
Average fleet
(d)
|
460,200
|
|
|
489,300
|
|
|
(6
|
)
|
||
|
Fleet efficiency
(d)
|
78
|
%
|
|
73
|
%
|
|
N/A
|
|
||
|
Revenue per available car day (in whole dollars)
(e)
|
$
|
33.12
|
|
|
$
|
34.24
|
|
|
(3
|
)
|
|
Net depreciation per unit per month (in whole dollars)
(f)
|
$
|
303
|
|
|
$
|
287
|
|
|
6
|
|
|
Program cars as a percentage of average fleet at period end
|
15
|
%
|
|
24
|
%
|
|
N/A
|
|
||
|
ITEM 2.
|
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
|
|
•
|
Fleet related expenses decreased $21 million year over year primarily due to:
|
|
◦
|
Decreased collision and short term maintenance expense of $8 million driven primarily by process improvements leading to increased customer collections on damage claims;
|
|
◦
|
Decreased maintenance costs of $6 million due primarily to a reduction in the average age and size of the fleet, thus requiring less maintenance as compared to 2015 and improved pricing through parts and supplier sourcing; and
|
|
◦
|
Decreased other vehicle operating costs of $4 million due to a lower average fleet and a decrease in theft related expenses.
|
|
•
|
Personnel related expenses decreased $18 million from the
first
quarter of
2015
primarily due to centralization of workforce management and improved scheduling tools delivering improved productivity.
|
|
•
|
Other direct operating expenses decreased
$17 million
from the
first
quarter of
2015
primarily due to decreased fuel costs of $8 million due to lower market fuel pricing and decreased transaction variable costs of $13 million resulting from reduced revenues, partially offset by a $5 million increase in non-fleet depreciation expense due to the acceleration of depreciation at one of our airport locations.
|
|
ITEM 2.
|
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
|
|
|
Three Months Ended March 31,
|
|
Percent Increase/(Decrease)
|
|||||||
|
($ in millions, except as noted)
|
2016
|
|
2015
|
|
||||||
|
Total revenues
|
$
|
433
|
|
|
$
|
436
|
|
|
(1
|
)%
|
|
Direct operating expenses
|
$
|
279
|
|
|
$
|
267
|
|
|
4
|
|
|
Depreciation of revenue earning equipment and lease charges, net
|
$
|
86
|
|
|
$
|
95
|
|
|
(9
|
)
|
|
Income (loss) before income taxes
|
$
|
(1
|
)
|
|
$
|
2
|
|
|
NM
|
|
|
Adjusted pre-tax income (loss)
(a)
|
$
|
3
|
|
|
$
|
8
|
|
|
(63
|
)
|
|
Transaction days (in thousands)
(b)
|
10,104
|
|
|
9,775
|
|
|
3
|
|
||
|
Total RPD (in whole dollars)
(c)
|
$
|
42.95
|
|
|
$
|
42.25
|
|
|
2
|
|
|
Average fleet
(d)
|
148,100
|
|
|
144,000
|
|
|
3
|
|
||
|
Fleet efficiency
(d)
|
75
|
%
|
|
75
|
%
|
|
N/A
|
|
||
|
Revenue per available car day (in whole dollars)
(e)
|
$
|
32.20
|
|
|
$
|
31.87
|
|
|
1
|
|
|
Net depreciation per unit per month (in whole dollars)
(f)
|
$
|
194
|
|
|
$
|
208
|
|
|
(7
|
)
|
|
Program cars as a percentage of average fleet at period end
|
37
|
%
|
|
38
|
%
|
|
N/A
|
|
||
|
ITEM 2.
|
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
|
|
|
Three Months Ended March 31,
|
|
Percent Increase/(Decrease)
|
|||||||
|
($ in millions)
|
2016
|
|
2015
|
|
||||||
|
Total revenues
|
$
|
328
|
|
|
$
|
355
|
|
|
(8
|
)%
|
|
Direct operating expenses
|
$
|
184
|
|
|
$
|
208
|
|
|
(12
|
)
|
|
Depreciation of revenue earning equipment and lease charges, net
|
$
|
90
|
|
|
$
|
76
|
|
|
18
|
|
|
Income (loss) before income taxes
|
$
|
—
|
|
|
$
|
11
|
|
|
NM
|
|
|
Adjusted pre-tax income (loss)
(a)
|
$
|
12
|
|
|
$
|
33
|
|
|
(64
|
)
|
|
Dollar utilization
(g)
|
33
|
%
|
|
34
|
%
|
|
N/A
|
|
||
|
Time utilization
(h)
|
60
|
%
|
|
61
|
%
|
|
N/A
|
|
||
|
Rental and rental related revenue
(i)
|
$
|
308
|
|
|
$
|
325
|
|
|
(5
|
)
|
|
Same store revenue growth
(j)
|
(1
|
)%
|
|
1
|
%
|
|
N/A
|
|
||
|
ITEM 2.
|
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
|
|
|
Three Months Ended March 31,
|
|
Percent Increase/(Decrease)
|
|||||||
|
($ in millions)
|
2016
|
|
2015
|
|
||||||
|
Total revenues
|
$
|
144
|
|
|
$
|
143
|
|
|
1
|
%
|
|
Direct operating expenses
|
$
|
5
|
|
|
$
|
6
|
|
|
(17
|
)
|
|
Depreciation of revenue earning equipment and lease charges, net
|
$
|
111
|
|
|
$
|
115
|
|
|
(3
|
)
|
|
Income (loss) before income taxes
|
$
|
15
|
|
|
$
|
12
|
|
|
25
|
|
|
Adjusted pre-tax income (loss)
(a)
|
$
|
18
|
|
|
$
|
16
|
|
|
13
|
|
|
Average Fleet - Donlen
|
162,300
|
|
|
168,600
|
|
|
(4
|
)
|
||
|
(a)
|
Adjusted pre-tax income (loss) is a Non-GAAP measure that is calculated as income (loss) before income taxes plus certain non-cash purchase accounting charges, debt-related charges relating to the amortization and write-off of debt financing costs and debt discounts and certain one-time charges and nonoperational items. Adjusted pre-tax income (loss) is important to management because it allows management to assess operational performance of our business, exclusive of the items mentioned above. It also allows management to assess the performance of the entire business on the same basis as the segment measure of profitability. Management believes that it is important to investors for the same reasons it is important to management and because it allows them to assess our operational performance on the same basis that management uses internally. When evaluating our operating performance, investors should not consider adjusted pre-tax income (loss) in isolation of, or as a substitute for, measures of our financial performance, such as net income (loss) or income (loss) before income tax. The contribution of our reportable segments to adjusted pre-tax income and reconciliation to the most comparable consolidated GAAP measure are presented below:
|
|
ITEM 2.
|
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
|
|
|
Three Months Ended
March 31, |
||||||
|
(In millions)
|
2016
|
|
2015
|
||||
|
Adjusted pre-tax income (loss):
|
|
|
|
||||
|
U.S. car rental
|
$
|
(4
|
)
|
|
$
|
71
|
|
|
International car rental
|
3
|
|
|
8
|
|
||
|
Worldwide equipment rental
|
12
|
|
|
33
|
|
||
|
All other operations
|
18
|
|
|
16
|
|
||
|
Total reportable segments
|
29
|
|
|
128
|
|
||
|
Corporate
(1)
|
(112
|
)
|
|
(125
|
)
|
||
|
Consolidated adjusted pre-tax income (loss)
|
(83
|
)
|
|
3
|
|
||
|
Adjustments:
|
|
|
|
||||
|
Acquisition accounting
(2)
|
(18
|
)
|
|
(31
|
)
|
||
|
Debt-related charges
(3)
|
(15
|
)
|
|
(16
|
)
|
||
|
Restructuring and restructuring related charges
(4)
|
(12
|
)
|
|
(20
|
)
|
||
|
Equipment rental spin-off costs
(5)
|
(13
|
)
|
|
(9
|
)
|
||
|
Sale of CAR Inc. common stock
(6)
|
75
|
|
|
—
|
|
||
|
Impairment charges and asset write-downs
(7)
|
—
|
|
|
(9
|
)
|
||
|
Finance and information technology transformation costs
(8)
|
(8
|
)
|
|
—
|
|
||
|
Other
(9)
|
5
|
|
|
(4
|
)
|
||
|
Income (loss) before income taxes
|
$
|
(69
|
)
|
|
$
|
(86
|
)
|
|
(1)
|
Represents general corporate expenses, certain interest expense (including net interest on corporate debt), as well as other business activities.
|
|
(2)
|
Represents incremental expense associated with amortization of other intangible assets, depreciation of property and other equipment and accretion of revalued liabilities relating to acquisition accounting.
|
|
(3)
|
Represents debt-related charges relating to the amortization of deferred debt financing costs and debt discounts and premiums.
|
|
(4)
|
Represents expenses incurred under restructuring actions as defined in U.S. GAAP. For further information on restructuring costs, see
Note 8
, "
Restructuring
." Also represents incremental costs incurred directly supporting business transformation initiatives. Such costs include transition costs incurred in connection with business process outsourcing arrangements and incremental costs incurred to facilitate business process re-engineering initiatives that involve significant organization redesign and extensive operational process changes. Also includes consulting costs and legal fees related to the accounting review and investigation.
|
|
(5)
|
Represents expenses associated with the anticipated HERC spin-off transaction announced in March 2014. In
2016
,
$9 million
were incurred by HERC and
$4 million
by Corporate. In
2015
,
$9 million
were incurred by HERC.
|
|
(6)
|
Represents the pre-tax gain on the sale of CAR Inc. common stock.
|
|
(7)
|
In 2015, primarily represents a
$6 million
impairment on the former Dollar Thrifty headquarters in Tulsa, Oklahoma.
|
|
(8)
|
Represents external costs associated with the Company’s finance and information technology transformation programs, both of which are multi-year initiatives to upgrade and modernize the Company’s systems and processes.
|
|
(9)
|
Includes miscellaneous non-recurring items including but not limited to acquisition charges, integration charges, and other non-cash items. In 2016, also includes a settlement gain related to one of our U.S. airport locations and, in 2015, also includes charges incurred in connection with relocating the Company's corporate headquarters to Estero, Florida.
|
|
ITEM 2.
|
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
|
|
(b)
|
Transaction days represent the total number of 24-hour periods, with any partial period counted as one transaction day, that vehicles were on rent (the period between when a rental contract is opened and closed) in a given period. Thus, it is possible for a vehicle to attain more than one transaction day in a 24-hour period. Late in the third quarter of 2015 the Company fully integrated the Dollar Thrifty and Hertz counter systems and as a result aligned the transaction day calculation in the Hertz system. As a result of this alignment, Hertz determined that there was an impact to the calculation. Hertz expects that transaction days for the U.S. Car Rental segment will increase by approximately 1% prospectively relative to the historic calculations through the third quarter of 2016.
|
|
(c)
|
Total RPD is a Non-GAAP measure that is calculated as total revenue less ancillary retail car sales revenue, divided by the total number of transaction days, with all periods adjusted to eliminate the effect of fluctuations in foreign currency. Our management believes eliminating the effect of fluctuations in foreign currency is useful in analyzing underlying trends. This statistic is important to our management and investors as it represents a measurement of the changes in underlying pricing in the car rental business and encompasses the elements in car rental pricing that management has the ability to control.
|
|
|
U.S. car rental segment
|
|
International car rental segment
|
||||||||||||
|
|
Three Months Ended March 31,
|
||||||||||||||
|
($ in millions, except as noted)
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
|
Revenues
|
$
|
1,406
|
|
|
$
|
1,520
|
|
|
$
|
433
|
|
|
$
|
436
|
|
|
Ancillary retail car sales revenue
|
(19
|
)
|
|
(12
|
)
|
|
—
|
|
|
—
|
|
||||
|
Foreign currency adjustment
|
—
|
|
|
—
|
|
|
1
|
|
|
(23
|
)
|
||||
|
Total rental revenue
|
$
|
1,387
|
|
|
$
|
1,508
|
|
|
$
|
434
|
|
|
$
|
413
|
|
|
Transaction days (in thousands)
|
32,742
|
|
|
32,036
|
|
|
10,104
|
|
|
9,775
|
|
||||
|
Total RPD (in whole dollars)
|
$
|
42.36
|
|
|
$
|
47.07
|
|
|
$
|
42.95
|
|
|
$
|
42.25
|
|
|
(d)
|
Average fleet is determined using a simple average of the number of vehicles at the beginning and end of a given period. Among other things, average fleet is used to calculate our fleet efficiency which represents the portion of the Company's fleet that is being utilized to generate revenue. Fleet efficiency is calculated by dividing total transaction days by available car days.
|
|
|
U.S. car rental segment
|
|
International car rental segment
|
||||||||
|
|
Three Months Ended March 31,
|
||||||||||
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||
|
Transaction days (in thousands)
|
32,742
|
|
|
32,036
|
|
|
10,104
|
|
|
9,775
|
|
|
Average fleet
|
460,200
|
|
|
489,300
|
|
|
148,100
|
|
|
144,000
|
|
|
Number of days in period
|
91
|
|
|
90
|
|
|
91
|
|
|
90
|
|
|
Available car days (in thousands)
|
41,878
|
|
|
44,037
|
|
|
13,477
|
|
|
12,960
|
|
|
Fleet efficiency
|
78
|
%
|
|
73
|
%
|
|
75
|
%
|
|
75
|
%
|
|
(e)
|
Revenue per available car day is calculated as total revenues less ancillary retail car sales revenue, divided by available car days, with all periods adjusted to eliminate the effect of fluctuations in foreign currency. Our management believes eliminating the effect of fluctuations in foreign currency is appropriate so as not to affect the comparability of underlying trends. This metric is important to our management and investors as it represents a measurement of the changes in underlying pricing in the car rental business and provides a measure of revenue production relative to overall capacity.
|
|
|
U.S. car rental segment
|
|
International car rental segment
|
||||||||||||
|
|
Three Months Ended March 31,
|
||||||||||||||
|
($ in millions, except as noted)
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
|
Total rental revenue
|
$
|
1,387
|
|
|
$
|
1,508
|
|
|
$
|
434
|
|
|
$
|
413
|
|
|
Available car days (in thousands)
|
41,878
|
|
|
44,037
|
|
|
13,477
|
|
|
12,960
|
|
||||
|
Revenue per available car day (in whole dollars)
|
$
|
33.12
|
|
|
$
|
34.24
|
|
|
$
|
32.20
|
|
|
$
|
31.87
|
|
|
ITEM 2.
|
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
|
|
(f)
|
Net depreciation per unit per month is a non-GAAP measure that is calculated by dividing depreciation of revenue earning equipment and lease charges, net by the average fleet in each period and then dividing by the number of months in the period reported, with all periods adjusted to eliminate the effect of fluctuations in foreign currency. Our management believes eliminating the effect of fluctuations in foreign currency is useful in analyzing underlying trends. Net depreciation per unit per month represents the amount of average depreciation expense and lease charges, net per vehicle per month. The tables below reconcile this non-GAAP measure to its most comparable GAAP measure, which is depreciation of revenue earning equipment and lease charges, net, (based on
December 31, 2015
foreign exchange rates) for the periods shown:
|
|
|
U.S. car rental segment
|
|
International car rental segment
|
||||||||||||
|
|
Three Months Ended March 31,
|
||||||||||||||
|
($ in millions, except as noted)
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
|
Depreciation of revenue earning equipment and lease charges
|
$
|
419
|
|
|
$
|
421
|
|
|
$
|
86
|
|
|
$
|
95
|
|
|
Foreign currency adjustment
|
—
|
|
|
—
|
|
|
—
|
|
|
(5
|
)
|
||||
|
Adjusted depreciation of revenue earning equipment and lease charges, net
|
$
|
419
|
|
|
$
|
421
|
|
|
$
|
86
|
|
|
$
|
90
|
|
|
Average Fleet
|
460,200
|
|
|
489,300
|
|
|
148,100
|
|
|
144,000
|
|
||||
|
Adjusted depreciation of revenue earning equipment and lease charges, net divided by average fleet (in whole dollars)
|
$
|
910
|
|
|
$
|
860
|
|
|
$
|
581
|
|
|
$
|
625
|
|
|
Number of months in period
|
3
|
|
3
|
|
3
|
|
3
|
||||||||
|
Net depreciation per unit per month (in whole dollars)
|
$
|
303
|
|
|
$
|
287
|
|
|
$
|
194
|
|
|
$
|
208
|
|
|
(g)
|
Dollar utilization means revenue derived from the rental of equipment divided by the original cost of the equipment including additional capitalized refurbishment costs (with the basis of refurbished assets reset at the refurbishment date).
|
|
(h)
|
Time Utilization means the percentage of time an equipment unit is on-rent during a given period.
|
|
(i)
|
Worldwide equipment rental and rental related revenue is a Non-GAAP measure that consists of all revenue, net of discounts, associated with the rental of equipment including charges for delivery, loss damage waivers and fueling, but excluding revenue arising from the sale of equipment, parts and supplies and certain other ancillary revenue. Rental and rental related revenue is adjusted in all periods to eliminate the effect of fluctuations in foreign currency (based on
December 31, 2015
foreign exchange rates). Our management believes eliminating the effect of fluctuations in foreign currency is appropriate so as not to affect the comparability of underlying trends. This statistic is important to our management and investors as it reflects time and mileage and ancillary charges for equipment on rent and is comparable with the reporting of other industry participants. The following table reconciles our worldwide equipment rental segment revenues, the most comparable GAAP measure, to our worldwide equipment rental and rental related revenue (based on the elements in car rental pricing that management has the ability to control).
|
|
|
Three Months Ended
March 31, |
||||||
|
($ in millions)
|
2016
|
|
2015
|
||||
|
Worldwide Equipment Rental segment revenues
|
$
|
328
|
|
|
$
|
355
|
|
|
Equipment sales and other revenue
|
(20
|
)
|
|
(23
|
)
|
||
|
Rental and rental related revenue at actual rates
|
308
|
|
|
332
|
|
||
|
Foreign currency adjustment
|
—
|
|
|
(7
|
)
|
||
|
Rental and rental related revenue
|
$
|
308
|
|
|
$
|
325
|
|
|
(j)
|
Same-store revenue growth is calculated as the year over year change in revenue for locations that are open at the end of the period reported and have been operating under our direction for more than twelve months. The same-store revenue amounts are adjusted in all periods to eliminate the effect of fluctuations in foreign currency. Our management believes eliminating the effect of fluctuations in foreign currency is appropriate so as not to affect the comparability of underlying trends.
|
|
ITEM 2.
|
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
|
|
|
Three Months Ended
March 31, |
|
|
||||||||
|
(In millions)
|
2016
|
|
2015
|
|
$ Change
|
||||||
|
Cash provided by (used in):
|
|
|
|
|
|
||||||
|
Operating activities
|
$
|
577
|
|
|
$
|
782
|
|
|
$
|
(205
|
)
|
|
Investing activities
|
(417
|
)
|
|
(1,166
|
)
|
|
749
|
|
|||
|
Financing activities
|
199
|
|
|
499
|
|
|
(300
|
)
|
|||
|
Effect of exchange rate changes
|
12
|
|
|
(20
|
)
|
|
32
|
|
|||
|
Net change in cash and cash equivalents
|
$
|
371
|
|
|
$
|
95
|
|
|
$
|
276
|
|
|
ITEM 2.
|
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
|
|
ITEM 2.
|
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
|
|
(In millions)
|
Remaining
Capacity
|
|
Availability Under
Borrowing Base
Limitation
|
||||
|
Corporate Debt
|
|
|
|
||||
|
Senior ABL Facility
|
$
|
1,488
|
|
|
$
|
1,481
|
|
|
Total Corporate Debt
|
1,488
|
|
|
1,481
|
|
||
|
Fleet Debt
|
|
|
|
||||
|
HVF II U.S. Fleet Variable Funding Notes
|
2,125
|
|
|
—
|
|
||
|
HFLF Variable Funding Notes
|
50
|
|
|
—
|
|
||
|
European Revolving Credit Facility
|
—
|
|
|
—
|
|
||
|
European Securitization
|
192
|
|
|
4
|
|
||
|
Canadian Securitization
|
99
|
|
|
—
|
|
||
|
Australian Securitization
|
94
|
|
|
—
|
|
||
|
Capitalized Leases
|
50
|
|
|
1
|
|
||
|
Total Fleet Debt
|
2,610
|
|
|
5
|
|
||
|
Total
|
$
|
4,098
|
|
|
$
|
1,486
|
|
|
ITEM 2.
|
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
|
|
|
|
Revenue Earning Equipment
|
|
Capital Assets, Non-Fleet
|
||||||||||||||||||||
|
Cash inflow (cash outflow)(In millions)
|
|
Capital
Expenditures
|
|
Disposal
Proceeds
|
|
Net Capital
Expenditures
|
|
Capital
Expenditures
|
|
Disposal
Proceeds
|
|
Net Capital
Expenditures
|
||||||||||||
|
2016
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
|
First Quarter
|
|
$
|
(3,627
|
)
|
|
$
|
3,010
|
|
|
$
|
(617
|
)
|
|
$
|
(53
|
)
|
|
$
|
22
|
|
|
$
|
(31
|
)
|
|
2015
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
|
First Quarter
|
|
$
|
(3,438
|
)
|
|
$
|
2,289
|
|
|
$
|
(1,149
|
)
|
|
$
|
(97
|
)
|
|
$
|
22
|
|
|
$
|
(75
|
)
|
|
|
Three Months Ended
March 31, |
|
|
|
|
|||||||||
|
(In millions)
|
2016
|
|
2015
|
|
$ Change
|
|
% Change
|
|||||||
|
Revenue earning equipment expenditures, net
|
|
|
|
|
|
|
|
|||||||
|
U.S. car rental
|
$
|
(583
|
)
|
|
$
|
(1,075
|
)
|
|
$
|
492
|
|
|
(46
|
)%
|
|
International car rental
|
75
|
|
|
142
|
|
|
(67
|
)
|
|
(47
|
)
|
|||
|
Worldwide equipment rental
|
6
|
|
|
(59
|
)
|
|
65
|
|
|
(110
|
)
|
|||
|
All other operations
|
(115
|
)
|
|
(157
|
)
|
|
42
|
|
|
(27
|
)
|
|||
|
Total
|
$
|
(617
|
)
|
|
$
|
(1,149
|
)
|
|
$
|
532
|
|
|
(46
|
)
|
|
|
Three Months Ended
March 31, |
|
|
|
|
|||||||||
|
(In millions)
|
2016
|
|
2015
|
|
$ Change
|
|
% Change
|
|||||||
|
Capital asset expenditures, non-fleet, net
|
|
|
|
|
|
|
|
|||||||
|
U.S. car rental
|
$
|
(11
|
)
|
|
$
|
(2
|
)
|
|
$
|
(9
|
)
|
|
450
|
%
|
|
International car rental
|
(4
|
)
|
|
(11
|
)
|
|
7
|
|
|
(64
|
)
|
|||
|
Worldwide equipment rental
|
(4
|
)
|
|
(27
|
)
|
|
23
|
|
|
(85
|
)
|
|||
|
All other operations
|
(1
|
)
|
|
(1
|
)
|
|
—
|
|
|
—
|
|
|||
|
Corporate
|
(11
|
)
|
|
(34
|
)
|
|
23
|
|
|
(68
|
)
|
|||
|
Total
|
$
|
(31
|
)
|
|
$
|
(75
|
)
|
|
$
|
44
|
|
|
(59
|
)
|
|
ITEM 2.
|
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
|
|
ITEM 2.
|
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
|
|
•
|
any claims, investigations or proceedings arising as a result of the restatement of our previously issued financial results;
|
|
•
|
our ability to remediate the material weaknesses in our internal controls over financial reporting described in Item 9A of our Form 10-K/A filed on March 4, 2016;
|
|
•
|
the effect of our proposed separation of HERC and ability to obtain the expected benefits of any related transaction;
|
|
•
|
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 the car rental operations of Dollar Thrifty;
|
|
•
|
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;
|
|
•
|
changes to our senior management team;
|
|
ITEM 2.
|
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
|
|
•
|
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 car rental 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;
|
|
•
|
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;
|
|
•
|
our ability to successfully outsource a significant portion of our information technology services or other activities;
|
|
•
|
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;
|
|
•
|
our exposure to fluctuations in foreign exchange rates; and
|
|
•
|
other risks described from time to time in periodic and current reports that we file with the SEC.
|
|
(a)
|
Exhibits:
|
|
Date:
|
May 9, 2016
|
HERTZ GLOBAL HOLDINGS, INC.
(Registrant)
|
|
|
|
|
By:
|
/s/ THOMAS C. KENNEDY
|
|
|
|
|
Thomas C. Kennedy
Senior Executive Vice President and Chief Financial Officer
|
|
Exhibit
Number
|
Description
|
|
4.12.12
|
Series 2016-1 Supplement, dated as of February 11, 2016, among Hertz Vehicle Financing II LP, as Issuer, The Hertz Corporation, as Group I Administrator, and The Bank of New York Mellon Trust Company, N.A., as Trustee and Securities Intermediary, to the Amended and Restated Group I Supplement, dated as of October 31, 2014, between Hertz Vehicle Financing II LP, as Issuer, and The Bank of New York Mellon Trust Company, N.A., as Trustee and Securities Intermediary, to the Base Indenture, dated as of October 31, 2014, between Hertz Vehicle Financing II LP, as Issuer, and The Bank of New York Mellon Trust Company, N.A., as Trustee (Incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K of Hertz Global Holdings, Inc. (File No. 001-33139) and The Hertz Corporation (File No. 001-07541), as filed on February 18, 2016).
|
|
4.12.13
|
Series 2016-2 Supplement, dated as of February 11, 2016, among Hertz Vehicle Financing II LP, as Issuer, The Hertz Corporation, as Group I Administrator, and The Bank of New York Mellon Trust Company, N.A., as Trustee and Securities Intermediary, to the Amended and Restated Group I Supplement, dated as of October 31, 2014, between Hertz Vehicle Financing II LP, as Issuer, and The Bank of New York Mellon Trust Company, N.A., as Trustee and Securities Intermediary, to the Base Indenture, dated as of October 31, 2014, between Hertz Vehicle Financing II LP, as Issuer, and The Bank of New York Mellon Trust Company, N.A., as Trustee (Incorporated by reference to Exhibit 10.2 to the Current Report on Form 8-K of Hertz Global Holdings, Inc. (File No. 001-33139) and The Hertz Corporation (File No. 001-07541), as filed on February 18, 2016).
|
|
10.5.18
|
Form of Employee Stock Option Agreement under the Hertz Global Holdings, Inc. 2008 Omnibus Incentive Plan (form used for agreements entered into after January 1, 2016)*
|
|
10.5.19
|
Form of Restricted Stock Unit Agreement under the Hertz Global Holdings, Inc. 2008 Omnibus Incentive Plan (form used for awards in 2016)*
|
|
10.5.20
|
Form of Performance Stock Unit Agreement under the Hertz Global Holdings, Inc. 2008 Omnibus Incentive Plan (form used for Adjusted Corporate EBITDA awards in 2016)*
|
|
10.5.21
|
Form of Performance Stock Unit Agreement under the Hertz Global Holdings, Inc. 2008 Omnibus Incentive Plan (form used for HERC Adjusted Corporate EBITDA awards in 2016)*
|
|
10.5.22
|
Form of Performance Stock Unit Agreement under the Hertz Global Holdings, Inc. 2008 Omnibus Incentive Plan (form used for EBITDA margin awards in 2016)*
|
|
10.5.23
|
Form of Performance Stock Unit Agreement under the Hertz Global Holdings, Inc. 2008 Omnibus Incentive Plan (form used for NPS awards in 2016)*
|
|
31.1–31.2
|
Rule 13a-14(a)/15d-14(a) Certifications of Chief Executive Officer and Chief Financial Officer*
|
|
32.1–32.2
|
18 U.S.C. Section 1350 Certifications of Chief Executive Officer and Chief Financial Officer*
|
|
101.INS
|
XBRL Instance Document*
|
|
101.SCH
|
XBRL Taxonomy Extension Schema Document*
|
|
101.CAL
|
XBRL Taxonomy Extension Calculation Linkbase Document*
|
|
101.DEF
|
XBRL Taxonomy Extension Definition Linkbase Document*
|
|
101.LAB
|
XBRL Taxonomy Extension Label Linkbase Document*
|
|
101.PRE
|
XBRL Taxonomy Extension Presentation Linkbase Document*
|
No information found
* THE VALUE IS THE MARKET VALUE AS OF THE LAST DAY OF THE QUARTER FOR WHICH THE 13F WAS FILED.
| FUND | NUMBER OF SHARES | VALUE ($) | PUT OR CALL |
|---|
| DIRECTORS | AGE | BIO | OTHER DIRECTOR MEMBERSHIPS |
|---|
No information found
No Customers Found
No Suppliers Found
Price
Yield
| Owner | Position | Direct Shares | Indirect Shares |
|---|