UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or Section 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): May 10, 2004
ANC Rental Corporation
(Debtor-in-Possession as of November 13, 2001)(Exact name of Registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
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| 0-30776 | | 65-0957875 |
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| (Commission File Number) | | (IRS Employer Identification No.) |
200 South Andrews Avenue, Fort Lauderdale, Florida 33301
(Address of principal executive offices, including zip code)
Registrant’s telephone number, including area code: (954) 320-4547
Item 3. Bankruptcy or Receivership
Background:
As previously reported on Form 8-K on November 13, 2001, ANC Rental Corporation (the “Company”) and certain of its direct and indirect U.S. subsidiaries (each, a “Debtor,” and collectively, “Debtors”) filed voluntary petitions under chapter 11 of Title 11, United States Code, in the United States Bankruptcy Court for the District of Delaware (Case No. 01 – 11200 et al., Jointly Administered) on November 13, 2001. On June 12, 2003 ANC Rental Corporation (the “Company”) entered into an agreement to sell substantially all of its assets to an affiliate of Cerberus Capital Management L.P. (“Cerberus”), a private investment group, for $233.0 million cash and assumption of certain liabilities. Liabilities assumed generally include all of the Company’s vehicle debt, debtor-in-possession financing provided by a vehicle manufacturer, and certain other liabilities. On June 26, 2003, the Bankruptcy Court approved formal bidding procedures required under Delaware bankruptcy law to provide other qualified buyers an opportunity to submit competing bids. No competing bids were received and on August 21, 2003, the Bankruptcy Court approved the sale to Cerberus. A subsequent sale approval order was entered by the Bankruptcy Court on September 3, 2003. The sale transaction closed on October 14, 2003. Following the closing, the Company has no remaining operating assets.
Plan of Liquidation:
On November 19, 2003, the Bankruptcy Court approved a Joint Chapter 11 Liquidating Plan and Disclosure Statement (“the Plan”) filed by the Company and the Statutory Creditors’ Committee, and authorized the Solicitation of votes to accept or reject the Plan. The Plan was mailed to Creditors for vote on December 3, 2003, requiring votes to be received on or before 4:00PM prevailing Eastern Time on December 30, 2003. On April 2, 2004 the Company and the Statutory Creditors’ Committee filed an Amended Joint Chapter 11 Liquidating Plan and Disclosure Statement with the Bankruptcy Court. On April 16, 2004 (“the Confirmation Date”), the Bankruptcy Court issued a Confirmation Order authorizing the implementation of the Plan. From, and after, the Confirmation Date, the Company shall continue to exist solely for the purpose of implementing the provisions of the Plan. The Plan shall be deemed effective (“the Effective Date”) on the first business day following the day on which all conditions as to the Effective Date have been met as set forth in the Plan. Among other things, paragraph 14.6 of
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the Plan states that upon the Effective Date, ANC Common Stock, and any ANC Common Stock Interests, as well as any Shareholder Agreements relating to the ANC Common Stock shall be cancelled. Accordingly, on the Effective Date, the Company’s shares will have no value. As of April 30, 2004 the Company had outstanding 45,296,139 shares of Common Stock, par value $0.01 per share.
Item 7. Financial Statements and Exhibits.
(a) Not applicable.
(b) Not applicable.
(c) Exhibits.
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| 2.1 | | Amended Joint Chapter 11 Liquidating Plan. |
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| 2.2 | | Notice of Order Confirming Joint Chapter 11 Liquidating Plan. |
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: May 10, 2004
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| | ANC Rental Corporation
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| | By: | /s/ John W. Chapman | |
| | | John W. Chapman | |
| | | President | |
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