Exhibit 99.3
UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL INFORMATION
Effective June 30, 2016, Hertz Global Holdings, Inc., now known as “Herc Holdings, Inc.”, (“Hertz Holdings”) completed the previously announced separation of its car rental business and equipment rental business (the “Spin-Off”) into two independent, publicly traded companies:
· Hertz Global Holdings, Inc., formerly known as Hertz Rental Car Holding Company, Inc. or “New Hertz”, which holds the entities associated with former Hertz Holdings’ global car rental business, including The Hertz Corporation (“THC”); and
· Herc Holdings Inc., or “Herc Holdings,” which holds the entities associated with former Hertz Holdings’ global equipment rental business, including Herc Rentals Inc. (“Herc”), formerly known as Hertz Equipment Rental Corporation or “HERC”.
In connection with the Spin-Off, Hertz Holdings distributed 85 million shares of New Hertz common stock, par value $0.01 per share, which reflected a distribution ratio of one share of New Hertz common stock for every five shares of Hertz Holdings common stock as of June 22, 2016 (record date). For accounting purposes, due to the relative significance of New Hertz to Hertz Holdings, New Hertz will be considered the spinnor or divesting entity and Herc Holdings will be considered the spinnee or divested entity. As a result, Herc Holdings will be accounted for as discontinued operations of New Hertz. The following unaudited pro forma condensed consolidated financial statements (the “Pro Forma Financial Statements”) are presented to show the effects of the Spin-Off and financing arrangements on New Hertz’s consolidated financial statements.
The following unaudited pro forma condensed consolidated balance sheet of New Hertz as of March 31, 2016 is presented as if the Spin-Off and financing arrangements, as described in the notes to these Pro Forma Financial Statements, had occurred at March 31, 2016. The unaudited pro forma condensed consolidated statements of operations for the three months ended March 31, 2016 and the years ended December 31, 2015, 2014 and 2013 are presented as if the Spin-Off had occurred on January 1, 2013 (the first day of fiscal year 2013) and the financing arrangements had occurred on January 1, 2015. The historical consolidated financial information has been adjusted in the following Pro Forma Financial Statements to give effect to pro forma events that are (i) directly attributable to the Spin-Off, (ii) factually supportable and (iii) with respect to the statements of operations, expected to have a continuing impact on the consolidated results.
The Pro Forma Financial Statements and the accompanying notes should be read together with the following:
· The Hertz Global Holdings, Inc. consolidated financial statements and the notes thereto as of and for the year ended December 31, 2015, and Management’s Discussion and Analysis included in the Hertz Global Holdings, Inc. Annual Report on Form 10-K for the year ended December 31, 2015.
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· The Hertz Global Holdings, Inc. condensed consolidated financial statements and the notes thereto as of and for the three months ended March 31, 2016, and Management’s Discussion and Analysis included in the Hertz Global Holdings, Inc. Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2016.
The Pro Forma Financial Statements do not purport to represent what New Hertz’s financial position and results of operations would have been had the Spin-Off and financing arrangements occurred on the dates indicated or to project financial performance for any future period or as of a future date. In addition, the Spin-Off and financing arrangements are based on currently available information and certain assumptions that New Hertz believes are reasonable, and are provided for illustrative and informational purposes only.
The Pro Forma Financial Statements do not reflect non-recurring income statement items arising directly as a result of the Spin-Off. The effects of the foregoing items could, individually or in the aggregate, materially impact the Pro Forma Financial Statements.
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HERTZ GLOBAL HOLDINGS, INC.
UNAUDITED PRO FORMA CONDENSED CONSOLIDATED BALANCE SHEET
AS OF MARCH 31, 2016
(In millions)
| | HGH | | HERC &
Hertz
Holdings | | Adjustments | | Financing
Adjustments | | New Hertz | |
| | | | (Note 3) | | (Note 4) | | | |
| | | | (a) | | | | | | | |
ASSETS | | | | | | | | | | | |
Cash and cash equivalents | | $ | 857 | | $ | (12 | ) | $ | 1,970 | (b)(p) | $ | (2,100 | )(a)(b) | $ | 715 | |
Restricted cash and cash equivalents | | 353 | | (12 | ) | — | | — | | 341 | |
Receivables, net | | 1,518 | | (267 | ) | — | | 20 | (f) | 1,271 | |
Inventories, net | | 53 | | (20 | ) | — | | — | | 33 | |
Prepaid expenses and other assets | | 651 | | (26 | ) | 94 | (m) | 27 | (b) | 746 | |
Revenue earning equipment: | | | | | | | | | | | |
Vehicles | | 14,484 | | — | | — | | — | | 14,484 | |
Less accumulated depreciation - vehicles | | (2,620 | ) | — | | — | | — | | (2,620 | ) |
Equipment | | 3,543 | | (3,543 | ) | — | | — | | — | |
Less accumulated depreciation - equipment | | (1,182 | ) | 1,182 | | — | | — | | — | |
Revenue earning equipment, net | | 14,225 | | (2,361 | ) | — | | — | | 11,864 | |
Property and other equipment: | | | | | | | | | | | |
Land, buildings and leasehold improvements | | 1,335 | | (177 | ) | — | | — | | 1,158 | |
Service equipment and other | | 1,089 | | (272 | ) | — | | (20 | )(f) | 797 | |
Less accumulated depreciation | | (1,210 | ) | 205 | | — | | — | | (1,005 | ) |
Property and other equipment, net | | 1,214 | | (244 | ) | — | | (20 | ) | 950 | |
Other intangible assets, net | | 3,804 | | (301 | ) | — | | — | | 3,503 | |
Goodwill | | 1,353 | | (93 | ) | — | | — | | 1,260 | |
Total assets | | $ | 24,028 | | $ | (3,336 | ) | $ | 2,064 | | $ | (2,073 | ) | $ | 20,683 | |
LIABILITIES AND EQUITY | | | | | | | | | | | |
Accounts payable | | $ | 1,382 | | $ | (149 | ) | $ | — | | $ | — | | $ | 1,233 | |
Accrued liabilities | | 1,090 | | (45 | ) | (29 | )(c)(d) | (24 | )(a) | 992 | |
Accrued taxes, net | | 166 | | (203 | ) | 37 | (m) | — | | — | |
Debt | | 16,072 | | (61 | ) | — | | (2,020 | )(c) | 13,991 | |
Public liability and property damage | | 413 | | (9 | ) | — | | — | | 404 | |
Deferred taxes on income, net | | 2,867 | | (663 | ) | (55 | )(m) | (11 | )(g) | 2,138 | |
Total liabilities | | 21,990 | | (1,130 | ) | (47 | ) | (2,055 | ) | 18,758 | |
Commitments and contingencies | | | | | | | | | | | |
Total equity | | 2,038 | | (2,206 | ) | 2,111 | (e)(m)(p) | (18 | )(e)(g) | 1,925 | |
Total liabilities and equity | | $ | 24,028 | | $ | (3,336 | ) | $ | 2,064 | | $ | (2,073 | ) | $ | 20,683 | |
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HERTZ GLOBAL HOLDINGS, INC.
UNAUDITED PRO FORMA CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
FOR THE THREE MONTHS ENDED MARCH 31, 2016
(In millions, except per share data)
| | HGH | | HERC & Hertz Holdings | | Adjustments | | Financing
Adjustments | | New Hertz | |
| | | | (Note 3) | | (Note 4) | | | |
| | | | (a) | | | | | | | |
Revenues: | | | | | | | | | | | |
Worldwide car rental | | $ | 1,839 | | $ | — | | $ | — | | $ | — | | $ | 1,839 | |
Worldwide equipment rental | | 328 | | (328 | ) | — | | — | | — | |
All other operations | | 144 | | — | | — | | — | | 144 | |
Total revenues | | 2,311 | | (328 | ) | — | | — | | 1,983 | |
Expenses: | | | | | | | | | | | |
Direct operating | | 1,341 | | (184 | ) | 1 | (g)(h)(k) | — | | 1,158 | |
Depreciation of revenue earning equipment and lease charges, net | | 706 | | (90 | ) | — | | — | | 616 | |
Selling, general and administrative | | 267 | | (42 | ) | — | (g)(h)(i)(j)(l) | — | | 225 | |
Interest expense, net | | 157 | | (14 | ) | 8 | (f) | (24 | )(d) | 127 | |
Other (income) expense, net | | (91 | ) | 1 | | — | | — | | (90 | ) |
Total expenses | | 2,380 | | (329 | ) | 9 | | (24 | ) | 2,036 | |
Income (loss) before income taxes | | (69 | ) | 1 | | (9 | ) | 24 | | (53 | ) |
(Provision) benefit for taxes on income (loss) | | 18 | | 5 | | 1 | (m) | (9 | )(g) | 15 | |
Net income (loss) | | $ | (51 | ) | $ | 6 | | $ | (8 | ) | $ | 15 | | $ | (38 | ) |
| | | | | | | | | | | |
Pro Forma Earnings Per Share | | | | | | | | | | | |
Basic | | | | | | | | | | $ | (0.45 | )(n) |
Diluted | | | | | | | | | | $ | (0.45 | )(o) |
| | | | | | | | | | | |
Pro Forma Weighted Average Shares Outstanding: | | | | | | | | | | | |
Basic | | | | | | | | | | 85 | (n) |
Diluted | | | | | | | | | | 85 | (o) |
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HERTZ GLOBAL HOLDINGS, INC.
UNAUDITED PRO FORMA CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
FOR THE YEAR ENDED DECEMBER 31, 2015
(In millions, except per share data)
| | HGH | | HERC &
Hertz
Holdings | | Adjustments | | Financing
Adjustments | | New Hertz | |
| | | | (Note 3) | | (Note 4) | | | |
| | | | (a) | | | | | | | |
Revenues: | | | | | | | | | | | |
Worldwide car rental | | $ | 8,434 | | $ | — | | $ | — | | $ | — | | $ | 8,434 | |
Worldwide equipment rental | | 1,518 | | (1,518 | ) | — | | — | | — | |
All other operations | | 583 | | — | | — | | — | | 583 | |
Total revenues | | 10,535 | | (1,518 | ) | — | | — | | 9,017 | |
Expenses: | | | | | | | | | | | |
Direct operating | | 5,896 | | (850 | ) | 9 | (g)(h)(k) | — | | 5,055 | |
Depreciation of revenue earning equipment and lease charges, net | | 2,762 | | (329 | ) | — | | — | | 2,433 | |
Selling, general and administrative | | 1,045 | | (177 | ) | 5 | (g)(h)(i)(j)(l) | — | | 873 | |
Interest expense, net | | 622 | | (60 | ) | 37 | (f) | (102 | )(d) | 497 | |
Other (income) expense, net | | (131 | ) | 56 | | — | | — | | (75 | ) |
Total expenses | | 10,194 | | (1,360 | ) | 51 | | (102 | ) | 8,783 | |
Income (loss) before income taxes | | 341 | | (158 | ) | (51 | ) | 102 | | 234 | |
(Provision) benefit for taxes on income (loss) | | (68 | ) | 50 | | 1 | (m) | (40 | )(g) | (57 | ) |
Net income (loss) | | $ | 273 | | $ | (108 | ) | $ | (50 | ) | $ | 62 | | $ | 177 | |
| | | | | | | | | | | |
Pro Forma Earnings Per Share | | | | | | | | | | | |
Basic | | | | | | | | | | $ | 1.97 | (n) |
Diluted | | | | | | | | | | $ | 1.92 | (o) |
| | | | | | | | | | | |
Pro Forma Weighted Average Shares Outstanding: | | | | | | | | | | | |
Basic | | | | | | | | | | 90 | (n) |
Diluted | | | | | | | | | | 92 | (o) |
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HERTZ GLOBAL HOLDINGS, INC.
UNAUDITED PRO FORMA CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
FOR THE YEAR ENDED DECEMBER 31, 2014
(In millions, except per share data)
| | HGH | | HERC & Hertz
Holdings | | Adjustments | | New Hertz | |
| | | | (Note 3) | | | |
| | | | (a) | | | | | |
Revenues: | | | | | | | | | |
Worldwide car rental | | $ | 8,907 | | $ | — | | $ | — | | $ | 8,907 | |
Worldwide equipment rental | | 1,571 | | (1,571 | ) | — | | — | |
All other operations | | 568 | | — | | — | | 568 | |
Total revenues | | 11,046 | | (1,571 | ) | — | | 9,475 | |
Expenses: | | | | | | | | | |
Direct operating | | 6,314 | | (862 | ) | 6 | (g)(h)(k) | 5,458 | |
Depreciation of revenue earning equipment and lease charges, net | | 3,034 | | (329 | ) | — | | 2,705 | |
Selling, general and administrative | | 1,088 | | (160 | ) | 8 | (g)(h)(i)(j)(l) | 936 | |
Interest expense, net | | 648 | | (60 | ) | 29 | (f) | 617 | |
Other (income) expense, net | | (15 | ) | 5 | | — | | (10 | ) |
Total expenses | | 11,069 | | (1,406 | ) | 43 | | 9,706 | |
Loss before income taxes | | (23 | ) | (165 | ) | (43 | ) | (231 | ) |
(Provision) benefit for taxes on income (loss) | | (59 | ) | 57 | | 19 | (m) | 17 | |
Net loss | | $ | (82 | ) | $ | (108 | ) | $ | (24 | ) | $ | (214 | ) |
| | | | | | | | | |
Pro Forma Earnings Per Share | | | | | | | | | |
Basic | | | | | | | | $ | (2.35 | )(n) |
Diluted | | | | | | | | $ | (2.35 | )(o) |
| | | | | | | | | |
Pro Forma Weighted Average Shares Outstanding: | | | | | | | | | |
Basic | | | | | | | | 91 | (n) |
Diluted | | | | | | | | 91 | (o) |
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HERTZ GLOBAL HOLDINGS, INC.
UNAUDITED PRO FORMA CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
FOR THE YEAR ENDED DECEMBER 31, 2013
(In millions, except per share data)
| | HGH | | HERC & Hertz
Holdings | | Adjustments | | New Hertz | |
| | | | (Note 3) | | | |
| | | | (a) | | | | | |
Revenues: | | | | | | | | | |
Worldwide car rental | | $ | 8,709 | | $ | — | | $ | — | | $ | 8,709 | |
Worldwide equipment rental | | 1,539 | | (1,539 | ) | — | | — | |
All other operations | | 527 | | — | | — | | 527 | |
Total revenues | | 10,775 | | (1,539 | ) | — | | 9,236 | |
Expenses: | | | | | | | | | |
Direct operating | | 5,777 | | (826 | ) | 14 | (g)(h)(k) | 4,965 | |
Depreciation of revenue earning equipment and lease charges, net | | 2,533 | | (299 | ) | — | | 2,234 | |
Selling, general and administrative | | 1,053 | | (130 | ) | 8 | (g)(h)(i)(j)(l) | 931 | |
Interest expense, net | | 707 | | (90 | ) | 27 | (f) | 644 | |
Other (income) expense, net | | 102 | | (34 | ) | — | | 68 | |
Total expenses | | 10,172 | | (1,379 | ) | 49 | | 8,842 | |
Income (loss) before income taxes | | 603 | | (160 | ) | (49 | ) | 394 | |
(Provision) benefit for taxes on income (loss) | | (301 | ) | 50 | | 28 | (m) | (223 | ) |
Net income (loss) | | $ | 302 | | $ | (110 | ) | $ | (21 | ) | $ | 171 | |
| | | | | | | | | |
Pro Forma Earnings Per Share | | | | | | | | | |
Basic | | | | | | | | $ | 2.04 | (n) |
Diluted | | | | | | | | $ | 1.99 | (o) |
| | | | | | | | | |
Pro Forma Weighted Average Shares Outstanding: | | | | | | | | | |
Basic | | | | | | | | 84 | (n) |
Diluted | | | | | | | | 86 | (o) |
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HERTZ GLOBAL HOLDINGS, INC.
Notes to Unaudited Pro Forma Condensed Consolidated Financial Statement
1. Description of Pro Forma Transactions
The Spin-Off of Herc Holdings
Effective June 30, 2016, Hertz Global Holdings, Inc., now known as “Herc Holdings, Inc.” (“Hertz Holdings”), completed the previously announced separation of its car rental business and equipment rental business (the “Spin-Off”) into two independent, publicly traded companies:
· Hertz Global Holdings, Inc., formerly known as Hertz Rental Car Holding Company, Inc. or “New Hertz”, which holds the entities associated with former Hertz Holdings’ global car rental business, including The Hertz Corporation (“THC”); and
· Herc Holdings Inc., or “Herc Holdings,” which holds the entities associated with former Hertz Holdings’ global equipment rental business, including Herc Rentals Inc. (“Herc”), formerly known as Hertz Equipment Rental Corporation or “HERC”.
In connection with the Spin-Off, Hertz Holdings distributed 85 million shares of New Hertz common stock, par value $0.01 per share, which reflected a distribution ratio of one share of New Hertz common stock for every five shares of Hertz Holdings common stock as of June 22, 2016 (record date).
Senior Secured Revolving Credit Facility
In connection with the Spin-Off of Herc Holdings, New Hertz’s subsidiary THC executed a Senior Secured Revolving Credit Facility of $1.7 billion (the “Corporate RCF”) on June 30, 2016. The terms and conditions contained in the commitment for the Corporate RCF agreement required that all principal, accrued and unpaid interest, and other amounts then due and owing under the predecessor Asset-Based Revolving Credit Facility (the “ABL”) and the predecessor Senior Term Facility to be paid in full and terminated prior to the initial borrowing under the Corporate RCF. The proceeds from the Corporate RCF will be used to finance THC’s operations after the Spin-Off of Herc Holdings.
Term Loan
New Hertz’s subsidiary THC also executed a Term Loan of $700 million (the “Term Loan”) on June 30, 2016. The proceeds from the Term Loan will be used to redeem THC’s 7.50% Senior Notes due 2018 (the “Senior Notes”) as announced on June 8, 2016.
U.S. Fleet Revolving Credit Facility
New Hertz’s subsidiary THC also executed a U.S. Fleet Revolving Credit Facility of $200 million (the “U.S. Fleet RCF”) on June 30, 2016. The proceeds from the U.S. Fleet RCF will be used to finance certain of THC’s operations after the Spin-Off and replenish the funds used to pay-off THC’s U.S. Fleet Financing Facility prior to the Spin-Off.
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HERTZ GLOBAL HOLDINGS, INC.
2. Basis of Presentation
The Pro Forma Financial Statements were prepared in accordance with the FASB Accounting Standards Codification Topic 205 (“ASC 205”), Presentation of Financial Statements. For accounting purposes, due to the relative significance of New Hertz to Hertz Holdings, New Hertz will be considered the spinnor or divesting entity and Herc Holdings will be considered the spinnee or divested entity. As a result, HERC and Hertz Holdings (parent company only) will be accounted for as discontinued operations of New Hertz.
3. Pro Forma Adjustments (in millions, except par value)
(a) Represents deconsolidation adjustments to eliminate (i) the historical assets and liabilities and results of operations of HERC and Hertz Holdings (parent company only) including the related tax impact (ii) consolidation entries and previously eliminated transactions between HERC and Hertz Holdings (parent company only) and New Hertz, as a result of the Spin-Off.
(b) Reflects a $1,983 cash transfer, intercompany repayment, and distribution to New Hertz prior to the Spin-Off based on the net proceeds of the new debt incurred by HERC.
(c) Represents the transfer of certain employee benefit plan and other obligations of ($19) at March 31, 2016, net of any related assets, which will be assumed by HERC as part of the Spin-Off.
(d) Represents the transfer of workers’ compensation liability of ($10) at March 31, 2016, directly attributable to HERC.
(e) Represents adjustments to increase equity as follows:
| | March 31, 2016 | |
To adjust for certain employee benefit plans and other obligations, net of tax | | $ | 19 | |
To adjust for workers compensation liability and public liability and property damage liability, net of tax | | 6 | |
Transfer of net deferred tax liability related to HERC | | 111 | |
Cash transfer and distribution to New Hertz prior to the Spin-Off from HERC, including the effect of pro forma recapitalization of common stock* | | 1,983 | |
Total | | $ | 2,119 | |
* Total estimated pro-forma shares of New Hertz common stock outstanding at March 31, 2016 is 85, par value $0.01 per share, which is based on the number of shares of Hertz Holdings’ common stock outstanding as of March 31, 2016, as adjusted to reflect the distribution ratio of one ordinary share of New Hertz for every five ordinary shares of Hertz Holdings.
(f) Represents general interest expense that was allocated to HERC, but not specifically identifiable to HERC.
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HERTZ GLOBAL HOLDINGS, INC.
(g) Represents a net decrease in the allocation of return on plan assets and periodic pension costs to HERC. Prior to the Spin-Off, eligible HERC employees participated in the pension, postretirement and postemployment benefit plans offered by New Hertz.
| | Three months
ended March 31, | | Years Ended December 31, | |
| | 2016 | | 2015 | | 2014 | | 2013 | |
Net Periodic Pension Costs | | | | | | | | | |
Direct Operating Expenses | | $ | — | | $ | 2 | | $ | 4 | | $ | 4 | |
Selling, General and Administrative Expenses | | — | | — | | 2 | | 2 | |
Total | | $ | — | | $ | 2 | | $ | 6 | | $ | 6 | |
(h) Represents certain general corporate overhead expenses that were allocated to HERC, but not specifically identifiable to HERC. Such expenses do not meet the criteria under ASC 205 to be presented in discontinued operations and, thus, are presented as part of New Hertz’s continuing operations.
| | Three months
ended March 31, | | Years Ended December 31, | |
| | 2016 | | 2015 | | 2014 | | 2013 | |
General Corporate Overhead Expenses | | | | | | | | | |
Direct Operating Expenses | | $ | 1 | | $ | 7 | | $ | 7 | | $ | 7 | |
Selling, General and Administrative Expenses | | 4 | | 15 | | 18 | | 17 | |
Total | | $ | 5 | | $ | 22 | | $ | 25 | | $ | 24 | |
(i) Represents adjustments to remove advisory, legal, and regulatory costs of ($3), ($9), ($10), and ($7) for the three months ended March 31, 2016 and the years ended December 31, 2015, 2014, and 2013, respectively, that are directly attributable to the Spin-Off.
(j) Represents adjustments to remove certain stock based compensation expense directly attributable to HERC totaling ($1), ($1), ($1), and ($2) for the three months ended March 31, 2016 and the years ended December 31, 2015, 2014, and 2013, respectively.
(k) Represents an adjustment to (increase) decrease direct operating expenses for public liability and property damage and workers compensation related costs directly attributable to HERC of $0, $0, ($5), and $3 for the three months ended March 31, 2016 and the years ended December 31, 2015, 2014, and 2013, respectively.
(l) Represents an allocation of restructuring costs directly attributable to HERC of $0, $0, ($1), and ($2) for the three months ended March 31, 2016 and the years ended December 31, 2015, 2014, and 2013, respectively.
(m) Represents adjustments for the applicable income tax effects of the pro forma adjustments as well as adjustments required in accordance with the intra-period allocations rules of Financial Accounting Standards Board Codification Topic 740-20, Income Taxes. New Hertz has assumed an approximate tax rate of 39% when estimating the tax impacts
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HERTZ GLOBAL HOLDINGS, INC.
of contemplated transactions, representing the applicable blended statutory tax rate for New Hertz. The 39% statutory tax rate is adjusted for the applicable tax adjustments associated with the intra-period allocations. The effective tax rate after the Spin-Off could materially change as we finalize our discontinued operations accounting.
(n) Pro forma basic earnings per share and pro forma weighted-average basic shares outstanding are based on the number of Hertz Holdings weighted-average basic shares outstanding for the three months ended March 31, 2016 and for the years ended December 31, 2015, 2014 and 2013, as adjusted for a distribution ratio of one ordinary share of New Hertz for every five ordinary shares of Hertz Holdings.
(o) Pro forma diluted earnings per share and pro forma weighted-average diluted shares outstanding, after giving effect to the distribution described in (n), reflect potential dilution from the issuance of Hertz Holdings’ equity plans awarded to New Hertz employees.
(p) Reflects estimated professional fees of approximately ($13) incurred by New Hertz in connection with the Spin-Off.
4. Financing Pro Forma Adjustments (in millions)
(a) Reflects the use of the $1,970 cash transfer and distribution received from HERC and proceeds of $700 from the Term Loan and $185 from the U.S. Fleet RCF to repay the outstanding balances of the Senior Term Facility, the Senior Notes and the U.S. Fleet Financing Facility as well as related accrued interest at March 31, 2016, and certain transaction related fees. There were no borrowings outstanding under the ABL as of March 31, 2016.
(b) Represents estimated financing fees of approximately $25 associated with the Corporate RCF and $2 associated with the U.S. Fleet RCF.
(c) Represents an adjustment to increase (decrease) debt as follows:
| | March 31, 2016 | |
Repay the outstanding balance of the Senior Term Facility, Senior Notes and U.S. Fleet Financing Facility | | $ | (2,913 | ) |
Proceeds from Term Loan and U.S. Fleet RCF | | 885 | |
New deferred financing costs associated with the Term Loan | | (8 | ) |
Write-off existing deferred financing costs associated with the Senior Term Facility and the Senior Notes | | 16 | |
Total | | $ | (2,020 | ) |
(d) Represents adjustments to reduce interest expense by approximately ($24) and ($102) for the three months ended March 31, 2016, and the year ended December 31, 2015, respectively, due to the repayment of the Senior Term Facility and the replacement of the Senior Notes and U.S. Fleet Financing Facility with the Term Loan and U.S. Fleet RCF as indicated in (a).
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HERTZ GLOBAL HOLDINGS, INC.
(e) Represents an adjustment to write-off existing deferred financing costs related to the extinguishment of the Senior Term Facility and the Senior Notes of ($11) and ($5), respectively, and record a call premium of ($13) associated with the extinguishment of the Senior Notes, net of tax.
(f) Represents a capital lease between Donlen Trust (lessor), a statutory trust established by Donlen Corporation, a wholly owned subsidiary of New Hertz, and HERC (lessee) after the Spin-Off for certain service vehicles.
(g) Represents adjustments for the applicable income tax effects of the pro forma adjustments. New Hertz has assumed an approximate tax rate of 39% when estimating the tax impacts of contemplated transactions, representing the applicable blended statutory tax rate for New Hertz.
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