Guarantor and Non-Guarantor Condensed Consolidating Financial Information - Hertz | Guarantor and Non-Guarantor Condensed Consolidating Financial Information - Hertz The following condensed consolidating financial information presents the Condensed Consolidating Balance Sheets as of June 30, 2018 and December 31, 2017 , the Condensed Consolidating Statements of Operations and Comprehensive Income (Loss) for the three and six months ended June 30, 2018 and 2017 and the Statements of Cash Flows for the six months ended June 30, 2018 and 2017 of (a) The Hertz Corporation, ("Parent”); (b) the Parent's subsidiaries that guarantee the Senior Notes issued by the Parent ("Guarantor Subsidiaries"); (c) the Parent's subsidiaries that do not guarantee the Senior Notes issued by the Parent ("Non-Guarantor Subsidiaries"); (d) elimination entries necessary to consolidate the Parent with the Guarantor Subsidiaries and Non-Guarantor Subsidiaries ("Eliminations"); and of (e) Hertz on a consolidated basis. Investments in subsidiaries are accounted for using the equity method for purposes of the consolidating presentation. The principal elimination entries relate to investments in subsidiaries and intercompany balances and transactions. The Guarantor Subsidiaries are 100% owned by the Parent and all guarantees are full and unconditional and joint and several. Additionally, substantially all of the assets of the Guarantor Subsidiaries are pledged under the Senior Facilities and Senior Second Priority Secured Notes, and consequently will not be available to satisfy the claims of Hertz's general creditors. In lieu of providing separate unaudited financial statements for the Guarantor Subsidiaries, Hertz has included the accompanying condensed consolidating financial statements based on Rule 3-10 of the SEC's Regulation S-X. Management of Hertz does not believe that separate financial statements of the Guarantor Subsidiaries are material to Hertz's investors; therefore, separate financial statements and other disclosures concerning the Guarantor Subsidiaries are not presented. During the preparation of the condensed consolidating financial information of The Hertz Corporation and Subsidiaries as of and for the year ended December 31, 2017, it was determined that there were classification errors within the investing section of the statements of cash flows that resulted in overstatement of capital contributions to subsidiaries and return of capital from subsidiaries for the Parent and classification errors within the financing section of the statements of cash flows that resulted in overstatement of capital contributions received from parent and payment of dividends and returns of capital for the Non-Guarantor Subsidiaries. The overstatement was $159 million for the six months ended June 30, 2017 . The errors, which the Company has determined are not material to this disclosure, had no impact to cash from investing activities for the Parent or cash from financing activities of the Non-Guarantor Subsidiaries, and had no impact to any cash flows of the Guarantor Subsidiaries. These errors are eliminated in consolidation and therefore have no impact on the Company’s unaudited condensed consolidated financial condition, results of operations or cash flows. The Company has revised the Condensed Consolidating Statements of Cash Flows for the Parent, Non-Guarantor Subsidiaries and Eliminations for the six months ended June 30, 2017 to correct for these errors. THE HERTZ CORPORATION CONDENSED CONSOLIDATING BALANCE SHEET June 30, 2018 (In millions) Parent (The Hertz Corporation) Guarantor Subsidiaries Non- Guarantor Subsidiaries Eliminations The Hertz Corporation & Subsidiaries ASSETS Cash and cash equivalents $ 393 $ 6 $ 286 $ — $ 685 Restricted cash and cash equivalents 71 9 156 — 236 Total cash, cash equivalents, restricted cash and restricted cash equivalents 464 15 442 — 921 Receivables, net of allowance 468 163 795 — 1,426 Due from affiliates 3,565 5,070 8,852 (17,487 ) — Prepaid expenses and other assets 4,367 40 301 (3,786 ) 922 Revenue earning vehicles, net 402 2 14,013 — 14,417 Property and equipment, net 606 63 133 — 802 Investment in subsidiaries, net 7,767 1,298 — (9,065 ) — Other intangible assets, net 128 3,065 7 — 3,200 Goodwill 102 943 38 — 1,083 Total assets $ 17,869 $ 10,659 $ 24,581 $ (30,338 ) $ 22,771 LIABILITIES AND STOCKHOLDER'S EQUITY Due to affiliates $ 10,843 $ 2,328 $ 4,316 $ (17,487 ) $ — Accounts payable 466 115 910 — 1,491 Accrued liabilities 685 69 404 — 1,158 Accrued taxes, net 76 18 2,466 (2,398 ) 162 Debt 4,563 — 12,801 — 17,364 Public liability and property damage 178 41 202 — 421 Deferred income taxes, net — 1,485 1,010 (1,388 ) 1,107 Total liabilities 16,811 4,056 22,109 (21,273 ) 21,703 Stockholder's equity: Total stockholder's equity attributable to Hertz 1,058 6,603 2,462 (9,065 ) 1,058 Non-controlling interest — — 10 — 10 Total stockholder's equity 1,058 6,603 2,472 (9,065 ) 1,068 Total liabilities and stockholder's equity $ 17,869 $ 10,659 $ 24,581 $ (30,338 ) $ 22,771 THE HERTZ CORPORATION CONDENSED CONSOLIDATING BALANCE SHEET December 31, 2017 (In millions) Parent (The Hertz Corporation) Guarantor Subsidiaries Non- Guarantor Subsidiaries Eliminations The Hertz Corporation & Subsidiaries ASSETS Cash and cash equivalents $ 686 $ 9 $ 377 $ — $ 1,072 Restricted cash and cash equivalents 225 7 200 — 432 Total cash, cash equivalents, restricted cash and restricted cash equivalents 911 16 577 — 1,504 Receivables, net of allowance 366 167 832 — 1,365 Due from affiliates 3,373 4,567 8,794 (16,734 ) — Prepaid expenses and other assets 3,747 37 302 (3,399 ) 687 Revenue earning vehicles, net 352 2 10,982 — 11,336 Property and equipment, net 639 61 140 — 840 Investment in subsidiaries, net 7,966 1,265 — (9,231 ) — Other intangible assets, net 141 3,091 10 — 3,242 Goodwill 102 944 38 — 1,084 Total assets $ 17,597 $ 10,150 $ 21,675 $ (29,364 ) $ 20,058 LIABILITIES AND STOCKHOLDER'S EQUITY Due to affiliates $ 10,368 $ 2,156 $ 4,210 $ (16,734 ) $ — Accounts payable 375 92 479 — 946 Accrued liabilities 473 73 374 — 920 Accrued taxes, net 77 21 2,235 (2,173 ) 160 Debt 4,619 — 10,246 — 14,865 Public liability and property damage 165 37 225 — 427 Deferred income taxes, net — 1,451 995 (1,226 ) 1,220 Total liabilities 16,077 3,830 18,764 (20,133 ) 18,538 Stockholder's equity: Total stockholder's equity 1,520 6,320 2,911 (9,231 ) 1,520 Total liabilities and stockholder's equity $ 17,597 $ 10,150 $ 21,675 $ (29,364 ) $ 20,058 THE HERTZ CORPORATION CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) For the Three Months Ended June 30, 2018 (In millions) Parent (The Hertz Corporation) Guarantor Subsidiaries Non- Guarantor Subsidiaries Eliminations The Hertz Corporation & Subsidiaries Total revenues $ 1,193 $ 368 $ 2,129 $ (1,301 ) $ 2,389 Expenses: Direct vehicle and operating 839 182 328 — 1,349 Depreciation of revenue earning vehicles and lease charges, net 1,220 98 670 (1,301 ) 687 Selling, general and administrative 179 16 70 — 265 Interest (income) expense, net 100 (37 ) 135 — 198 Other (income) expense, net (25 ) — (1 ) — (26 ) Total expenses 2,313 259 1,202 (1,301 ) 2,473 Income (loss) before income taxes and equity in earnings (losses) of subsidiaries (1,120 ) 109 927 — (84 ) Income tax (provision) benefit 235 (21 ) (191 ) — 23 Equity in earnings (losses) of subsidiaries, net of tax 824 34 — (858 ) — Net income (loss) (61 ) 122 736 (858 ) (61 ) Other comprehensive income (loss), net of tax (14 ) (3 ) (14 ) 17 (14 ) Comprehensive income (loss) $ (75 ) $ 119 $ 722 $ (841 ) $ (75 ) THE HERTZ CORPORATION CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) For the Three Months Ended June 30, 2017 (In millions) Parent (The Hertz Corporation) Guarantor Subsidiaries Non- Guarantor Subsidiaries Eliminations The Hertz Corporation & Subsidiaries Total revenues $ 1,170 $ 354 $ 1,871 $ (1,171 ) $ 2,224 Expenses: Direct vehicle and operating 741 181 333 — 1,255 Depreciation of revenue earning vehicles and lease charges, net 1,024 113 714 (1,108 ) 743 Selling, general and administrative 156 8 59 — 223 Interest (income) expense, net 101 (25 ) 81 — 157 Intangible asset impairments — 86 — — 86 Other (income) expense, net — — 4 — 4 Total expenses 2,022 363 1,191 (1,108 ) 2,468 Income (loss) before income taxes and equity in earnings (losses) of subsidiaries (852 ) (9 ) 680 (63 ) (244 ) Income tax (provision) benefit 358 1 (273 ) — 86 Equity in earnings (losses) of subsidiaries, net of tax 336 30 — (366 ) — Net income (loss) (158 ) 22 407 (429 ) (158 ) Other comprehensive income (loss), net of tax (7 ) 3 (8 ) 5 (7 ) Comprehensive income (loss) $ (165 ) $ 25 $ 399 $ (424 ) $ (165 ) THE HERTZ CORPORATION CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) For the Six Months Ended June 30, 2018 (In millions) Parent (The Hertz Corporation) Guarantor Subsidiaries Non- Guarantor Subsidiaries Eliminations The Hertz Corporation & Subsidiaries Total revenues $ 2,249 $ 687 $ 3,618 $ (2,102 ) $ 4,452 Expenses: Direct vehicle and operating 1,590 354 641 — 2,585 Depreciation of revenue earning vehicles and lease charges, net 1,985 182 1,283 (2,102 ) 1,348 Selling, general and administrative 340 28 130 — 498 Interest (income) expense, net 204 (70 ) 230 — 364 Intangible asset impairments — — — — — Other (income) expense, net (27 ) — (2 ) — (29 ) Total expenses 4,092 494 2,282 (2,102 ) 4,766 Income (loss) before income taxes and equity in earnings (losses) of subsidiaries (1,843 ) 193 1,336 — (314 ) Income tax (provision) benefit 356 (35 ) (270 ) — 51 Equity in earnings (losses) of subsidiaries, net of tax 1,224 58 — (1,282 ) — Net income (loss) (263 ) 216 1,066 (1,282 ) (263 ) Other comprehensive income (loss), net of tax (17 ) (5 ) (17 ) 22 (17 ) Comprehensive income (loss) $ (280 ) $ 211 $ 1,049 $ (1,260 ) $ (280 ) THE HERTZ CORPORATION CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) For the Six Months Ended June 30, 2017 (In millions) Parent (The Hertz Corporation) Guarantor Subsidiaries Non- Guarantor Subsidiaries Eliminations The Hertz Corporation & Subsidiaries Total revenues $ 2,220 $ 661 $ 3,248 $ (1,989 ) $ 4,140 Expenses: Direct vehicle and operating 1,429 350 608 — 2,387 Depreciation of revenue earning vehicles and lease charges, net 1,761 215 1,335 (1,867 ) 1,444 Selling, general and administrative 306 19 117 — 442 Interest (income) expense, net 183 (47 ) 151 — 287 Intangible asset impairments — 86 — — 86 Other (income) expense, net 33 — (2 ) — 31 Total expenses 3,712 623 2,209 (1,867 ) 4,677 Income (loss) before income taxes and equity in earnings (losses) of subsidiaries (1,492 ) 38 1,039 (122 ) (537 ) Income tax (provision) benefit 572 (14 ) (401 ) — 157 Equity in earnings (losses) of subsidiaries, net of tax 540 62 — (602 ) — Net income (loss) (380 ) 86 638 (724 ) (380 ) Other comprehensive income (loss), net of tax 6 3 4 (7 ) 6 Comprehensive income (loss) $ (374 ) $ 89 $ 642 $ (731 ) $ (374 ) THE HERTZ CORPORATION CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS For the Six Months Ended June 30, 2018 (In millions) Parent (The Hertz Corporation) Guarantor Subsidiaries Non- Guarantor Subsidiaries Eliminations The Hertz Corporation & Subsidiaries Net cash provided by (used in) operating activities $ (34 ) $ 5 $ 2,093 $ (1,119 ) $ 945 Cash flows from investing activities: Revenue earning vehicles expenditures (213 ) — (7,397 ) — (7,610 ) Proceeds from disposal of revenue earning vehicles 96 — 3,558 — 3,654 Capital asset expenditures, non-vehicle (54 ) (6 ) (20 ) — (80 ) Proceeds from disposal of property and other equipment 3 — 5 — 8 Purchases of marketable securities (60 ) — (1 ) — (61 ) Sales of marketable securities 36 — — — 36 Other — — (2 ) — (2 ) Capital contributions to subsidiaries (1,978 ) — — 1,978 — Return of capital from subsidiaries 1,900 — — (1,900 ) — Loan to Parent/Guarantor from Non-Guarantor — — 76 (76 ) — Net cash provided by (used in) investing activities (270 ) (6 ) (3,781 ) 2 (4,055 ) Cash flows from financing activities: Proceeds from issuance of vehicle debt 1,172 — 8,242 — 9,414 Repayments of vehicle debt (1,226 ) — (5,603 ) — (6,829 ) Proceeds from issuance of non-vehicle debt 187 — — — 187 Repayments of non-vehicle debt (194 ) — — — (194 ) Payment of financing costs (1 ) — (26 ) — (27 ) Early redemption premium payment — — (19 ) — (19 ) Advances to Hertz Holdings (6 ) — — — (6 ) Other 1 — 10 — 11 Capital contributions received from parent — — 1,978 (1,978 ) — Payment of dividends and return of capital — — (3,019 ) 3,019 — Loan to Parent/Guarantor from Non-Guarantor (76 ) — — 76 — Net cash provided by (used in) financing activities (143 ) — 1,563 1,117 2,537 Effect of foreign currency exchange rate changes on cash, cash equivalents, restricted cash and restricted cash equivalents — — (10 ) — (10 ) Net increase (decrease) in cash, cash equivalents, restricted cash and restricted cash equivalents during the period (447 ) (1 ) (135 ) — (583 ) Cash, cash equivalents, restricted cash and restricted cash equivalents at beginning of period 911 16 577 — 1,504 Cash, cash equivalents, restricted cash and restricted cash equivalents at end of period $ 464 $ 15 $ 442 $ — $ 921 THE HERTZ CORPORATION CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS For the Six Months Ended June 30, 2017 (In millions) Parent (The Hertz Corporation) Guarantor Subsidiaries Non- Guarantor Subsidiaries Eliminations The Hertz Corporation & Subsidiaries Net cash provided by (used in) operating activities $ (396 ) $ 15 $ 2,168 $ (822 ) $ 965 Cash flows from investing activities: Revenue earning vehicles expenditures (171 ) (5 ) (6,533 ) — (6,709 ) Proceeds from disposal of revenue earning vehicles 91 — 3,744 — 3,835 Capital asset expenditures, non-vehicle (56 ) (5 ) (23 ) — (84 ) Proceeds from disposal of property and other equipment 6 — 5 — 11 Sales of marketable securities — — 9 — 9 Other — — (2 ) — (2 ) Capital contributions to subsidiaries (1,260 ) — — 1,260 — Return of capital from subsidiaries 1,739 — — (1,739 ) — Loan to Parent/Guarantor from Non-Guarantor — — 431 (431 ) — Net cash provided by (used in) investing activities 349 (10 ) (2,369 ) (910 ) (2,940 ) Cash flows from financing activities: Proceeds from issuance of vehicle debt 631 — 4,397 — 5,028 Repayments of vehicle debt (657 ) — (3,008 ) — (3,665 ) Proceeds from issuance of non-vehicle debt 2,100 — — — 2,100 Repayments of non-vehicle debt (354 ) — — — (354 ) Payment of financing costs (16 ) (4 ) (14 ) — (34 ) Advances to Hertz Holdings (3 ) — — — (3 ) Early redemption premium payment (5 ) — — — (5 ) Capital contributions received from parent — — 1,260 (1,260 ) — Payment of dividends and return of capital — — (2,561 ) 2,561 — Loan to Parent/Guarantor from Non-Guarantor (431 ) — — 431 — Net cash provided by (used in) financing activities 1,265 (4 ) 74 1,732 3,067 Effect of foreign currency exchange rate changes on cash, cash equivalents, restricted cash and restricted cash equivalents — — 17 — 17 Net increase (decrease) in cash, cash equivalents, restricted cash and restricted cash equivalents during the period 1,218 1 (110 ) — 1,109 Cash, cash equivalents, restricted cash and restricted cash equivalents at beginning of period 511 17 566 — 1,094 Cash, cash equivalents, restricted cash and restricted cash equivalents at end of period $ 1,729 $ 18 $ 456 $ — $ 2,203 |