Debt | Debt The Company's debt, including its available credit facilities, consists of the following ($ in millions) as of December 31, 2024 and 2023: Facility Weighted-Average Interest Rate as of December 31, 2024 Fixed or Maturity December 31, December 31, Non-Vehicle Debt First Lien RCF 8.17% Floating 6/2026 $ 175 $ — Term B Loan 8.18% Floating 6/2028 1,255 1,268 Facility Weighted-Average Interest Rate as of December 31, 2024 Fixed or Maturity December 31, December 31, Incremental Term B Loan 8.29% Floating 6/2028 495 500 Term C Loan 8.18% Floating 6/2028 245 245 First Lien Senior Notes (1) 12.63% Fixed 7/2029 1,250 — Exchangeable Notes (2) 8.00% Fixed 7/2029 250 — Senior Notes Due 2026 4.63% Fixed 12/2026 500 500 Senior Notes Due 2029 5.00% Fixed 12/2029 1,000 1,000 Other Non-Vehicle Debt (3) 15.76% Fixed Various — 2 Unamortized Debt Issuance Costs and Net (Discount) Premium (4) (66) (66) Total Non-Vehicle Debt 5,104 3,449 Vehicle Debt HVF III U.S. ABS Program HVF III U.S. Vehicle Variable Funding Notes HVF III Series 2021-A Class A (5) 6.11% Floating 4/2026 2,162 1,492 HVF III Series 2021-A Class B (5) 9.44% Fixed 8/2025 188 188 2,350 1,680 HVF III U.S. Vehicle Medium Term Notes HVF III Series 2021-1 (5) N/A Fixed 12/2024 — 2,000 HVF III Series 2021-2 (5) 2.12% Fixed 12/2026 2,000 2,000 HVF III Series 2022-1 (5) 2.44% Fixed 6/2025 750 750 HVF III Series 2022-2 (5) 2.78% Fixed 6/2027 750 750 HVF III Series 2022-3 (5) N/A Fixed 3/2024 — 192 HVF III Series 2022-4 (5) 4.22% Fixed 9/2025 667 667 HVF III Series 2022-5 (5) 4.39% Fixed 9/2027 364 364 HVF III Series 2023-1 (5) 6.17% Fixed 6/2026 500 500 HVF III Series 2023-2 (5) 6.30% Fixed 9/2028 300 300 HVF III Series 2023-3 (5) 6.46% Fixed 2/2027 500 500 HVF III Series 2023-4 (5) 6.66% Fixed 3/2029 500 500 HVF III Series 2024-1 (5) 5.98% Fixed 1/2028 375 — HVF III Series 2024-2 (5) 6.03% Fixed 1/2030 375 — 7,081 8,523 Vehicle Debt - Other European ABS (5) 4.71% Floating 3/2026 1,037 1,205 Hertz Canadian Securitization (5) 5.36% Floating 4/2026 292 350 Australian Securitization (5) 5.98% Floating 6/2026 207 203 New Zealand RCF 7.35% Floating 8/2026 63 70 U.K. Financing Facility 7.35% Floating 1/2025 - 11/2028 153 173 Other Vehicle Debt (6) 6.69% Floating 1/2025 - 7/2028 97 110 1,849 2,111 Unamortized Debt Issuance Costs and Net (Discount) Premium (49) (72) Total Vehicle Debt 11,231 12,242 Total Debt $ 16,335 $ 15,691 N/A - Not applicable (1) The effective interest rate as of December 31, 2024, inclusive of the First Lien Senior Notes issued in June 2024 and December 2024, as disclosed below, was approximately 10.5%. (2) The effective interest rate as of December 31, 2024, inclusive of the bifurcated Exchange Feature, as disclosed below, and PIK interest, was approximately 15.0%. (3) Other non-vehicle debt is primarily comprised of $1 million in finance lease obligations (4) Includes approximately $9 million of unamortized debt issuances costs associated with the Exchangeable Notes as of December 31, 2024. (5) Maturity reference is to the earlier "expected final maturity date" as opposed to the subsequent "legal final maturity date." The expected final maturity date is the date by which Hertz and investors in the relevant indebtedness originally expect the outstanding principal of the relevant indebtedness to be repaid in full. The legal final maturity date is the date on which the outstanding principal of the relevant indebtedness is legally due and payable in full. (6) Other vehicle debt is primarily comprised of $94 million and $104 million in finance lease obligations as of December 31, 2024 and 2023, respectively. Non-Vehicle Debt First Lien Credit Agreement First Lien RCF: As of December 31, 2024, ABR Loans and Canadian Prime Rate Loans, as defined under the First Lien Credit Agreement, bear interest at the relevant benchmark rate plus an applicable margin of 2.50%. In addition, the pricing for U.S. dollar, Eurodollar, Sterling and Canadian dollar loans are equal to a local currency benchmark plus a margin of 3.50%. The above referenced margins are dependent upon Hertz's consolidated total corporate leverage ratio, as defined in the First Lien Credit Agreement. The First Lien RCF matures on June 30, 2026. In April 2024, the First Lien Credit Agreement, which requires Hertz to comply with a financial covenant consisting of a ratio of first lien debt to Consolidated EBITDA, as defined within the First Lien Credit Agreement, which may be materially different than Adjusted Corporate EBITDA presented in Part II, Item 7 of this Annual Report, was amended. Amendment No. 8 required a ratio of less than or equal to 5.0x in the second and third quarters of 2024 and requires 4.75x in the fourth quarter of 2024 and the first quarter of 2025. Amendment No. 8 also contained a minimum liquidity covenant of $400 million for each month ending in the second and third quarters of 2024 and $500 million for each month ending in the fourth quarter of 2024 and the first quarter of 2025. Liquidity as defined in the First Lien Credit Agreement may be materially different than corporate liquidity presented in Part II, Item 7 of this 2024 Annual Report. Amendment No. 8 also adds certain limitations on Restricted Payments and Permitted Investments (each as defined in the First Lien Credit Agreement). Under the terms of Amendment No. 8, the increased First Lien Ratio, minimum liquidity covenant, and limitations on Restricted Payments and Permitted Investments will sunset on the first day of the second quarter of 2025. In July 2024, consistent with obligations arising from the issuance of the First Lien Senior Notes and the Exchangeable Notes, as disclosed below, Hertz Holdings entered into a parent guarantee agreement with the administrative agent for the First Lien Credit Agreement. Prior to the issuance of each of the First Lien Senior Notes and the Exchangeable Notes, Hertz Holdings did not guarantee the obligations under the First Lien Credit Agreement. First Lien Senior Notes In June 2024, Hertz issued $750 million in aggregate principal amount of the First Lien Senior Notes, which are guaranteed by Hertz Holdings, Rental Car Intermediate Holdings, LLC and each of Hertz’s direct and indirect U.S. subsidiaries that are guarantors under the First Lien Credit Agreement. The First Lien Senior Notes bear interest at a rate of 12.625% per annum payable semi-annually in arrears on January 15 and July 15 of each year, beginning in January 2025. The First Lien Senior Notes mature July 2029. In December 2024, Hertz issued an additional $500 million in aggregate principal amount of First Lien Senior Notes. The additional First Lien Senior Notes are the same class and series, and otherwise identical to, the First Lien Senior Notes issued in June 2024, as disclosed above. Exchangeable Notes In June 2024, Hertz issued $250 million in aggregate principal amount of the Exchangeable Notes, which are guaranteed by Hertz Holdings, Rental Car Intermediate Holdings, LLC and each of Hertz’s direct and indirect U.S. subsidiaries that are guarantors under the First Lien Credit Agreement. The Exchangeable Notes bear PIK interest payable semi-annually in arrears on July 15 and January 15 of each year, beginning in January 2025. The Exchangeable Notes mature in July 2029, unless repurchased, redeemed or exchanged, in accordance with their terms prior to the Maturity Date. Prior to April 15, 2029, the Exchangeable Notes will be exchangeable only upon satisfaction of certain conditions and during certain periods. Thereafter, the Exchangeable Notes will be exchangeable at any time until the close of business on the second scheduled trading day immediately preceding the Maturity Date. The Exchangeable Notes will be exchangeable by holders into shares of Hertz Global common stock, cash or a combination of common stock and cash, at the Company's election, at an initial exchange rate of 150.9388 shares per $1,000 principal amount of Exchangeable Notes, corresponding to an initial exchange price of $6.6252 per share, subject to adjustment upon the occurrence of certain events. The Company may redeem the Exchangeable Notes on or after July 20, 2027 and on or prior to the 31st scheduled trading day immediately preceding the Maturity Date, if the last reported sale price per share of Hertz Global common stock has been at least 250% of the exchange price for the Exchangeable Notes for certain specified periods. The Company may redeem all (but not part) of the Exchangeable Notes at a cash redemption price equal to the initial principal amount of the Exchangeable Notes to be redeemed plus PIK interest on such Exchangeable Notes for each interest payment date occurring on or prior to the redemption date plus accrued and unpaid PIK interest on such Exchangeable Notes to, but not including, the redemption date. At the time of issuance, certain investors affiliated with CK Amarillo, which is an affiliate of Hertz Holdings, purchased approximately $44 million of the Exchangeable Notes. In addition, in December 2024, Hertz paid certain investors affiliated with CK Amarillo approximately $1 million in consent fees in exchange for such investors tendering their consents, in a consent solicitation of holders of the Exchangeable Notes, to amend certain provisions of the indenture governing the Exchangeable Notes. Refer to Note 16, "Related Party Transactions," for further details. Upon issuance, the Company bifurcated the Exchange Feature from the Exchangeable Notes for accounting purposes utilizing applicable guidance. As a result, the Company recognized a debt discount of $68 million within non-vehicle debt, representing the initial fair value of the Exchange Feature. As of December 31, 2024, the fair value of the Exchange Feature was $61 million. Refer to Note 13, "Fair Value Measurements," for further details. The net carrying amount of the Exchangeable Notes consists of the following: (In millions) December 31, 2024 Principal $ 250 Unamortized debt discount and debt issuance costs (1) (71) Net carrying amount $ 179 (1) The debt discount is amortized to non-vehicle interest expense over the term of the Exchangeable Notes using the effective interest method. The Company recognized interest expense associated with the Exchangeable Notes as follows below for the year ended December 31, 2024. There was no interest expense recognized for the years ending December 31, 2023 and 2022. Year ended December 31, (In millions) 2024 Contractual interest expense $ 10 Amortization of debt discount and debt issuance costs 4 (Gain) loss on fair value of Exchange Feature (1) (7) Total $ 7 (1) Refer also to Note 13, "Fair Value Measurements." Vehicle Debt HVF III U.S. ABS Program In June 2021, Hertz established the HVF III securitization platform (the "HVF III U.S. ABS Program") to facilitate its financing activities relating to vehicles used by Hertz in the U.S. vehicle rental operations. HVF III is the issuer of variable funding notes and medium-term notes under the HVF III U.S. ABS Program. HVF III entered into a base indenture that permits it to issue term and variable funding rental car asset-backed securities, secured by a collateral pool consisting primarily of the rental vehicles used in the Company's U.S. vehicle rental operations and the related incentive and repurchase program vehicle receivables. Within each series of HVF III U.S. Vehicle Medium Term Notes, the issued notes are subordinated based on class. From time to time, Hertz or any of its subsidiaries (all affiliates of HVF III), at their discretion, may purchase and retain any part or portion of an issued notes’ series or class within a series under the HVF III U.S. ABS Program depending on market conditions and other factors at the time of issuance. In addition, any retained notes issued under the HVF III U.S. ABS Program may be sold to third parties at a subsequent date or may be sold and repurchased under the Repurchase Facilities, as disclosed below, in each case, depending on market conditions and other factors at the time. References to the HVF III U.S. ABS Program include HVF III's U.S. Vehicle Variable Funding Notes and HVF III's U.S. Vehicle Medium Term Notes. HVF III U.S. Vehicle Variable Funding Notes HVF III Series 2021-A Notes In April 2024, HVF III amended the HVF III Series 2021-A Notes to extend the maturity of the Class A Notes to April 2026. In May 2024, HVF III amended the HVF III Series 2021-A Notes to reduce the Tesla concentration limit. HVF III U.S. Vehicle Medium Term Notes HVF III Series 2024-1 Notes and Series 2024-2 Notes In July 2024, HVF III issued the Series 2024-1 Notes (Class A, Class B, Class C and Class D) and Series 2024-2 Notes (Class A, Class B, Class C and Class D) each in aggregate principal amounts of $375 million with maturity dates of January 2028 and January 2030, respectively. There is subordination within each of the preceding series based on class. Vehicle Debt-Other European ABS The European ABS is the primary vehicle financing facility for the Company's vehicle rental operations in France, the Netherlands, Germany, Spain and Italy. The lenders under the European ABS have been granted a security interest in the owned rental vehicles used in the Company's vehicle rental operations in these countries and certain contractual rights related to such vehicles. In April 2024, International Fleet Financing No. 2 BV ("IFF No. 2"), an indirect, special purpose subsidiary of Hertz, amended the European ABS to increase the aggregate maximum borrowings from €1.2 billion to €1.3 billion. In June 2024, the European ABS was amended to (i) incorporate the Belgium fleet within the European ABS financing structure and (ii) make certain other administrative amendments and revisions for the incorporation of the Belgian fleet. The aggregate maximum borrowings available under the European ABS remain unchanged after giving effect to the aforementioned amendments and revisions. Hertz Canadian Securitization Hertz maintains a financing through TCL Funding Limited Partnership, a bankruptcy remote, indirect, wholly owned, special purpose subsidiary of Hertz, for the purpose of financing its rental car fleet operations in Canada (the "Hertz Canadian Securitization"). In April 2024, the Hertz Canadian Securitization was amended to extend the maturity date to April 2026. Australian Securitization Hertz maintains a financing through HA Fleet Pty. Limited, an indirect wholly owned subsidiary of Hertz, for the purpose of financing its rental car fleet operations in Australia (the "Australian Securitization"). HA Fleet Pty. Limited serves as the issuer under the Australian Securitization. The lender under the Australian Securitization has been granted a security interest primarily in the owned rental vehicles used in its vehicle rental operations in Australia and certain contractual rights related to such vehicles. In July 2024, the Australian Securitization was amended to extend the maturity date to June 2026. New Zealand RCF Hertz maintains a financing through Hertz New Zealand Holdings Limited ("Hertz New Zealand"), an indirect wholly owned subsidiary of Hertz, for the purpose of financing its rental car fleet operations in New Zealand. Hertz New Zealand is the borrower under a credit agreement that provides for aggregate maximum borrowings on a revolving basis under an asset-based revolving credit facility (the “New Zealand RCF”). In September 2024, the New Zealand RCF was amended to extend the maturity date to August 2026. U.K. Financing Facility In July 2024, the U.K. Financing Facility was amended to increase aggregate maximum borrowings from £135 million to £170 million and to extend the maturity date to May 2025. U.K. ABS In December 2024, HFF entered into the U.K. ABS, which provides for aggregate maximum borrowings of £145 million and matures in December 2026. The U.K. ABS is intended to be the primary vehicle financing facility for the Company's vehicle rental fleet in the U.K., in which the lenders under the U.K. ABS are granted a security interest in the owned rental vehicles used in the Company's vehicle rental operations in the U.K. and certain contractual rights related to such vehicles. As of December 31, 2024, the U.K. ABS has not been funded and no capacity is available. As of January 31, 2025, the U.K. ABS has committed capacity of £145 million. Maturities As of December 31, 2024, the nominal amounts of maturities of debt for each of the years ending December 31 are as follows: (In millions) 2025 2026 2027 2028 2029 After 2029 Other Non-Vehicle Debt $ 18 $ 693 $ 18 $ 1,941 $ 2,250 $ — Exchangeable Notes — — — — 250 — Total Non-Vehicle Debt 18 693 18 1,941 2,500 — Vehicle Debt 1,697 6,682 1,639 636 563 63 Total $ 1,715 $ 7,375 $ 1,657 $ 2,577 $ 3,063 $ 63 The Company has reviewed its debt facilities and determined that it is probable that the Company will be able, and has the intent, to refinance these facilities at such times as the Company determines appropriate prior to their respective maturities. Borrowing Capacity and Availability Borrowing capacity and availability comes from the Company's revolving credit facilities, which are a combination of variable funding asset-backed securitization facilities, cash-flow based revolving credit facilities, asset-based revolving credit facilities and the First Lien RCF. Creditors under each such asset-backed securitization facility and asset-based revolving credit facility have a claim on a specific pool of assets as collateral. With respect to each such asset-backed securitization facility and asset-based revolving credit facility, the Company refers to the amount of debt it can borrow given a certain pool of assets as the borrowing base. The Company refers to "Remaining Capacity" as the maximum principal amount of debt permitted to be outstanding under the respective facility (i.e., with respect to a variable funding asset-backed securitization facility or asset-based revolving credit facility, the amount of debt the Company could borrow assuming it possessed sufficient assets as collateral) less the principal amount of debt then-outstanding under such facility and, in the case of the First Lien RCF, less any issued standby letters of credit. With respect to a variable funding asset-backed securitization facility or asset-based revolving credit facility, the Company refers to "Availability Under Borrowing Base Limitation" as the lower of Remaining Capacity or the borrowing base less the principal amount of debt then-outstanding under such facility (i.e., the amount of debt that can be borrowed given the collateral possessed at such time). The following facilities were available to the Company as of December 31, 2024 and are presented net of any outstanding letters of credit: (In millions) Remaining Availability Under Non-Vehicle Debt First Lien RCF $ 1,251 $ 1,251 Total Non-Vehicle Debt 1,251 1,251 Vehicle Debt HVF III Series 2021-A 1,603 — European ABS 307 — Hertz Canadian Securitization 38 — Australian Securitization 4 — New Zealand RCF 5 — U.K. Financing Facility 61 — Other Vehicle Debt 49 — Total Vehicle Debt 2,067 — Total $ 3,318 $ 1,251 Letters of Credit As of December 31, 2024, there were outstanding standby letters of credit totaling $835 million comprised primarily of $574 million issued under the First Lien RCF and $245 million issued under the Term C Loan. As of December 31, 2024, no capacity remained to issue additional letters of credit under the Term C Loan. Such letters of credit have been issued primarily to provide credit enhancement for the Company's asset-backed securitization facilities and to support the Company's insurance programs, as well as to support the Company's vehicle rental concessions and leaseholds. As of December 31, 2024, none of the issued letters of credit have been drawn upon. Pledges Related to Vehicle Financing Substantially all of the Company's revenue earning vehicles and certain related assets are owned by special purpose entities or are encumbered in favor of the lenders under the various credit facilities, other secured financings or asset-backed securities programs. None of the value of such assets (including the assets owned by Hertz Vehicle Financing III LLC, TCL Funding LP and each of the domestic and international subsidiaries that pledge vehicle and vehicle related assets as part of the Company's securitization programs) will be available to satisfy the claims of non-vehicle secured or unsecured creditors unless the vehicle related secured creditors under the securitization programs are paid in full. The Company has a 25% ownership interest in IFF No. 2, whose sole purpose is to provide commitments to lend under the European ABS in various currencies subject to borrowing bases comprised of revenue earning vehicles and related assets of certain of Hertz International, Ltd.'s subsidiaries. IFF No. 2 is a VIE and the Company is the primary beneficiary, therefore, the assets, liabilities and results of operations of IFF No. 2 are included in the accompanying consolidated financial statements. As of December 31, 2024 and 2023, IFF No. 2 had total assets of $1.4 billion and $1.7 billion, respectively, comprised primarily of intercompany receivables, and total liabilities of $1.4 billion and $1.7 billion, respectively, comprised primarily of debt. In November 2024, the Company incorporated HFF as a special purpose orphan entity. HFF provides a vehicle financing facility for the Company's vehicle rental fleet in the U.K. through the U.K. ABS, which was entered into in December 2024, as disclosed above. HFF is a VIE and the Company is the primary beneficiary, therefore, the assets, liabilities and results of operations of HFF are included in the accompanying consolidated financial statements. As of December 31, 2024, HFF had total assets of $2 million comprised primarily of deferred financing costs and total liabilities of $2 million comprised primarily of accrued liabilities. Covenant Compliance The First Lien Credit Agreement r e quires Hertz to comply with the following financial covenant: a First Lien Ratio, which requires a ratio of less than or equal to 3.0x in the first and last quarters of the calendar year and 3.5x in the second and third quarters of the calendar year. Amendment No. 8 temporarily increases the First Lien Ratio and contains a minimum liquidity covenant for each fiscal quarter beginning in the second quarter of 2024 and sunsets on the first day of the second quarter of 2025, as disclosed above. As of December 31, 2024, Hertz was in compliance with the First Lien Ratio, as temporarily amended. Additionally, the Corporate Indebtedness contains customary affirmative covenants including, among other things, the delivery of quarterly and annual financial statements and/or compliance certificates, and covenants related to conduct of business, maintenance of property and insurance, compliance with environmental laws and, where applicable, the granting of security interests for the benefit of the secured parties under the applicable agreements on after-acquired real property, fixtures and future subsidiaries. The terms of the Corporate Indebtedness contain covenants limiting the ability of Hertz and its restricted subsidiaries to: incur or guarantee additional indebtedness; incur or guarantee secured indebtedness; pay dividends or distributions on, or redeem or repurchase, Hertz Global capital stock; make certain investments or other restricted payments; sell certain assets; transfer intellectual property to unrestricted subsidiaries; merge, consolidate or sell all or substantially all of its assets; and create restrictions on the ability of Hertz’s restricted subsidiaries to pay dividends or other amounts to Hertz. As per the terms of the Corporate Indebtedness, these covenants are subject to a number of important and significant limitations, qualifications and exceptions. As of December 31, 2024, the Company was in compliance with all covenants under the terms of the agreements governing the respective Corporate Indebtedness. Accrued Interest As of December 31, 2024 and 2023, accrued interest was $103 million and $26 million, respectively, which is included in accrued liabilities in the accompanying consolidated balance sheets. Restricted Net Assets Hertz and certain of its subsidiaries are subject to contractual restrictions under the terms of its debt, including restrictions on the ability to pay dividends (directly or indirectly). As of December 31, 2024, the restricted net assets of the subsidiaries of Hertz and Hertz Global exceed 25% of their total consolidated net assets, respectively. |