Obligation Hertz Corp 4.125% ( XS1492665267 ) en EUR

Hertz Corp

100 % ▲

Pays-bas

XS1492665267 ( en EUR )

4.125% par an ( paiement semestriel )

14/10/2021 - Obligation échue

Prospectus brochure de l'obligation Hertz Corp XS1492665267 en EUR 4.125%, échue

100 000 EUR

225 000 000 EUR

Hertz Global Holdings, Inc. est une entreprise américaine de location de voitures opérant à travers un réseau mondial de succursales et proposant une gamme de véhicules de tourisme et utilitaires.

L'Obligation émise par Hertz Corp ( Pays-bas ) , en EUR, avec le code ISIN XS1492665267, paye un coupon de 4.125% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 14/10/2021

OFFERING MEMORANDUM
NOT FOR GENERAL
CIRCULATION IN THE UNITED STATES
225,000,000

4.125% Senior Notes due 2021
The 4.125% Senior Notes due 2021 will be issued in the aggregate principal amount of 225,000,000 (the "Notes") by Hertz Holdings
Netherlands B.V., a private company with limited liability incorporated under the laws of The Netherlands and with its corporate seat in Amsterdam, The
Netherlands (the "Issuer"). The Notes will be guaranteed (each a "Guarantee" and together the "Guarantees") by The Hertz Corporation (the "Parent
Guarantor"), certain United States ("U.S.") subsidiaries of the Parent Guarantor (collectively, the "U.S. Subsidiary Guarantors") and certain non-U.S.
subsidiaries of the Parent Guarantor (collectively, the "Non-U.S. Subsidiary Guarantors" and, together with the U.S. Subsidiary Guarantors, the "Subsidiary
Guarantors," and the Subsidiary Guarantors together with the Parent Guarantor, the "Guarantors").
The Notes will mature on October 15, 2021. The Issuer will pay interest on the Notes semi-annually in arrears on April 15 and October 15 of each
year, commencing on April 15, 2017. The Notes will be redeemable at our option in whole or in part at any time (i) prior to October 15, 2018, at a
redemption price equal to 100% of their principal amount plus the applicable "make-whole" premium set forth in this offering memorandum and (ii) on or
after October 15, 2018, at the redemption prices set forth in this offering memorandum, and in each case plus accrued and unpaid interest and Additional
Amounts (as defined herein), if any, to the date of redemption. In addition, on or before October 15, 2018 the Issuer may, on one or more occasions, apply
funds equal to the proceeds from one or more equity offerings to redeem up to 40% of the aggregate principal amount of the Notes at a redemption price
equal to 104.125%, plus accrued and unpaid interest and Additional Amounts, if any, to the date of redemption, so long as at least 50% of the original
aggregate principal amount of the Notes issued under the indenture governing the Notes (as amended, supplemented, waived or otherwise modified, the
"Indenture") remains outstanding immediately after such redemption. Additionally, the Issuer may redeem in whole, but not in part, the Notes upon the
occurrence of certain changes in applicable tax law. Upon the occurrence of certain specified change of control events, the Issuer will be required to offer to
repurchase the Notes at 101% of the principal amount thereof, plus accrued and unpaid interest and Additional Amounts, if any.
The Notes will be the Issuer's senior unsecured obligations and will rank equally in right of payment with all of the Issuer's existing and future
indebtedness that is not subordinated in right of payment to the Notes and will be senior in right of payment to all existing and future indebtedness of the
Issuer that is subordinated in right of payment to the Notes. The Guarantees will be each Guarantor's senior unsecured obligations and will rank equally in
right of payment with all of such Guarantor's existing and future indebtedness that is not subordinated in right of payment to such Guarantee and will be
senior in right of payment to any and all of the existing and future indebtedness of such Guarantor that is subordinated in right of payment to such Guarantee.
The Notes and the Guarantees will be effectively subordinated to all of the Issuer's and each Guarantor's existing and future secured debt, including under
our Senior Facilities and our Revolving Credit Facility, as applicable, to the extent of the value of the assets securing such indebtedness, and to all existing
and future debt of the Parent Guarantor's subsidiaries (other than the Issuer) that do not guarantee the Notes. A Guarantee of a Subsidiary Guarantor may be
automatically released in certain circumstances as described under "Description of Notes--Guarantees and Release of Guarantors."
Currently, there is no public market for the Notes. The Issuer has applied to list the Notes on the Official List of the Luxembourg Stock Exchange
for trading on the Luxembourg Stock Exchange's Euro MTF Market. The Euro MTF Market is not a regulated market pursuant to the provisions of Directive
2004/39/EC on markets in financial instruments.
Investing in the Notes involves a high degree of risk. See "Risk Factors" beginning on page 23.
The Notes will be issued in the form of one or more global notes in registered form. On or about September 22, 2016 (the "Issue Date"), the
global notes will be delivered, deposited and registered in the name of a nominee of a common depositary for Euroclear Bank SA/NV ("Euroclear") and
Clearstream Banking, société anonyme ("Clearstream").
Price: 100%
The Notes will be issued in registered form in minimum denominations of 100,000 and integral multiples of 1,000 in excess thereof.
This offering memorandum constitutes a prospectus for purposes of Luxembourg Law on prospectus securities dated July 10, 2005, as amended..
The Notes and Guarantees have not been registered under the federal securities laws of the U.S. or the securities laws of any other jurisdiction.
Accordingly, the initial purchasers named below (the "Initial Purchasers") are offering and selling the Notes only to qualified institutional buyers ("QIBs")
in reliance on Rule 144A ("Rule 144A") under the U.S. Securities Act of 1933, as amended (the "Securities Act") and to non-U.S. persons (as defined in
Regulation S under the Securities Act ("Regulation S")) outside the U.S. in offshore transactions in compliance with Regulation S. Prospective purchasers
that are QIBs are hereby notified that the sellers of the Notes and Guarantees may be relying on the exemption from the registration requirements under the
Securities Act provided by Rule 144A. See "Plan of Distribution" and "Transfer Restrictions" for additional information about eligible offerees and transfer
restrictions with respect to the Notes.
We expect that delivery of the Notes will be made against payment therefor on or about the 7th business day following the date of confirmation of
orders with respect to the Notes (this settlement cycle being referred to as "T+7"). Under Rule 15c6-1 of the Securities and Exchange Commission under the
Securities Exchange Act of 1934, as amended (the "Exchange Act"), trades in the secondary market generally are required to settle in three business days,
unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade the Notes before the Notes are delivered will be
required, by virtue of the fact that the Notes initially will settle in T+7, to specify an alternative settlement cycle at the time of any such trade to prevent a
failed settlement. Purchasers of the Notes who wish to trade the Notes before their delivery should consult their own advisor.
Joint Book-Running Managers
Crédit Agricole CIB

BNP PARIBAS
Barclays

J.P. Morgan
Lloyds Bank
Natixis
UniCredit Bank
Offering Memorandum dated October 18, 2016

TABLE OF CONTENTS
Important Information .........................................................................................................................................................
ii
Stabilization .........................................................................................................................................................................
iii
Notice to Prospective Investors ...........................................................................................................................................
iii
Enforceability of Civil Liabilities ........................................................................................................................................
iv
General Information .............................................................................................................................................................
iv
Presentation of Financial and Other Information .................................................................................................................
v
Market and Industry Data ....................................................................................................................................................
v
Trademarks ..........................................................................................................................................................................
v
Exchange Rates ....................................................................................................................................................................
vi
Incorporation by Reference .................................................................................................................................................
vi
Where You Can Find Additional Information .....................................................................................................................
vii
Cautionary Note Regarding Forward-Looking Statements ..................................................................................................
vii
Summary ..............................................................................................................................................................................
1
Unaudited Pro Forma Condensed Consolidated Financial Information ..............................................................................
16
Risk Factors .........................................................................................................................................................................
23
Results of Operations, Liquidity and Capital Expenditures for the Issuer ...........................................................................
40
Use of Proceeds ...................................................................................................................................................................
41
Capitalization .......................................................................................................................................................................
42
Description of Certain Indebtedness ....................................................................................................................................
44
Description of Notes ............................................................................................................................................................
50
Book-Entry; Delivery and Form .......................................................................................................................................... 102
Tax Considerations .............................................................................................................................................................. 104
Plan of Distribution .............................................................................................................................................................. 109
Transfer Restrictions ............................................................................................................................................................ 116
Legal Matters ....................................................................................................................................................................... 118
Independent Registered Public Accounting Firm ................................................................................................................ 118
Limitations on Validity and Enforceability of the Guarantees and Certain Insolvency Law Considerations ...................... 118
Listing and Other Information ............................................................................................................................................. 165

i

IMPORTANT INFORMATION
This offering memorandum has been prepared by us based on information we possess or have obtained from sources
we believe to be reliable. Hertz Holdings Netherlands B.V. is responsible for this offering memorandum and, to the best of its
knowledge, except as otherwise noted, the information contained herein is in accordance with the facts and does not omit
anything likely to affect the import of this offering memorandum. Summaries of documents contained in this offering
memorandum may not be complete. Copies of documents referred to herein will be made available to prospective investors
upon request to us or the Initial Purchasers or at the specified offices of the listing agent in Luxembourg. Neither we nor the
initial purchasers named on the cover of this offering memorandum (the "Initial Purchasers") represent that the information in
this offering memorandum is complete. The information set forth in this offering memorandum is current only as of the date
hereof, and the information contained in the documents incorporated by reference in this offering memorandum is accurate
only as of the respective dates of those documents. Our business, financial condition and results of operations may have
changed after such dates or may change (together with any other information included in this offering memorandum) after the
date of this offering memorandum. You should consult your own legal, tax and business advisors regarding an investment in
the Notes. Information in this offering memorandum is not legal, tax or business advice.
You should base your decision to invest in the Notes solely on information contained or incorporated by reference in
this offering memorandum. Neither we nor the Initial Purchasers have authorized anyone to provide you with any different
information.
We are offering the Notes in reliance on an exemption from registration under the Securities Act for an offer and
sale of securities that does not involve a public offering. If you purchase the Notes, you will be deemed to have made certain
acknowledgments, representations and warranties as detailed under "Transfer Restrictions." You may be required to bear the
financial risk of an investment in the Notes for an indefinite period. Neither we nor the Initial Purchasers are making an offer
to sell the Notes in any jurisdiction where the offer and sale of the Notes is prohibited. We do not make any representation to
you that the Notes are a legal investment for you.
The Issuer has applied to list the Notes on the Official List of the Luxembourg Stock Exchange for trading on the
Euro MTF Market, and has submitted this offering memorandum in connection with the listing application. In the course of
any review by the Luxembourg Stock Exchange, the Issuer may be requested to make changes to the financial and other
information included in this offering memorandum. Each prospective purchaser of the Notes must comply with all applicable
laws and regulations in force in any jurisdiction in which it purchases, offers or sells the Notes and must obtain any consent,
approval or permission required by it for the purchase, offer or sale by it of the Notes under the laws and regulations in force
in any jurisdiction to which it is subject or in which it makes such purchases, offers or sales, and neither we nor the Initial
Purchasers shall have any responsibility therefor.
By receiving this offering memorandum, you acknowledge that you have had an opportunity to request from the
Issuer for review, and that you have received, all additional information you deem necessary to verify the accuracy and
completeness of the information contained in this offering memorandum. You also acknowledge that you have not relied on
the Initial Purchasers in connection with your investigation of the accuracy of this information or your decision whether to
invest in the Notes.
No person is authorized in connection with any offering made by this offering memorandum to give any information
or to make any representation not contained in this offering memorandum and, if given or made, any other information or
representation must not be relied upon as having been authorized by the Issuer, the Guarantors or the Initial Purchasers. The
information contained in this offering memorandum is accurate as of the date hereof. Neither the delivery of this offering
memorandum at any time nor any subsequent commitment to purchase the Notes shall, under any circumstances, create any
implication that there has been no change in the information set forth in this offering memorandum or in the business of the
Issuer or the Guarantors since the date of this offering memorandum.
The information set out in those sections of this offering memorandum describing clearing and settlement is subject
to any change or reinterpretation of the rules, regulations and procedures of Euroclear and Clearstream currently in effect.
Investors wishing to use these clearing systems are advised to confirm the continued applicability of their rules, regulations
and procedures. None of the Issuer or the Guarantors will have any responsibility or liability for any aspect of the records
relating to, or payments made on account of, book-entry interests held through the facilities of any clearing system or for
maintaining, supervising or reviewing any records relating to such book entry interests.
NEITHER THE U.S. SECURITIES AND EXCHANGE COMMISSION (THE "SEC") NOR ANY STATE
SECURITIES COMMISSION HAS APPROVED OR DISAPPROVED OF THE NOTES OR DETERMINED IF THIS
ii

OFFERING MEMORANDUM IS TRUTHFUL OR COMPLETE. ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE.
We have prepared this offering memorandum solely for use in connection with the offer of the Notes to QIBs under
Rule 144A and to non-U.S. persons outside the U.S. under Regulation S. The Issuer reserves the right to withdraw this
offering at any time. The Issuer is making this offering subject to the terms described in this offering memorandum and the
purchase agreement relating to the Notes among the Issuer, the Parent Guarantor and Crédit Agricole Corporate and
Investment Bank, as the representative of the Initial Purchasers. We and the Initial Purchasers may reject any offer to
purchase the Notes in whole or in part, sell less than the entire principal amount of the Notes offered hereby or allocate to any
purchaser less than all of the Notes for which it has subscribed.
The distribution of this offering memorandum and the offer and sale of the Notes are restricted by law in some
jurisdictions. This offering memorandum does not constitute an offer to sell or an invitation to subscribe for or purchase any
of the Notes in any jurisdiction in which such offer or invitation is not authorized or to any person to whom it is unlawful to
make such an offer or invitation. Each prospective offeree or purchaser of the Notes must comply with all applicable laws
and regulations in force in any jurisdiction in which it purchases, offers or sells the Notes or possesses or distributes this
offering memorandum, and must obtain any consent, approval or permission required under any regulations in force in any
jurisdiction to which it is subject or in which it makes such purchases, offers or sales, and neither we nor the Initial
Purchasers shall have any responsibility therefor.
THE NOTES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT
BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER THE SECURITIES ACT AND APPLICABLE
STATE SECURITIES LAWS PURSUANT TO REGISTRATION OR EXEMPTION THEREFROM. PROSPECTIVE
PURCHASERS SHOULD BE AWARE THAT THEY MAY BE REQUIRED TO BEAR THE FINANCIAL RISKS OF
THIS INVESTMENT FOR AN INDEFINITE PERIOD OF TIME.
STABILIZATION
In connection with the offering of the Notes, the Initial Purchasers (or persons acting on behalf of the Initial
Purchasers) may over allot Notes or effect transactions with a view to supporting the market price of the Notes at a level
higher than that which might otherwise prevail. However, there is no assurance that the Initial Purchasers (or persons acting
on behalf of the Initial Purchasers) will undertake stabilization action. Any stabilization action may begin on or after the date
on which adequate public disclosure of the terms of the offering of the Notes is made and, if begun, may be ended at any
time, but it must end no later than 30 days after the date on which the Issuer received the proceeds of the issue, or no later
than 60 days after the date of the allotment of the Notes, whichever is the earlier.
NOTICE TO PROSPECTIVE INVESTORS
This offering is being made in the U.S. in reliance upon an exemption from registration under the Securities Act for
an offer and sale of the Notes which does not involve a public offering. In making your purchase, you will be deemed to have
made certain acknowledgments, representations and agreements.
This offering memorandum is being provided (1) to U.S. investors that we reasonably believe to be qualified
institutional buyers, or "QIBs" under Rule 144A for informational use solely in connection with their consideration of the
purchase of the Notes and (2) to investors outside the U.S. who are not U.S. persons in connection with offshore transactions
complying with Rule 903 or Rule 904 of Regulation S. The Notes described in this offering memorandum have not been
registered with, recommended by or approved by the SEC, any state securities commission in the U.S. or any other securities
commission or regulatory authority in any jurisdiction, nor has the SEC, any state securities commission in the U.S. or any
such other securities commission or authority in any jurisdiction passed upon the accuracy or adequacy of this offering
memorandum. Any representation to the contrary is a criminal offense.
See also "Plan of Distribution" for additional notices and selling restrictions for investors in various additional
countries.
ENFORCEABILITY OF CIVIL LIABILITIES
The Issuer is a private company with limited liability (besloten vennootschap met beperkte aansprakelijkheid)
incorporated under the laws of The Netherlands. Certain persons named or referred to in this offering memorandum reside
outside the U.S. and all or a significant portion of the assets of the directors and officers and certain other persons named or
iii

referred to in this offering memorandum are located outside the U.S. As a result, it may not be possible for you to effect
service of process within the U.S. upon such persons or to enforce against them judgments obtained in U.S. courts, including
judgments predicated upon civil liability under U.S. securities laws, in the courts of a foreign jurisdiction.
The agreements entered into with respect to the issuance of the Notes are governed by the laws of the State of New
York. The U.S. and The Netherlands currently do not have a treaty providing for the reciprocal recognition and enforcement
of judgments (other than arbitration awards) in civil and commercial matters. Consequently, a final and conclusive judgment
for the payment of money rendered by any federal or state court in the U.S. which is enforceable in the U.S., whether or not
predicated solely upon U.S. federal securities laws, would not automatically be recognized or enforceable in The
Netherlands. In order to obtain a judgment which is enforceable in The Netherlands, the party in whose favor a final and
conclusive judgment of the U.S. court has been rendered will be required to file its claim with a court of competent
jurisdiction in The Netherlands. Such party may submit to the Dutch court the final judgment rendered by the U.S. court. The
Dutch court will have discretion to attach such weight to this final judgment as it deems appropriate. The Dutch court can be
expected to give binding effect to such judgment, in respect of its contractual obligations thereunder, to the extent (i) the
Dutch court has accepted jurisdiction on the basis of an internationally recognized ground to accept jurisdiction, (ii) the
proceedings before such court have complied with the principles of proper procedure (behoorlijke rechtspleging), (iii) such
judgment is not contrary to the public policy of The Netherlands and (iv) that the foreign judgment is not irreconcilable with
a judgment of a Dutch court given between the same parties, or with an earlier judgment of a foreign court given between the
same parties in a dispute involving the same cause of action and subject matter, provided that such earlier judgment fulfils the
conditions necessary for it to be given binding effect in the Netherlands. The enforcement in a Dutch court of judgments
rendered by a court in the U.S. is subject to Dutch rules of civil procedure.
Subject to the foregoing and service of process in accordance with applicable treaties, investors may be able to
enforce in The Netherlands judgments in civil and commercial matters obtained from U.S. federal or state courts. However,
no assurance can be given that those judgments will be enforceable. In addition, it is doubtful whether a Dutch court would
accept jurisdiction and impose civil liability in an original action commenced in The Netherlands and predicated solely upon
U.S. federal securities laws.
GENERAL INFORMATION
Our corporate headquarters are located at 8501 Williams Road, Estero, FL, USA 33928. Our telephone number is
+1-239-301-7000. We maintain an Internet website at http://www.hertz.com. Please note that the information included in, or
linked to on, our website is not a part of this offering memorandum and this website address is not an active hyperlink.
Unless otherwise indicated or the context otherwise requires, in this offering memorandum, references to (i) the
"Issuer" mean Hertz Holdings Netherlands B.V., a private company with limited liability incorporated under the laws of The
Netherlands, and an indirect wholly owned subsidiary of Hertz Holdings and Hertz, (ii) "Hertz Holdings" mean Hertz Global
Holdings, Inc., our top-level holding company, (iii) "Hertz" and "Parent Guarantor" mean The Hertz Corporation, Hertz
Holdings' primary operating company and a direct wholly owned subsidiary of Rental Car Intermediate Holdings, LLC,
which is wholly owned by Hertz Holdings, (iv) the "Company," "we," "us" and "our" mean Hertz and its consolidated
subsidiaries, (v) "vehicles" mean cars, crossovers and light trucks (including sport utility vehicles and, outside North
America, light commercial vehicles), (vi) "HERC" means the former equipment rental business of Hertz Holdings, including
Herc Rentals Inc., formerly known as Hertz Equipment Rental Corporation, (vii) "program vehicles" mean vehicles
purchased by vehicle rental companies under repurchase or guaranteed depreciation programs with vehicle manufacturers and
(vii) "non-program vehicles" mean vehicles not purchased under repurchase or guaranteed depreciation programs for which
we are exposed to residual risk.
While Hertz Holdings is the ultimate parent of the Issuer, the Notes are the obligations of the Issuer and not of Hertz
Holdings. In addition, Hertz Holdings is not a guarantor of the Notes.
Hertz Holdings was incorporated in Delaware in 2015 and serves as the top-level holding company that indirectly
wholly owns Hertz, its primary operating company. We are a successor to corporations that have been engaged in the vehicle
rental and leasing business since 1918. Hertz was incorporated in Delaware in 1967.
iv

PRESENTATION OF FINANCIAL AND OTHER INFORMATION
Use of Non-GAAP Financial Information
This offering memorandum includes certain financial measures that are not defined within generally accepted
accounting principles ("GAAP"), including Gross EBITDA, Adjusted Corporate EBITDA, net vehicle debt, net non-vehicle
debt and total net debt. When evaluating our operating performance, investors should not consider Gross EBITDA or
Adjusted Corporate EBITDA in isolation of, or as a substitute for, measures of our financial performance as determined in
accordance with GAAP, such as net income (loss) from continuing operations or income (loss) from continuing operations
before income taxes. When evaluating our liabilities and debt, investors should not consider net vehicle debt, net non-vehicle
debt or total net debt in isolation of, or as a substitute for, measures of liabilities and debt as determined in accordance with
GAAP. For definitions of these non-GAAP financial measures and a reconciliation of each measure to the most directly
comparable financial measure calculated and presented in accordance with GAAP, see "Summary Consolidated Financial
Information."
Currency Presentation
Unless otherwise indicated, all references in this offering memorandum to "Euro," "euro" or "" are to the currency
introduced at the start of the third stage of the European Economic and Monetary Union pursuant to the Treaty establishing
the European Community, as amended. All references to "dollars," "$," "U.S. $" or "U.S. dollars" are to the lawful currency
of the U.S. We prepare our financial statements in dollars. We present certain exchange rates between euros and dollars
below under "Exchange Rates." These rates may differ from the actual rates used in the preparation of our consolidated
financial statements and other financial information appearing in, or incorporated by reference into, this offering
memorandum.
MARKET AND INDUSTRY DATA
Information in this offering memorandum and the documents incorporated by reference herein about the vehicle
rental industry, including our general expectations concerning the industry and our market position and market share, are
based on estimates prepared using data from various sources and on assumptions made by us. We believe data regarding the
vehicle rental industry and our market position and market share within the industry is inherently imprecise, but generally
indicates our size and position and market share within the industry. Although we believe that the information provided by
third parties is generally accurate, we have not independently verified any of that information. While we are not aware of any
misstatements regarding any industry data presented in this offering memorandum or the documents incorporated by
reference herein, our estimates, in particular as they relate to our general expectations concerning the vehicle rental industry,
involve risks and uncertainties and are subject to change based on various factors, including those discussed under "Risk
Factors" and "Cautionary Note Regarding Forward-Looking Statements."
TRADEMARKS
We have proprietary rights to a number of trademarks used in this offering memorandum that are important to our
business, including, by way of example and without limitation, Hertz, Dollar, Thrifty and Donlen. Solely for convenience,
trademarks and trade names referred to in this offering memorandum may appear without the "®" or "TM" symbols, but such
references are not intended to indicate, in any way, that we will not assert, to the fullest extent possible under applicable law,
our rights or the rights of the applicable licensor to these trademarks and trade names. We do not intend our use or display of
other companies' trade names, trademarks or service marks to imply a relationship with, or endorsement or sponsorship of us
by, any other companies. Each trademark, trade name or service mark of any other company appearing in this offering
memorandum is the property of its respective holder.
v

EXCHANGE RATES
The following tables set forth, for the periods and dates indicated, the ending, average, high and low exchange rates
for each of the three years ended December 31, 2015 and for each of the last eight months as published by the Federal
Reserve Bank of New York for euro, expressed in U.S. dollars per euro. As of September 1, 2016, the daily exchange rate for
euro, expressed in U.S. dollars per euro, as published by the Federal Reserve Bank of New York was $1.1194 per 1.00. This
exchange rate information is provided only for your information and does not represent the exchange rates used in the
preparation of the financial and other information included in, or incorporated by reference into, this offering memorandum.
We make no representation that U.S. dollar amounts or euro amounts referred to in this offering memorandum have been,
could have been or could, in the future, be converted at any particular rate.
Average
Annual Exchange Rate Data
Period End
rate(1)
High
Low
2013 ...........................................................................
1.38
1.33 1.38 1.28
2014 ...........................................................................
1.21
1.32 1.39 1.21
2015 ...........................................................................
1.09
1.10 1.20 1.05

Average
2016 Monthly Exchange Rate Data
Period End
rate(1)
High
Low
January ......................................................................
1.08
1.09 1.10 1.07
February ....................................................................
1.09
1.11 1.14 1.09
March ........................................................................
1.14
1.11 1.14 1.08
April ..........................................................................
1.14
1.13 1.14 1.12
May ...........................................................................
1.11
1.13 1.15 1.11
June ...........................................................................
1.10
1.12 1.14 1.10
July ............................................................................
1.12
1.11 1.12 1.10
August .......................................................................
1.11
1.12 1.13 1.11

(1)
The average rate is calculated as the average of the month end figures for the relevant year long
period or the average of the daily exchange rates on each business day for the relevant month long
period.
INCORPORATION BY REFERENCE
Hertz is incorporating by reference into this offering memorandum the documents or portions thereof listed below
that Hertz has previously filed with the SEC (other than the portions of those documents furnished or otherwise not deemed
to be filed). They contain important information about Hertz and its financial condition.
Hertz Filings

Period or Date Filed
Annual Report on Form 10-K ................... Year ended December 31, 2015 (as amended by the Form 10-K/A filed March 4,
2016, the "2015 10-K")
Quarterly Report on Form 10-Q ............... Quarterly periods ended March 31, 2016 and June 30, 2016
Current Reports on Form 8-K ................... Filed February 5, 2016, February 18, 2016, April 1, 2016, May 26, 2016, June 2,
2016, June 15, 2016, July 7, 2016 and September 8, 2016
We further incorporate by reference any additional documents that Hertz may file with the SEC pursuant to
Sections 13(a), 13(c), 14 or 15(d) of the Exchange Act between the date of this offering memorandum and the date of
completion of this offering (other than the portions of those documents furnished or otherwise not deemed to be filed). These
documents include Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and certain Current Reports on
Form 8-K that are "filed" with the SEC. Hertz's audited annual consolidated financial statements as of December 31, 2015
and 2014, and for the years ended December 31, 2015, 2014 and 2013 as filed in the 2015 10-K have not been retrospectively
revised to reflect HERC as a discontinued operation.
You should read the information relating to us in this offering memorandum together with the information in the
documents incorporated by reference. For clarification, the phrase "guarantor subsidiaries," as used in the Hertz Corporation
SEC filings incorporated by reference above, includes only the U.S. Subsidiary Guarantors under the Notes. see also
"Description of Notes--Certain Definitions--Subsidiary Guarantor".
vi

You can obtain any of the filings incorporated by reference in this offering memorandum from the SEC through the
SEC's Internet site or at the SEC's address listed below under the heading "Where You Can Find Additional Information."
We will provide without charge to each person to whom a copy of this offering memorandum is delivered, upon written or
oral request of such person, a copy of any or all of the documents or portions thereof filed by Hertz referred to above which
have been or may be incorporated by reference in this offering memorandum. You should direct requests for those documents
to The Hertz Corporation, 8501 Williams Road, Estero, FL, USA 33928, Attention: Investor Relations (telephone
+1-239-301-7000).
WHERE YOU CAN FIND ADDITIONAL INFORMATION
The public may read and copy any reports or other information that we file with the SEC. Such filings are available
to the public over the Internet at the SEC's website at http://www.sec.gov. The SEC's website address included in this
offering memorandum is not an active hyperlink. You may also read and copy any document that we file with the SEC at its
public reference room at 100 F Street, N.E., Washington D.C. 20549. You may obtain information on the operation of the
public reference room by calling the SEC at +1-800-SEC-0330.
Hertz is subject to the informational requirements of the Exchange Act and is required to file reports and other
information with the SEC. You can inspect and copy these reports and other information at the public reference facilities
maintained by the SEC at the address noted above, or inspect them without charge at the SEC's website. You can also access,
free of charge, reports filed by Hertz with the SEC (for example, Hertz's Annual Report on Form 10-K, its Quarterly Reports
on Form 10-Q and its Current Reports on Form 8-K and any amendments to those forms) through the investor relations
portion of our Internet website (http://www.hertz.com). Reports filed with or furnished to the SEC will be available as soon
as reasonably practicable after they are filed with or furnished to the SEC. Please note that the information included in, or
linked to on, our website is not a part of this offering memorandum and this website address is not an active hyperlink.
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
Certain statements contained or incorporated by reference in this offering memorandum include "forward-looking
statements." Forward-looking statements include information concerning our liquidity and our possible or assumed future
results of operations, including descriptions of our business strategies. These statements often include words such as
"believe," "expect," "project," "potential," "anticipate," "intend," "plan," "estimate," "seek," "will," "may," "would,"
"should," "could," "forecasts" or similar expressions. These statements are based on certain assumptions that we have made
in light of our experience in the industry as well as our perceptions of historical trends, current conditions, expected future
developments and other factors we believe are appropriate in these circumstances. We believe these judgments are
reasonable, but you should understand that these statements are not guarantees of performance or results, and our actual
results could differ materially from those expressed in the forward-looking statements due to a variety of important factors,
both positive and negative, that may be revised or supplemented in subsequent reports on Forms 10-K, 10-Q and 8-K.
Important factors that could affect our actual results and cause them to differ materially from those expressed in
forward-looking statements include, among others, those that may be disclosed from time to time in subsequent reports filed
with the SEC, those described under "Risk Factors" in this offering memorandum, and the following:
·
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 the 2015 10-K, which is incorporated by reference into this offering memorandum;
·
levels of travel demand, particularly with respect to airline passenger traffic in the U.S. and in global markets;
·
the effect of our separation of our vehicle and equipment rental businesses, any failure by Herc Holdings Inc. to
comply with the agreements entered into in connection with the separation and our ability to obtain the expected
benefits of the separation;
·
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;
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·
increased vehicle costs due to declines in the value of our non-program vehicles;
·
occurrences that disrupt rental activity during our peak periods;
·
our ability to purchase adequate supplies of competitively priced vehicles and risks relating to increases in the
cost of the vehicles we purchase;
·
our ability to accurately estimate future levels of rental activity and adjust the number and mix of vehicles used
in our rental operations accordingly;
·
our ability to maintain sufficient liquidity and the availability to us of additional or continued sources of
financing for our revenue earning vehicles and to refinance our existing indebtedness;
·
our ability to adequately respond to changes in technology and customer demands;
·
our ability to maintain access to third-party distribution channels, including current or favorable prices,
commission structures and transaction volumes;
·
an increase in our vehicle costs or disruption to our rental activity, particularly during our peak periods, due to
safety recalls by the manufacturers of our vehicles;
·
a major disruption in our communication or centralized information networks;
·
financial instability of the manufacturers of our vehicles;
·
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, the fact that substantially all of our consolidated assets secure certain of our outstanding
indebtedness and increases in interest rates or in our borrowing margins;
·
our ability to meet the financial and other covenants contained in our Senior 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;
·
risks associated with operating in many different countries, including the risk of a violation or alleged violation
of applicable anticorruption or antibribery laws;
·
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;
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·
changes to our senior management team and the dependence of our business operations on our senior
management team;
·
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.
You should not place undue reliance on forward-looking statements. All forward-looking statements attributable to
us or persons acting on our behalf are expressly qualified in their entirety by the foregoing cautionary statements. All such
statements speak only as of the date made, and we undertake no obligation to update or revise publicly any forward-looking
statements, whether as a result of new information, future events or otherwise.
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