Current Report Filing (8-k)
June 15 2020 - 6:45AM
Edgar (US Regulatory)
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8-K
2020-06-15
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8501 Williams Road
Estero
Florida
301-7000
0001657853
2020-06-14
2020-06-15
0001657853
htz:TheHertzCorprationMember
2020-06-14
2020-06-15
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8-K
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8501 Williams Road
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Estero
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Florida 33928
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239 301-7000
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report
(Date of earliest event reported) June 15, 2020
HERTZ GLOBAL HOLDINGS, INC.
THE HERTZ CORPORATION
(Exact name of registrant
as specified in its charter)
Delaware
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001-37665
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61-1770902
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Delaware
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001-07541
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13-1938568
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(State or other jurisdiction of
incorporation)
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(Commission File
Number)
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(I.R.S. Employer Identification No.)
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8501 Williams Road
Estero,
Florida 33928
239 301-7000
(Address, including Zip Code, and
telephone number, including area code,
of registrant's principal executive offices)
Not Applicable
Not Applicable
(Former name, former address and
former fiscal year, if changed since last report.)
Check the appropriate box below if the Form 8-K filing
is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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¨
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Written communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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¨
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Soliciting material pursuant
to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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¨
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Pre-commencement communications
pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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¨
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Pre-commencement communications
pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of Each Class
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Trading
Symbol(s)
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Name
of Each Exchange
on which Registered
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Hertz Global Holdings, Inc.
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Common Stock par value $0.01 per share
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HTZ
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New York Stock Exchange
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The Hertz Corporation
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None
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None
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None
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Indicate by check mark whether the registrant is an emerging
growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of
the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ¨
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
¨
Item 7.01.
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Regulation FD Disclosure
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As previously
disclosed, on May 22, 2020, Hertz Global Holdings, Inc. (the “Company” or “we”), The Hertz Corporation
and certain of their direct and indirect subsidiaries in the United States and Canada (collectively, the “Debtors”)
filed voluntary petitions for relief under chapter 11 of title 11 (“Chapter 11”) of the United States Code in the United
States Bankruptcy Court for the District of Delaware (the “Bankruptcy Court”), thereby commencing Chapter
11 cases (the “Chapter 11 Cases”) for the Debtors. The Debtors are requesting joint administration
of their Chapter 11 Cases under the caption “In re The Hertz Corporation, et al., Case No. 20-11218 MFW.”
Pursuant to the Operating
Guidelines for Chapter 11 Cases issued by the Office of the United States Trustee for Region 3 for cases pending in the District
of Delaware, shortly following the filing date of a Chapter 11 petition, debtors are required to submit to the United States Trustee
and file with the Bankruptcy Court an Initial Report (the “Initial Report”). On June 15, 2020, we filed our Initial
Report with the United States Bankruptcy Court for the District of Delaware.
A copy of the
Initial Report is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The information
contained in this Item 7.01 and Exhibit 99.1 hereto shall not be deemed to be “filed” for purposes of Section 18 of
the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and shall not be incorporated by reference into
any filings under the Securities Act of 1933, as amended, or the Exchange Act, except as may be expressly set forth by specific
reference in such filing.
Item 9.01.
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Financial Statements and Exhibits.
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CAUTIONARY
NOTE REGARDING FORWARD-LOOKING STATEMENTS
This
Current Report on Form 8-K contains “forward-looking statements” within the meaning of federal securities laws. Words
such as “expect” and “intend” and similar expressions identify forward-looking statements, which include
but are not limited to statements related to our liquidity; the expected effects on our business, financial condition and results
of operations due to the spread of the COVID-19 virus; the bankruptcy process; our ability to obtain approval from the Bankruptcy
Court with respect to motions or other requests made to the Bankruptcy Court throughout the course of the Chapter 11 Cases; the
effects of the Chapter 11 Cases, including increased professional costs, on our liquidity, results of operations and business;
our ability to comply with the continued listing criteria of the New York Stock Exchange (the “NYSE”) and risks arising
from the potential suspension of trading of our common stock on, or delisting from, the NYSE; the effects of Chapter 11 on the
interests of various constituents; and the ability to negotiate, develop, confirm and consummate a plan of reorganization. We caution
you that these statements are not guarantees of future performance and are subject to numerous evolving risks and uncertainties
that we may not be able to accurately predict or assess, including those in our risk factors that we identify in our most recent
annual report on Form 10-K for the year ended December 31, 2019, as filed with the Securities and Exchange Commission on February
25, 2020, and quarterly reports on Form 10-Q filed subsequent thereto. We caution you not to place undue reliance on our forward-looking
statements, which speak only as of the date of this filing, and we undertake no obligation to update this information.
SIGNATURE
Pursuant to the requirements
of the Securities Exchange Act of 1934, each registrant has duly caused this report to be signed on its behalf by the undersigned
hereunto duly authorized.
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HERTZ GLOBAL HOLDINGS, INC.
THE HERTZ CORPORATION
(each, a Registrant)
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Dated: June 15, 2020
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By:
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/s/ JAMERE JACKSON
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Name:
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Jamere Jackson
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Title:
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Executive Vice President and Chief Financial Officer
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Hertz Global (NASDAQ:HTZ)
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