Current Report Filing (8-k)
March 03 2021 - 4:21PM
Edgar (US Regulatory)
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8-K
2021-03-01
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8501 Williams Road
Estero
Florida
301-7000
NONE
0001657853
2021-03-01
2021-03-01
0001657853
htz:TheHertzCorprationMember
2021-03-01
2021-03-01
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8-K
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2021-03-01
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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) March 3, 2021 (March
1, 2021)
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:
¨ Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨ Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨ Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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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HTZGQ
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*
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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.
¨
* Hertz Global Holdings, Inc.’s common stock began trading exclusively on the over-the-counter market on October 30, 2020 under
the symbol HTZGQ.
Item 7.01 Regulation FD.
As previously disclosed, on May 22, 2020 (the “Petition Date”), Hertz Global Holdings, Inc. (the “Company”, “HGH” or “we”), The Hertz Corporation (“THC”) 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. On March 2, 2021, the Debtors filed a proposed Joint Chapter 11 Plan of Reorganization of the Debtors (the “Proposed Plan”) and a related proposed form of Disclosure Statement (the “Proposed Disclosure Statement”). On March 2, 2021, the Company issued a press release announcing the filing of the Proposed Plan and Proposed Disclosure Statement. A copy of the press release is furnished as Exhibit 99.1 to this current report and is hereby incorporated by reference into this Item 7.01. 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 8.01. Other Events.
As
previously disclosed, on the “Petition Date”, the Debtors filed voluntary petitions for relief under Chapter 11 of
the United States Code in the Bankruptcy Court, thereby commencing the Chapter 11 Cases for the Debtors. The cases are being jointly
administered under the caption In re The Hertz Corporation, et al., Case No. 20-11218 MFW.
On March 2, 2021,
the Debtors filed the Proposed Plan and the related Proposed Disclosure Statement describing, among other things, the Proposed
Plan; the Debtors contemplated financial restructuring (the “Restructuring”); the events leading to the Chapter
11 Cases; certain events that have occurred or are anticipated to occur during the Chapter 11 Cases, including the anticipated
solicitation of votes to approve the Proposed Plan from certain of the Debtors’ creditors and certain other aspects of the
Restructuring. The Proposed Plan and Proposed Disclosure Statement, as well as other court filings and information about the
Chapter 11 Cases, can be accessed free of charge at a website maintained by the Company’s claims, noticing, and solicitation
agent, Prime Clerk LLC, at https://restructuring.primeclerk.com/hertz, or call (877) 428-4661 (toll-free in the U.S.) or (929)
955-3421 (from outside the U.S.).
Neither the Debtors’
filing of the Proposed Plan and Proposed Disclosure Statement, nor this Current Report, is a solicitation of votes to accept or
reject the Proposed Plan. Votes on the Proposed Plan may not be solicited until a disclosure statement has been approved by the
Bankruptcy Court. Any such solicitation will be made pursuant to and in accordance with applicable law, including orders of the
Bankruptcy Court. The Proposed Disclosure Statement is being submitted to the Bankruptcy Court for approval but has not been approved
by the Bankruptcy Court to date.
Information contained
in the Proposed Plan and the Proposed Disclosure Statement is subject to change, whether as a result of amendments or supplements
to the Proposed Plan or Proposed Disclosure Statement, third-party actions, or otherwise, and should not be relied upon by any
party. The documents and other information available via website or elsewhere are not part of this Current Report and shall not
be deemed incorporated herein.
Cautionary
Statement Concerning Forward-Looking Statements
This Current Report
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 and potential financing sources; 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 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, 2020, as filed with the Securities and
Exchange Commission on February 26, 2021, and any updates thereto in the Company’s quarterly reports on Form 10-Q and current
reports on Form 8-K. We caution you not to place undue reliance on our forward-looking statements, which speak only as of their
date, and we undertake no obligation to update this information.
Item 9.01 Exhibits
(d) Exhibits
SIGNATURES
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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[By:
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/s/ M.
David Galainena
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Name:
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M.
David Galainena
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Title:
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Executive
Vice President, General Counsel and Secretary
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Date: March 3, 2021