|
Item 1.01
|
Entry into Material Definitive Agreements.
|
On June 18, 2021, our Avis Budget Rental Car Funding (AESOP) LLC subsidiary (“ABRCF”) issued $304 million of asset-backed securities comprised of:
|
|
1)
|
$96 million aggregate principal amount of Series 2018-2 3.04% Class D notes, with a legal final maturity of March 2025, which were issued under the Amended and Restated Series 2018-2 Supplement, dated as of June 18, 2021, between Avis Budget Rental Car Funding (AESOP) LLC and The Bank of New York Mellon Trust Company, N.A., as trustee and Series 2018-2 Agent, to the Second Amended and Restated Base Indenture, dated as of June 3, 2004, as amended (the “Base Indenture”);
|
|
|
2)
|
$105 million aggregate principal amount of Series 2019-2 3.04% Class D notes, with a legal final maturity of September 2025, which were issued under the Amended and Restated Series 2019-2 Supplement, dated as of June 18, 2021, between Avis Budget Rental Car Funding (AESOP) LLC and The Bank of New York Mellon Trust Company, N.A., as trustee and Series 2019-2 Agent, to the Base Indenture; and
|
|
|
3)
|
$103 million aggregate principal amount of Series 2020-1 3.34% Class D notes, with a legal final maturity of August 2026, which were issued under the Amended and Restated Series 2020-1 Supplement, dated as of June 18, 2021, between Avis Budget Rental Car Funding (AESOP) LLC and The Bank of New York Mellon Trust Company, N.A., as trustee and Series 2020-1 Agent, to the Base Indenture.
|
On June 18, 2021, ABRCF completed an amendment and renewal of its asset-backed variable-funding financing facilities, which provide a portion of the financing for our car rental fleet in the United States. This financing is comprised of two facilities, known as the Series 2010-6 Notes and the Series 2015-3 Notes, with a maximum available amount of $2.25 billion and $500 million, respectively. The Series 2010-6 Notes and the Series 2015-3 Notes are each a two-year facility with a maturity date of March 31, 2023. The Series 2010-6 Notes are issued under the Fourth Amended and Restated Series 2010-6 Supplement, dated June 18, 2021, among ABRCF, Avis Budget Car Rental, LLC, as Administrator, JPMorgan Chase Bank, N.A., as Administrative Agent, the Non-Conduit Purchasers, the CP Conduit Purchasers, the Committed Note Purchasers, the APA Banks and the Funding Agents named therein, and The Bank of New York Mellon Trust Company, N.A., as Trustee and as Series 2010-6 Agent, to the Base Indenture. The Series 2015-3 Notes are issued under the Second Amended and Restated Series 2015-3 Supplement, dated June 18, 2021, among ABRCF, Avis Budget Car Rental, LLC, as Administrator, JPMorgan Chase Bank, N.A., as Administrative Agent, the Non-Conduit Purchasers, the CP Conduit Purchasers, the Committed Note Purchasers, the APA Banks and the Funding Agents named therein, and The Bank of New York Mellon Trust Company, N.A., as Trustee and as Series 2015-3 Agent, to the Base Indenture.
The notes are secured under the Base Indenture primarily by vehicles in our domestic fleet and other related assets. The foregoing summary of the notes is qualified in its entirety by reference to the full text of the Amended and Restated Series 2018-2 Supplement, a copy of which is attached hereto as Exhibit 10.1, the Amended and Restated Series 2019-2 Supplement, a copy of which is attached hereto as Exhibit 10.2, the Amended and Restated Series 2020-1 Supplement, a copy of which is attached hereto as Exhibit 10.3, the Fourth Amended and Restated Series 2010-6 Supplement, a copy of which is attached hereto as Exhibit 10.4, and the Second Amended and Restated Series 2015-3 Supplement, a copy of which is attached hereto as Exhibit 10.5, respectively, and, in each case, which is incorporated by reference herein.