Avis Budget Group Completes Financing for Its Pending Acquisition of Zipcar
March 08 2013 - 9:00AM
Avis Budget Group, Inc. (Nasdaq:CAR) announced today that it has
completed approximately $525 million in debt financing intended to
fund its pending acquisition of Zipcar (Nasdaq:ZIP). As part of the
funding package, the Company issued its first Euro-denominated
notes, further diversifying its capital structure to reflect the
global nature of its operations.
"We look forward to fulfilling the promise of making Zipcar
available to more people around the world, and completing the
permanent financing for this transaction is an important step in
realizing that opportunity," said David B. Wyshner, Avis Budget
Group Senior Executive Vice President and Chief Financial
Officer.
The Company currently anticipates that the acquisition will be
completed during the week of March 11, subject to review by UK
competition authorities and other customary closing
conditions. The transaction has previously received regulatory
clearance in the United States.
The recently completed financing has two components, with a
weighted-average interest rate of 5.1%. Avis Budget Group's
subsidiary, Avis Budget Finance plc, has completed an offering of
€250 million (approximately $325 million) aggregate principal
amount of 6% senior notes due 2021, which were priced at
par. The Company also completed $200 million in term loan
borrowings due 2019, which will initially bear interest at a rate
of 3.75%. In connection with the incremental term loan
borrowings, the Company will also reduce the interest rate on its
approximately $700 million of pre-existing 2019 term loan
borrowings by 50 basis points, to LIBOR plus 2.75%, subject to a
LIBOR floor of 1%. The term loan borrowings were issued by
the Company's wholly-owned subsidiary Avis Budget Car Rental,
LLC.
Upon the completion of the acquisition of Zipcar, the notes will
become senior unsecured obligations of Avis Budget Group, Inc. and
certain of its subsidiaries, including Avis Budget Car Rental,
LLC. The notes have not been and will not be registered under
the Securities Act of 1933, as amended (the "Securities Act"), and
are being offered and sold only to "qualified institutional buyers"
in accordance with Rule 144A under the Securities Act and outside
the United States in reliance on Regulation S under the Securities
Act. The Company has applied to list the notes on the Official List
of the Irish Stock Exchange and to admit the notes for trading on
the Global Exchange Market thereof. There can be no assurance
that the notes will be listed on the Official List of the Irish
Stock Exchange and admitted for trading on the Global Exchange
Market.
This press release shall not constitute an offer to sell nor the
solicitation of an offer to buy the notes or any other securities
and shall not constitute an offer, solicitation or sale in any
jurisdiction in which, or to any person to whom, such an offer,
solicitation or sale is unlawful. Any offers of the notes will be
made only by means of a private offering memorandum.
About Avis Budget Group, Inc.
Avis Budget Group, Inc. is a leading global provider of vehicle
rental services through its Avis and Budget brands, with more than
10,000 rental locations in approximately 175 countries around the
world. Avis Budget Group operates most of its car rental offices in
North America, Europe and Australia directly, and operates
primarily through licensees in other parts of the world. Avis
Budget Group has approximately 28,000 employees and is
headquartered in Parsippany, N.J. For more information, visit
www.avisbudgetgroup.com.
The Avis Budget Group, Inc. logo is available at
http://www.globenewswire.com/newsroom/prs/?pkgid=8891
Forward-Looking Statements
Certain statements in this press release constitute
"forward-looking statements" within the meaning of the Private
Securities Litigation Reform Act of 1995. Such forward-looking
statements involve known and unknown risks, uncertainties and other
factors which may cause the actual results, performance or
achievements of Avis Budget Group or Zipcar to be materially
different from any future results, performance or achievements
expressed or implied by such forward-looking statements. Statements
preceded by, followed by or that otherwise include the words
"believes", "expects", "anticipates", "intends", "projects",
"estimates", "plans", "may increase", "forecast" and similar
expressions or future or conditional verbs such as "will",
"should", "would", "may" and "could" are based upon then current
assumptions and expectations and are generally forward-looking in
nature and not historical facts. Any statements that refer to
outlook, expectations or other characterizations of future events,
circumstances or results are also forward-looking statements.
There can be no assurance that the proposed acquisition of
Zipcar will occur as currently contemplated, or at all, or that the
expected benefits from the transaction will be realized on the
timetable currently contemplated, or at all. Additional risks and
uncertainties relating to the proposed acquisition of Zipcar
include, but are not limited to, uncertainties as to the
satisfaction of closing conditions to the acquisition, including
timing and receipt of regulatory approvals, the respective parties'
performance of their obligations under the merger agreement
relating to the acquisition and other factors affecting the
execution of the transaction.
A further list and description of important assumptions and
other important factors that could cause actual results to differ
materially from those in the forward-looking statements are
specified in Avis Budget's Annual Report on Form 10-K for the year
ended December 31, 2012 and Zipcar's Annual Report on Form 10-K for
the year ended December 31, 2012, included under headings such as
"Forward-Looking Statements", "Risk Factors" and "Management's
Discussion and Analysis of Financial Condition and Results of
Operations" and in other filings and furnishings made by Avis
Budget and Zipcar with the Securities and Exchange Commission from
time to time. Other unknown or unpredictable factors could also
have material adverse effects on Avis Budget's or Zipcar's
performance or achievements. In light of these risks,
uncertainties, assumptions and factors, the forward-looking events
discussed in this press release may not occur. You are cautioned
not to place undue reliance on these forward-looking statements,
which speak only as of the date stated, or if no date is stated, as
of the date of this press release. Avis Budget and Zipcar undertake
no obligation to release publicly any revisions to any
forward-looking statements, to report events or to report the
occurrence of unanticipated events unless required by law.
CONTACT: Media Contact:
John Barrows
(973) 496-7865
PR@avisbudget.com
Investor Contact:
Neal Goldner
(973) 496-5086
IR@avisbudget.com
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