6 unchanged sentences
Consolidated Statements of Comprehensive Income (Loss) for Years Ended December 31, 2024, 2023 and 2022
−Removed: Consolidated Statements of Changes in Mezzanine Equity and Stockholders' Equity for Years Ended December 31, 202 3 , 202 2 and 202 1
+Added: Consolidated Statements of Changes in Stockholders' Equity for Years Ended December 31, 2024, 2023 and 2022
Consolidated Statements of Cash Flows for Years Ended December 31, 2024, 2023 and 2022
8 unchanged sentences
Significant Accounting Policies
+Added: Long-Lived Assets Impairment
Revenue Earning Vehicles
11 unchanged sentences
Segment Information
−Removed: Reorganization Items, Net
Condensed Financial Information of Registrant Hertz Global Holdings, Inc.
6 unchanged sentences
We have audited the accompanying consolidated balance sheets of Hertz Global Holdings, Inc.
−Removed: and subsidiaries (the Company) as of December 31, 2023 and 2022, the related consolidated statements of operations , comprehensive income (loss), changes in mezzanine equity and stockholders' equity and cash flows for each of the three years in the period ended December 31, 2023, and the related notes and financial statement schedules listed in the Index at Item 15(a) (collectively referred to as the “consolidated financial statements”).
+Added: and subsidiaries (the Company) as of December 31, 2024 and 2023, the related consolidated statements of operations , comprehensive income (loss), changes in stockholders' equity and cash flows for each of the three years in the period ended December 31, 2024, and the related notes and financial statement schedules listed in the Index at Item 15(a) (collectively referred to as the “consolidated financial statements”).
In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, 2024 and 2023, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2024, in conformity with U.S.
23 unchanged sentences
For program vehicles, the manufacturers guarantee the depreciation rate during established repurchase or auction periods, versus non-program vehicles where the Company estimates the period that the Company will hold the asset and the residual value of the vehicle at the expected time of disposal.
−Removed: Auditing the Company’s calculation of depreciation for non-program vehicles related to the Americas RAC segment was complex due to the significant estimation uncertainty and management judgment to determine the estimated residual values at the expected time of disposal.
+Added: Auditing the Company’s calculation of depreciation for non-program vehicles related to the Americas RAC segment was complex due to the significant estimation uncertainty and management's judgment to determine the estimated residual values at the expected time of disposal.
The significant estimation uncertainty was primarily due to management’s assumptions related to market conditions and their effect on estimated residual values.
−Removed: Additionally, auditing the calculation of depreciation was challenging due to the volume of data inputs utilized in management’s calculation and their assessment of significant assumptions, including historical sales data and estimated residual values from multiple sources, including third-party sources, at varying levels of disaggregation along with additional data specific to the Company’s current revenue earning vehicles.
+Added: Additionally, auditing the calculation of depreciation was challenging due to the volume of data inputs utilized in management’s calculation and their assessment of significant assumptions, including historical sales data and estimated residual values from multiple sources, including third-party sources, at varying levels of disaggregation.
How We Addressed the Matter in Our Audit We obtained an understanding, evaluated the design and tested the operating effectiveness of internal controls over the Company’s measurement of depreciation expense for non-program vehicles related to the Americas RAC segment.
−Removed: For example, we tested controls over management’s quarterly review of the depreciation rates, which included their procedures to validate the completeness and accuracy of the data used in the calculation and their assessment of significant assumptions, specifically the estimated residual values of non-program vehicles related to the Americas RAC segment.
−Removed: To test the depreciation calculation for non-program vehicles, our audit procedures included, among others, testing the completeness and accuracy of the underlying data by comparing historical sales data and vehicle information used in the calculation or in the assessment of significant assumptions (e.g., make, model, trim) to external sources and the Company’s records.
−Removed: We evaluated the reasonableness of other significant assumptions, such as resale market conditions, to assess the reasonableness of the residual value estimates made by management.
−Removed: We searched for contrary evidence associated with the significant assumptions and judgments made by management.
+Added: For example, we tested controls over management’s quarterly review of the depreciation rates, which included their procedures to validate the completeness and accuracy of the data used in the calculation and their assessment of significant assumptions, specifically the estimated residual values of non-program vehicles at the expected disposition related to the Americas RAC segment.
+Added: To test the depreciation calculation for non-program vehicles, our audit procedures included, among others, testing the completeness and accuracy of the underlying data by comparing historical sales data and vehicle information used in the calculation or in the assessment of significant assumptions to external sources and the Company’s records.
+Added: We evaluated reasonableness of the residual value estimates made by management through reviewing third-party data, the Company's vehicle sales history, subsequent vehicle sales, and inquiries of management.
+Added: We considered potential contrary evidence associated with the significant assumptions and judgments made by management related to its residual value estimates based on our review of third-party industry information.
Valuation of Self-insured Liabilities – Public Liability, Property Damage, and Liability Insurance Supplement related to the Americas Rental Car (“RAC”) operations
Description of the Matter As disclosed in Notes 2 and 15 to the consolidated financial statements, the Company’s self-insured liabilities primarily include public liability, property damage, and liability insurance supplement.
−Removed: The Company records liabilities for these matters based on rental volume and actuarial evaluations of historical accident claim experience and trends, as well as future projections of ultimate losses, expenses and administrative costs.
+Added: The Company records liabilities for these matters based on actuarially determined estimates using historical claims experience.
The liabilities include estimates for both reported accident claims not yet paid and claims incurred but not yet reported and are recorded on an undiscounted basis.
The estimated self-insured liabilities as of December 31, 2024 were $491 million related to the Americas RAC operations.
−Removed: The adequacy of the liabilities is monitored quarterly based on evolving accident claim history and insurance related state legislation changes.
−Removed: If the Company’s estimates change or if actual results differ from these assumptions, the amount of the recorded liabilities are adjusted to reflect these results.
+Added: The adequacy of the liabilities is monitored quarterly based on accident claim history.
+Added: If the Company’s estimates change or if actual results differ, the amount of the recorded liabilities are adjusted to reflect these results.
+Added: Auditing the public liability, property damage, and liability insurance supplement components of the self-insured liabilities reserves related to the Americas RAC operations is complex and required the involvement of our actuarial specialists due to the complexity in the evaluation of the ultimate losses using actuarial methods.
HERTZ GLOBAL HOLDINGS, INC.
AND SUBSIDIARIES
−Removed: Auditing the public liability, property damage, and liability insurance supplement components of the self-insured liabilities reserves related to the Americas RAC operations is complex and required the involvement of our actuarial specialists due to the significant valuation uncertainty associated with the use of actuarial methods.
−Removed: In addition, the public liability, property damage, and liability insurance supplement self-insured liabilities reserve estimates are sensitive to management’s assumptions related to actuarial evaluations of historical claim experience and trends and future projections of ultimate losses used in the computation of these self-insured liabilities.
How We Addressed the Matter in Our Audit We obtained an understanding, evaluated the design and tested the operating effectiveness of internal controls over the Company’s public liability, property damage, and liability insurance supplement self-insured liabilities estimation process related to the Americas RAC operations.
−Removed: For example, we tested controls over management’s review of the methods, models, and the assumptions outlined above that are used in these self-insured liabilities calculations and the completeness and accuracy of the data underlying these self-insured liabilities.
−Removed: To test the valuation of the public liability, property damage, and liability insurance supplement self-insured liabilities reserves related to the Americas RAC operations, we performed audit procedures that included, among others, involving our internal actuarial specialists to assist us in developing an independent range and evaluating the methods used by management and the reasonableness of assumptions used in their models (e.g., actuarial evaluations of historical claim experience and future projections of ultimate losses).
+Added: For example, we tested controls over management’s review of the methods and the assumptions that are used in these self-insured liabilities calculations and the completeness and accuracy of the data underlying these self-insured liabilities.
+Added: To test the valuation of the public liability, property damage, and liability insurance supplement self-insured liabilities reserves related to the Americas RAC operations, we performed audit procedures that included, among others, involving our internal actuarial specialists to assist us in developing an independent range and evaluating the methods used by management and the reasonableness of the assumptions used.
We compared the Company's reserve to estimates of the liability developed by our actuarial specialists based on the underlying claims data and independently selected assumptions.
12 unchanged sentences
and subsidiaries (the Company) maintained, in all material respects, effective internal control over financial reporting as of December 31, 2024, based on the COSO criteria.
−Removed: We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, 2023 and 2022, the related consolidated statements of operations, comprehensive income (loss), changes in mezzanine equity and stockholders’ equity and cash flows for each of the three years in the period ended December 31, 2023, and the related notes and financial statement schedules listed in the Index at Item 15(a) and our report dated February 12, 2024 expressed an unqualified opinion thereon.
+Added: We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, 2024 and 2023, the related consolidated statements of operations, comprehensive income (loss), changes in stockholders’ equity and cash flows for each of the three years in the period ended December 31, 2024, and the related notes and financial statement schedules listed in the Index at Item 15(a) and our report dated February 18, 2025 expressed an unqualified opinion thereon.
Basis for Opinion
46 unchanged sentences
For program vehicles, the manufacturers guarantee the depreciation rate during established repurchase or auction periods, versus non-program vehicles where the Company estimates the period that the Company will hold the asset and the residual value of the vehicle at the expected time of disposal.
−Removed: Auditing the Company’s calculation of depreciation for non-program vehicles related to the Americas RAC segment was complex due to the significant estimation uncertainty and management judgment to determine the estimated residual values at the expected time of disposal.
+Added: Auditing the Company’s calculation of depreciation for non-program vehicles related to the Americas RAC segment was complex due to the significant estimation uncertainty and management's judgment to determine the estimated residual values at the expected time of disposal.
The significant estimation uncertainty was primarily due to management’s assumptions related to market conditions and their effect on estimated residual values.
−Removed: Additionally, auditing the calculation of depreciation was challenging due to the volume of data inputs utilized in management’s calculation and their assessment of significant assumptions, including historical sales data and estimated residual values from multiple sources, including third-party sources, at varying levels of disaggregation along with additional data specific to the Company’s current revenue earning vehicles.
+Added: Additionally, auditing the calculation of depreciation was challenging due to the volume of data inputs utilized in management’s calculation and their assessment of significant assumptions, including historical sales data and estimated residual values from multiple sources, including third-party sources, at varying levels of disaggregation.
How We Addressed the Matter in Our Audit We obtained an understanding, evaluated the design and tested the operating effectiveness of internal controls over the Company’s measurement of depreciation expense for non-program vehicles related to the Americas RAC segment.
−Removed: For example, we tested controls over management’s quarterly review of the depreciation rates, which included their procedures to validate the completeness and accuracy of the data used in the calculation and their assessment of significant assumptions, specifically the estimated residual values of non-program vehicles related to the Americas RAC segment.
−Removed: To test the depreciation calculation for non-program vehicles, our audit procedures included, among others, testing the completeness and accuracy of the underlying data by comparing historical sales data and vehicle information used in the calculation or in the assessment of significant assumptions (e.g., make, model, trim) to external sources and the Company’s records.
−Removed: We evaluated the reasonableness of other significant assumptions, such as resale market conditions, to assess the reasonableness of the residual value estimates made by management.
−Removed: We searched for contrary evidence associated with the significant assumptions and judgments made by management.
+Added: For example, we tested controls over management’s quarterly review of the depreciation rates, which included their procedures to validate the completeness and accuracy of the data used in the calculation and their assessment of significant assumptions, specifically the estimated residual values of non-program vehicles at the expected disposition related to the Americas RAC segment.
+Added: To test the depreciation calculation for non-program vehicles, our audit procedures included, among others, testing the completeness and accuracy of the underlying data by comparing historical sales data and vehicle information used in the calculation or in the assessment of significant assumptions to external sources and the Company’s records.
+Added: We evaluated reasonableness of the residual value estimates made by management through reviewing third-party data, the Company's vehicle sales history, subsequent vehicle sales, and inquiries of management.
+Added: We considered potential contrary evidence associated with the significant assumptions and judgments made by management related to its residual value estimates based on our review of third-party industry information.
Valuation of Self-insured Liabilities – Public Liability, Property Damage, and Liability Insurance Supplement related to the Americas Rental Car (“RAC”) operations
Description of the Matter As disclosed in Notes 2 and 15 to the consolidated financial statements, the Company’s self-insured liabilities primarily include public liability, property damage, and liability insurance supplement.
−Removed: The Company records liabilities for these matters based on rental volume and actuarial evaluations of historical accident claim experience and trends, as well as future projections of ultimate losses, expenses and administrative costs.
+Added: The Company records liabilities for these matters based on actuarially determined estimates using historical claims experience.
The liabilities include estimates for both reported accident claims not yet paid and claims incurred but not yet reported and are recorded on an undiscounted basis.
The estimated self-insured liabilities as of December 31, 2024 were $491 million related to the Americas RAC operations.
−Removed: The adequacy of the liabilities is monitored quarterly based on evolving accident claim history and insurance related state legislation changes.
−Removed: If the Company’s estimates change or if actual results differ from these assumptions, the amount of the recorded liabilities are adjusted to reflect these results.
+Added: The adequacy of the liabilities is monitored quarterly based on accident claim history.
+Added: If the Company’s estimates change or if actual results differ, the amount of the recorded liabilities are adjusted to reflect these results.
+Added: Auditing the public liability, property damage, and liability insurance supplement components of the self-insured liabilities reserves related to the Americas RAC operations is complex and required the involvement of our actuarial specialists due to the complexity in the evaluation of the ultimate losses using actuarial methods.
THE HERTZ CORPORATION AND SUBSIDIARIES
−Removed: Auditing the public liability, property damage, and liability insurance supplement components of the self-insured liabilities reserves related to the Americas RAC operations is complex and required the involvement of our actuarial specialists due to the significant valuation uncertainty associated with the use of actuarial methods.
−Removed: In addition, the public liability, property damage, and liability insurance supplement self-insured liabilities reserve estimates are sensitive to management’s assumptions related to actuarial evaluations of historical claim experience and trends and future projections of ultimate losses used in the computation of these self-insured liabilities.
How We Addressed the Matter in Our Audit We obtained an understanding, evaluated the design and tested the operating effectiveness of internal controls over the Company’s public liability, property damage, and liability insurance supplement self-insured liabilities estimation process related to the Americas RAC operations.
−Removed: For example, we tested controls over management’s review of the methods, models, and the assumptions outlined above that are used in these self-insured liabilities calculations and the completeness and accuracy of the data underlying these self-insured liabilities.
−Removed: To test the valuation of the public liability, property damage, and liability insurance supplement self-insured liabilities reserves related to the Americas RAC operations, we performed audit procedures that included, among others, involving our internal actuarial specialists to assist us in developing an independent range and evaluating the methods used by management and the reasonableness of assumptions used in their models (e.g., actuarial evaluations of historical claim experience and future projections of ultimate losses).
+Added: For example, we tested controls over management’s review of the methods and the assumptions that are used in these self-insured liabilities calculations and the completeness and accuracy of the data underlying these self-insured liabilities.
+Added: To test the valuation of the public liability, property damage, and liability insurance supplement self-insured liabilities reserves related to the Americas RAC operations, we performed audit procedures that included, among others, involving our internal actuarial specialists to assist us in developing an independent range and evaluating the methods used by management and the reasonableness of the assumptions used.
We compared the Company's reserve to estimates of the liability developed by our actuarial specialists based on the underlying claims data and independently selected assumptions.
81 unchanged sentences
Total liabilities and stockholders' equity $ 21,802 $ 24,605
−Removed: (1) Hertz Global Holdings, Inc.'s consolidated total assets as of December 31, 2023 and December 31, 2022 include total assets of variable interest entities ("VIEs") of $ 1.7 billion and $ 1.3 billion, respectively, which can only be used to settle obligations of the VIEs.
+Added: (1) Hertz Global Holdings, Inc.'s consolidated total assets as of December 31, 2024 and December 31, 2023 include total assets of VIEs of $ 1.4 billion and $ 1.7 billion, respectively, which can only be used to settle obligations of the VIEs.
Hertz Global Holdings, Inc.'s consolidated total liabilities as of December 31, 2024 and December 31, 2023 include total liabilities of VIEs of $ 1.4 billion and $ 1.7 billion, respectively, for which the creditors of the VIEs have no recourse to Hertz Global Holdings, Inc.
17 unchanged sentences
Other (income) expense, net 4 12 2
−Removed: Reorganization items, net — — 677
−Removed: (Gain) from the sale of a business — — ( 400 )
(Gain) on sale of non-vehicle capital assets — ( 162 ) —
+Added: Bankruptcy-related litigation reserve
+Added: Long-Lived Assets impairment 1,048 — —
Change in fair value of Public Warrants ( 275 ) ( 163 ) ( 704 )
4 unchanged sentences
Net income (loss) $ ( 2,862 ) $ 616 $ 2,059
−Removed: Net (income) loss attributable to noncontrolling interests
−Removed: Net income (loss) attributable to Hertz Global 616 2,059 366
−Removed: Series A Preferred Stock deemed dividends — — ( 450 )
−Removed: Net income (loss) available to Hertz Global common stockholders $ 616 $ 2,059 $ ( 84 )
Weighted-average common shares outstanding:
23 unchanged sentences
Total comprehensive income (loss) $ ( 2,930 ) $ 662 $ 1,979
−Removed: Comprehensive (income) loss attributable to noncontrolling interests — — 1
−Removed: Comprehensive income (loss) attributable to Hertz Global
−Removed: $ 662 $ 1,979 $ 364
The accompanying notes are an integral part of these financial statements.
1 unchanged sentence
AND SUBSIDIARIES
−Removed: CONSOLIDATED STATEMENTS OF CHANGES IN MEZZANINE EQUITY AND STOCKHOLDERS' EQUITY
+Added: CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
(In millions)
−Removed: Mezzanine Equity Retained Earnings (Accumulated
+Added: Preferred Stock Shares Preferred Stock Amount Common Stock Shares Common Stock Amount Additional
+Added: Paid-In Capital Retained Earnings (Accumulated
Deficit) Accumulated
Comprehensive
−Removed: Income (Loss) Stockholders' Equity Attributable to Hertz Global
−Removed: Preferred Stock Shares Preferred Stock Amount Common Stock Shares Common Stock Amount Additional
−Removed: Paid-In Capital Treasury Stock Shares Treasury Stock Amount Non-
−Removed: controlling Interests Total Stockholders' Equity
+Added: Income (Loss) Treasury Stock Shares Treasury Stock Amount Total Stockholders' Equity
Balance as of:
3 unchanged sentences
Stock-based compensation charges — — — — 131 — — — — 131
−Removed: Cancellation of stock-based awards — — — — ( 10 ) — — — — ( 10 ) — ( 10 )
−Removed: Cancellation of common and treasury shares in exchange for new common shares — — ( 142 ) ( 2 ) ( 98 ) — — ( 2 ) 100 — — —
−Removed: Distributions to common stockholders — — — — ( 239 ) — — — — ( 239 ) — ( 239 )
−Removed: Contributions from Plan Sponsors — — 277 3 2,778 — — — — 2,781 — 2,781
−Removed: 2021 Rights Offering, net — — 181 2 1,800 — — — — 1,802 — 1,802
−Removed: Public Warrant issuance — — — — ( 800 ) — — — — ( 800 ) — ( 800 )
−Removed: Preferred stock issuance, net 2 1,433 — — — — — — — 1,433 — 1,433
−Removed: Repurchase of preferred stock, net ( 2 ) ( 1,433 ) — — ( 450 ) — — — — ( 1,883 ) — ( 1,883 )
+Added: Net settlement on vesting of restricted stock — — — — ( 20 ) — — — — ( 20 )
Public Warrant exercises — — — — 6 — — — — 6
−Removed: Nasdaq listing and share repurchases (1)
−Removed: — — ( 27 ) — ( 9 ) — — 27 ( 708 ) ( 717 ) — ( 717 )
−Removed: Distributions to noncontrolling interests (2)
−Removed: — — — — — — — — — — ( 36 ) ( 36 )
+Added: Shares repurchases — — ( 127 ) — — — — 128 ( 2,428 ) ( 2,428 )
December 31, 2022 — — 323 5 6,326 ( 256 ) ( 294 ) 155 ( 3,136 ) 2,645
9 unchanged sentences
Other comprehensive income (loss) — — — — — — ( 68 ) — — ( 68 )
−Removed: Stock-based compensation charges — — — — 87 — — — — 87 — 87
Net settlement on vesting of restricted stock — — 2 — ( 4 ) — — — — ( 4 )
−Removed: Public Warrant exercises — — — — 1 — — — — 1 — 1
−Removed: Shares repurchases (3)
+Added: Stock-based compensation charges — — — — 63 — — — — 63
+Added: Stock-based compensation forfeitures (2)
— — — — ( 68 ) — — — — ( 68 )
December 31, 2024 — $ — 307 $ 5 $ 6,396 $ ( 2,502 ) $ ( 316 ) 175 $ ( 3,430 ) $ 153
−Removed: (1) See also "Share Repurchase Programs for Common Stock" in Note 16, "Equity and Earnings (Loss) Per Common Share – Hertz Global."
−Removed: (2) Effective October 31, 2021, the 767 lease agreement was terminated.
−Removed: See Note 3, "Divestitures."
(1) The amounts presented herein may be rounded to agree to amounts in the consolidated balance sheet.
Also see "Share Repurchase Programs for Common Stock" in Note 17, "Equity and Earnings (Loss) Per Common Share – Hertz Global.
+Added: (2) Represents former CEO awards forfeited in March 2024.
+Added: See also Note 9, "Stock-Based Compensation."
The accompanying notes are an integral part of these financial statements.
11 unchanged sentences
Amortization of deferred financing costs and debt discount (premium) 74 61 53
−Removed: Loss on extinguishment of debt — — 8
Stock-based compensation charges 63 87 130
+Added: Stock-based compensation forfeitures ( 68 ) — —
Provision for receivables allowance 120 93 57
Deferred income taxes, net ( 459 ) ( 380 ) 301
−Removed: Reorganization items, net — — 314
−Removed: (Gain) loss from the sale of a business — — ( 400 )
+Added: Long-Lived Assets impairment 1,048 — —
(Gain) loss on sale of non-vehicle capital assets 3 ( 162 ) ( 5 )
17 unchanged sentences
Proceeds from disposal of non-vehicle capital assets 23 181 12
−Removed: Collateral payments — — ( 303 )
Collateral returned in exchange for letters of credit — — 19
Return of (investment in) equity investments ( 1 ) ( 1 ) ( 16 )
−Removed: Proceeds from the sale of a business, net of cash sold — — 871
−Removed: Other — — ( 1 )
Net cash provided by (used in) investing activities ( 2,929 ) ( 4,024 ) ( 4,233 )
5 unchanged sentences
Payment of financing costs ( 64 ) ( 41 ) ( 48 )
+Added: Proceeds from exercises of Public Warrants — — 3
+Added: Share repurchases — ( 315 ) ( 2,461 )
+Added: Other ( 4 ) ( 9 ) ( 20 )
+Added: Net cash provided by (used in) financing activities 658 1,313 487
HERTZ GLOBAL HOLDINGS, INC.
4 unchanged sentences
2024 2023 2022
−Removed: Proceeds from Plan Sponsors — — 2,781
−Removed: Early redemption premium payment — — ( 85 )
−Removed: Proceeds from exercises of Public Warrants — 3 77
−Removed: Proceeds from the issuance of preferred stock, net — — 1,433
−Removed: Distributions to common stockholders — — ( 239 )
−Removed: Contributions from (distributions to) noncontrolling interests — — ( 38 )
−Removed: Proceeds from 2021 Rights Offering, net — — 1,639
−Removed: Share repurchases ( 315 ) ( 2,461 ) ( 654 )
−Removed: Repurchase of preferred stock — — ( 1,883 )
−Removed: Other ( 9 ) ( 20 ) ( 9 )
−Removed: Net cash provided by (used in) financing activities 1,313 487 2,845
Effect of foreign currency exchange rate changes on cash and cash equivalents and restricted cash and cash equivalents ( 26 ) 25 ( 25 )
1 unchanged sentence
Cash and cash equivalents and restricted cash and cash equivalents at beginning of period 1,206 1,418 2,651
−Removed: 1,418 2,651 1,578
Cash and cash equivalents and restricted cash and cash equivalents at end of period $ 1,133 $ 1,206 $ 1,418
12 unchanged sentences
Operating lease right-of-use assets obtained in exchange for lease liabilities 367 721 614
−Removed: Public Warrants issuance — — 800
Public Warrant exercises — — 3
−Removed: Backstop equity issuance — — 164
Accrual for purchases of treasury shares — — 21
−Removed: (1) Amounts include cash and cash equivalents and restricted cash and cash equivalents which were held for sale as of December 31, 2020, prior to the completion of the Donlen Sale in the first quarter of 2021, as disclosed in Note 3, "Divestitures."
The accompanying notes are an integral part of these financial statements.
65 unchanged sentences
Other (income) expense, net 4 12 2
−Removed: Reorganization items, net — — 513
−Removed: (Gain) from the sale of a business — — ( 400 )
(Gain) on sale of non-vehicle capital assets — ( 162 ) —
+Added: Bankruptcy-related litigation reserve
+Added: Long-Lived Assets impairment 1,048 — —
Total expenses 12,561 9,248 6,940
3 unchanged sentences
Net income (loss) $ ( 3,137 ) $ 452 $ 1,355
−Removed: Net (income) loss attributable to noncontrolling interests
−Removed: Net income (loss) attributable to Hertz
−Removed: $ 452 $ 1,355 $ 1,157
The accompanying notes are an integral part of these financial statements.
16 unchanged sentences
Total comprehensive income (loss) $ ( 3,205 ) $ 498 $ 1,275
−Removed: Comprehensive (income) loss attributable to noncontrolling interests — — 1
−Removed: Comprehensive income (loss) attributable to Hertz $ 498 $ 1,275 $ 1,155
The accompanying notes are an integral part of these financial statements.
6 unchanged sentences
Comprehensive
−Removed: Income (Loss) Stockholder's Equity (Deficit) Attributable to Hertz Noncontrolling Interests Total Stockholder's Equity (Deficit)
+Added: Income (Loss) Total Stockholder's Equity (Deficit)
Balance as of:
2 unchanged sentences
Other comprehensive income (loss) — — — — ( 80 ) ( 80 )
−Removed: Non-cash distribution — — 65 — — 65 — 65
Stock-based compensation charges — — 131 — — 131
−Removed: Cancellation of stock-based awards — — ( 10 ) — — ( 10 ) — ( 10 )
−Removed: Contributions from Hertz Holdings — — 5,642 — — 5,642 — 5,642
Dividends to Hertz Holdings — — ( 2,477 ) — — ( 2,477 )
−Removed: Distributions to noncontrolling interests (1)
−Removed: — — — — — — ( 36 ) ( 36 )
December 31, 2022 100 — 4,844 ( 1,271 ) ( 294 ) 3,279
8 unchanged sentences
Stock-based compensation charges — — 63 — — 63
−Removed: Dividends paid to Hertz Holdings (2)
+Added: Stock-based compensation forfeitures (2)
— — ( 68 ) — — ( 68 )
+Added: Dividends paid to Hertz Holdings — — ( 7 ) — — ( 7 )
December 31, 2024 100 $ — $ 4,598 $ ( 3,956 ) $ ( 316 ) $ 326
−Removed: (1) Effective October 31, 2021, the 767 lease agreement was terminated.
−Removed: See Note 3, "Divestitures."
(1) See "Share Repurchase Programs for Common Stock" in Note 17, "Equity and Earnings (Loss) Per Common Share – Hertz Global," for additional information .
+Added: (2) Represents former CEO awards forfeited in March 2024.
+Added: See also Note 9, "Stock-Based Compensation."
The accompanying notes are an integral part of these financial statements.
10 unchanged sentences
Amortization of deferred financing costs and debt discount (premium) 74 61 53
−Removed: Loss on extinguishment of debt — — 8
Stock-based compensation charges 63 87 130
+Added: Stock-based compensation forfeitures ( 68 ) — —
Provision for receivables allowance 120 93 57
Deferred income taxes, net ( 459 ) ( 380 ) 301
−Removed: Reorganization items, net — — 150
−Removed: (Gain) loss from the sale of a business — — ( 400 )
+Added: Long-Lived Assets impairment 1,048 — —
(Gain) loss on sale of non-vehicle capital assets 3 ( 162 ) ( 5 )
16 unchanged sentences
Proceeds from disposal of non-vehicle capital assets 23 181 12
−Removed: Collateral payments — — ( 303 )
Collateral returned in exchange for letters of credit — — 19
−Removed: Proceeds from the sale of a business, net of cash sold — — 871
Return of (investment in) equity investments ( 1 ) ( 1 ) ( 16 )
−Removed: Other — — ( 1 )
Net cash provided by (used in) investing activities ( 2,929 ) ( 4,024 ) ( 4,233 )
5 unchanged sentences
Payment of financing costs ( 64 ) ( 41 ) ( 48 )
−Removed: Early redemption premium payment — — ( 85 )
+Added: Dividends paid to Hertz Holdings ( 7 ) ( 321 ) ( 2,477 )
+Added: Net cash provided by (used in) financing activities 655 1,316 488
+Added: Effect of foreign currency exchange rate changes on cash and cash equivalents and restricted cash and cash equivalents ( 26 ) 25 ( 25 )
+Added: Net increase (decrease) in cash and cash equivalents and restricted cash and cash equivalents during the period ( 74 ) ( 212 ) ( 1,232 )
THE HERTZ CORPORATION AND SUBSIDIARIES
3 unchanged sentences
2024 2023 2022
−Removed: Contributions from (distributions to) noncontrolling interests — — ( 38 )
−Removed: Dividends paid to Hertz Holdings ( 321 ) ( 2,477 ) ( 2,470 )
−Removed: Contributions from Hertz Holdings — — 5,642
−Removed: Net cash provided by (used in) financing activities 1,316 488 2,872
−Removed: Effect of foreign currency exchange rate changes on cash and cash equivalents and restricted cash and cash equivalents 25 ( 25 ) ( 34 )
−Removed: Net increase (decrease) in cash and cash equivalents and restricted cash and cash equivalents during the period ( 212 ) ( 1,232 ) 1,100
Cash and cash equivalents and restricted cash and cash equivalents at beginning of period 1,206 1,418 2,650
−Removed: 1,418 2,650 1,550
Cash and cash equivalents and restricted cash and cash equivalents at end of period $ 1,132 $ 1,206 $ 1,418
12 unchanged sentences
Operating lease right-of-use assets obtained in exchange for lease liabilities 367 721 614
−Removed: Non-cash capital contribution from Hertz Holdings — — 65
−Removed: (1) Amounts include cash and cash equivalents and restricted cash and cash equivalents which were held for sale as of December 31, 2020, prior to the completion of the Donlen Sale in the first quarter of 2021, as disclosed in Note 3, "Divestitures."
The accompanying notes are an integral part of these financial statements.
9 unchanged sentences
The Company also sells vehicles through Hertz Car Sales.
−Removed: Going Concern
−Removed: The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern and contemplate the realization of assets and the satisfaction of liabilities in the normal course of business.
Note 2— Significant Accounting Policies
20 unchanged sentences
Depreciation is recorded over the estimated holding period.
−Removed: Depreciation rates are reviewed on a quarterly basis based on management's ongoing assessment of present and
+Added: Depreciation rates are reviewed on a quarterly basis based on management's ongoing assessment of present and estimated future market conditions, their effect on residual values at the expected time of disposal and the estimated holding periods.
+Added: Gains and losses on the sale of vehicles, including the costs associated with disposals, are included in depreciation of revenue earning vehicles and lease charges in the accompanying consolidated statements of operations.
HERTZ GLOBAL HOLDINGS, INC.
2 unchanged sentences
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
−Removed: estimated future market conditions, their effect on residual values at the expected time of disposal and the estimated holding periods.
−Removed: Gains and losses on the sale of vehicles, including the costs associated with disposals, are included in depreciation of revenue earning vehicles and lease charges in the accompanying consolidated statements of operations.
For program vehicles, the manufacturers agree to repurchase the vehicles at a specified price or guarantee the depreciation rate on the vehicles during established repurchase or auction periods, subject to, among other things, certain vehicle condition, mileage and holding period requirements.
Vehicle repurchase programs guarantee on an aggregate basis the residual value of the program vehicle upon sale according to certain parameters which include the holding period, mileage and condition of the vehicles.
+Added: Long-lived Assets
+Added: Long-lived assets are amortized using the straight-line method over the estimated economic lives of the assets, which range from one to forty years .
+Added: Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying value of such assets may not be recoverable.
+Added: Determination of recoverability is based on an estimate of undiscounted future cash flows resulting from the use of the asset and its eventual disposition.
+Added: Measurement of an impairment loss for long-lived assets that management expects to hold and use is based on the estimated fair value of the asset.
+Added: Long-lived assets to be disposed of are reported at the lower of carrying value or estimated fair value less costs to sell.
The Company accounts for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements.
3 unchanged sentences
In making such a determination, the Company considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning strategies, carryback potential if permitted under the tax law, and results of recent operations.
−Removed: The Company records uncertain tax positions in accordance with ASC 740 on the basis of a two-step process in which (1) the Company determines whether it is more likely than not that the tax positions will be sustained on the basis of the technical merits of the position and (2) for those tax positions that meet the more-likely-than-not recognition threshold, the Company recognizes the largest amount of tax benefit that is more than 50 percent likely to be realized upon ultimate settlement with the related tax authority.
+Added: The Company records uncertain tax positions in accordance with ASC 740 on the basis of a two-step process in which (i) the Company determines whether it is more likely than not that the tax positions will be sustained on the basis of the technical merits of the position and (ii) for those tax positions that meet the more-likely-than-not recognition threshold, the Company recognizes the largest amount of tax benefit that is more than 50 percent likely to be realized upon ultimate settlement with the related tax authority.
The Company recognizes interest and penalties related to unrecognized tax benefits on the income tax expense line in the accompanying consolidated statements of operations.
6 unchanged sentences
These represent an estimate for both reported accident claims not yet paid, and claims incurred but not yet reported and are recorded on an undiscounted basis.
−Removed: Reserve requirements are based on rental volume and actuarial evaluations of historical accident claim experience and trends, as well as future projections of ultimate losses, expenses and administrative costs.
−Removed: The adequacy of the liability is monitored quarterly based on evolving accident claim history and insurance related state legislation changes.
+Added: Reserve requirements are based on actuarially determined estimates using historical claims experience.
+Added: The adequacy of the liability is monitored quarterly based on evolving accident claim history.
If the Company's estimates change or if actual results differ from these assumptions, the amount of the recorded liability is adjusted to reflect these results.
−Removed: Recoverability of Goodwill and Indefinite-lived Intangible Assets
−Removed: The Company tests the recoverability of its goodwill and indefinite-lived intangible assets by performing an impairment analysis on an annual basis, as of October 1, and at interim periods when circumstances require as a result of a triggering event.
HERTZ GLOBAL HOLDINGS, INC.
2 unchanged sentences
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
+Added: Recoverability of Goodwill and Indefinite-lived Intangible Assets
+Added: The Company tests the recoverability of its goodwill and indefinite-lived intangible assets by performing an impairment analysis on an annual basis, as of October 1, and at interim periods when circumstances require as a result of a triggering event.
A goodwill impairment charge is calculated as the amount by which a reporting unit's carrying amount exceeds its fair value.
19 unchanged sentences
Performance obligations associated with rental related activities, such as charges to the customer for the fueling and electric charging of vehicles and value-added services such as loss damage waivers, insurance products, navigation units, supplemental equipment and other consumables, are also satisfied over the rental period.
−Removed: Revenue from charges that are charged to the customer, such as gasoline, vehicle licensing and airport concession fees, is recorded on a gross basis with a corresponding charge to direct vehicle and operating expense.
+Added: Revenue from amounts that are charged to the customer, such as gasoline, vehicle licensing and airport concession fees, is recorded on a gross basis with a corresponding charge to direct vehicle and operating expense.
The Company recognizes revenue related to collections from customers for vehicle damages.
4 unchanged sentences
The associated revenue is recognized when the customer redeems the loyalty points at some point in the future.
−Removed: The retail value of loyalty points is estimated based on the current retail value measured as of the date the loyalty points are earned, less an estimated amount representing loyalty points that are not expected to be redeemed (“breakage”).
−Removed: Breakage is reviewed on a quarterly basis and includes significant assumptions such as historical breakage trends and internal Company forecasts.
+Added: The retail value of loyalty points is estimated based on the current retail value measured as of the date the loyalty points
HERTZ GLOBAL HOLDINGS, INC.
2 unchanged sentences
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
+Added: are earned, less an estimated amount representing loyalty points that are not expected to be redeemed (“breakage”).
+Added: Breakage is reviewed on a quarterly basis and includes significant assumptions such as historical breakage trends and internal Company forecasts.
Customer Rebates - The Company has business customers that rent vehicles based on terms that have been negotiated through contracts with their employers, or other entities with which they are associated (“commercial contracts”), which can differ substantially from the terms on which the Company rents vehicles to the general public.
17 unchanged sentences
Restricted cash and cash equivalents include cash and cash equivalents that are not readily available for use in the Company's operating activities.
−Removed: Restricted cash and cash equivalents are primarily comprised of proceeds from the disposition of vehicles pledged under the terms of vehicle debt financing arrangements and are restricted for the purchase of revenue earning vehicles and other specified uses under the vehicle debt facilities, cash utilized as credit enhancement under those arrangements, proceeds from the Term Loan C which are utilized to collateralize letters of credit, and certain cash accounts supporting regulatory reserve requirements related to the Company's self-insurance.
+Added: Restricted cash and cash equivalents are primarily comprised of proceeds from the disposition of vehicles pledged under the terms of vehicle debt financing arrangements and are restricted for the purchase of revenue earning vehicles and other specified uses under the vehicle debt facilities, cash utilized as credit enhancement under those arrangements, proceeds from the Term C Loan which are utilized to collateralize letters of credit, and certain cash accounts supporting regulatory reserve requirements related to the Company's self-insurance.
These funds are primarily held in demand deposit and money market accounts or in highly rated money market funds with investments primarily in government and corporate obligations.
2 unchanged sentences
The Company limits exposure relating to financial instruments by diversifying the financial instruments among various counterparties, which consist of major financial institutions.
−Removed: Receivables, Net of Allowance
−Removed: Receivables are stated net of allowances and primarily represent credit extended to vehicle manufacturers, customers that satisfy defined credit criteria, and amounts due from customers resulting from damage to rental
HERTZ GLOBAL HOLDINGS, INC.
2 unchanged sentences
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
+Added: Receivables, Net of Allowance
+Added: Receivables are stated net of allowances and primarily represent credit extended to vehicle manufacturers, customers that satisfy defined credit criteria, and amounts due from customers resulting from damage to rental vehicles.
The estimate of the allowance for doubtful accounts is based on the Company's future expected losses and its judgement as to the likelihood of ultimate payment.
8 unchanged sentences
Total property and equipment, net $ 623 $ 671
−Removed: Land is stated at cost and reviewed for impairment as further disclosed below in "Long-lived Assets, Including Finite-lived Intangible Assets."
+Added: Land is stated at cost and reviewed for impairment as further disclosed above in "Long-lived Assets."
Property and equipment are stated at cost and are depreciated utilizing the straight-line method over the estimated useful lives of the related assets.
6 unchanged sentences
The Company follows the practice of expensing maintenance and repair costs for service vehicles, furniture and fixtures, and equipment, including the cost of minor replacements.
−Removed: Long-lived Assets, Including Finite-lived Intangible Assets
+Added: Finite-lived Intangible Assets
Finite-lived intangible assets include concession agreements, technology, customer relationships and other intangibles.
−Removed: Long-lived assets and intangible assets with finite lives, including technology-related intangibles, are amortized using the straight-line method over the estimated economic lives of the assets, which range from one to forty years and two to fifteen years , respectively.
−Removed: Long-lived assets and intangible assets with finite lives are reviewed for impairment whenever events or changes in circumstances indicate that the carrying value of such assets may not be recoverable.
+Added: Intangible assets with finite lives, including technology-related intangibles, are amortized using the straight-line method over the estimated economic lives of the assets, which range from two to fifteen years .
+Added: Intangible assets with finite lives are reviewed for impairment whenever events or changes in circumstances indicate that the carrying value of such assets may not be recoverable.
Determination of recoverability is based on an estimate of undiscounted future cash flows resulting from the use of the asset and its eventual disposition.
−Removed: Measurement of an impairment loss for long-lived assets that management expects to hold and use is based on the estimated fair value of the asset.
−Removed: Long-lived assets to be disposed of are reported at the lower of carrying value or estimated fair value less costs to sell.
Stock-Based Compensation
47 unchanged sentences
Recently Issued Accounting Pronouncements
+Added: Adopted as of December 31, 2024
+Added: Improvements to Reportable Segment Disclosures
+Added: In November 2023, the FASB issued guidance that modifies segment reporting disclosure requirements, primarily through enhanced disclosures about significant segment expenses.
+Added: The guidance is effective for annual periods beginning after December 15, 2023 and interim periods beginning after December 15, 2024 using a retrospective transition method.
+Added: Early adoption is permitted.
+Added: The Company adopted the guidance on a retrospective basis when it became effective and has included the required disclosures in this 2024 Annual Report.
Not Yet Adopted as of December 31, 2024
+Added: Disaggregation of Income Statement Expenses
+Added: In November 2024, the FASB issued guidance to enhance disclosures related to, among other items, specified information about certain costs and expenses for commonly presented expense captions included in the financial statements.
+Added: The guidance is effective for annual periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027 using either a prospective or retrospective transition method.
+Added: Early adoption is permitted.
+Added: The Company is in the process of determining the timing of adoption and assessing the overall impact of adopting this guidance on its disclosures.
Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative
3 unchanged sentences
Early adoption is not permitted.
−Removed: The Company is in the process of assessing the overall impact of adopting this guidance on its disclosures.
−Removed: Improvements to Reportable Segment Disclosures
−Removed: In November 2023, the FASB issued guidance that modifies segment reporting disclosure requirements, primarily through enhanced disclosures about significant segment expenses.
−Removed: The guidance is effective for annual periods beginning after December 15, 2023 and interim periods beginning after December 15, 2024 using a retrospective transition method.
−Removed: Early adoption is permitted.
−Removed: The Company is in the process of determining the timing of the adoption and assessing the overall impact of adopting this guidance on its disclosures.
−Removed: Improvements to Income Tax Disclosures
−Removed: In December 2023, the FASB issued guidance to enhance income tax disclosures related to, among other items, rate reconciliation and income taxes paid.
−Removed: The guidance is effective for annual periods beginning after December 15, 2024.
−Removed: Early adoption is permitted.
−Removed: The Company is in the process of determining the timing of the adoption and assessing the overall impact of adopting this guidance on its disclosures.
+Added: The Company intends to adopt the guidance when it becomes effective and will include the required disclosures in its applicable Quarterly Report on Form 10-Q and or Annual Report on Form 10-K, dependent upon the timing of the SEC’s removal of the applicable disclosures from Regulation S-X or Regulation S-K.
HERTZ GLOBAL HOLDINGS, INC.
2 unchanged sentences
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
+Added: Improvements to Income Tax Disclosures
+Added: In December 2023, the FASB issued guidance to enhance income tax disclosures related to, among other items, rate reconciliation and income taxes paid.
+Added: The guidance is effective for annual periods beginning after December 15, 2024.
+Added: Early adoption is permitted.
+Added: The Company intends to adopt the guidance when it becomes effective and will include the required disclosures in its Annual Report on Form 10-K for the year ending December 31, 2025.
+Added: Note 3— Long-Lived Assets Impairment
+Added: During the third quarter of 2024, at the conclusion of the Company’s historical peak rental season, there was a reduction in the cash flow projections in the Americas RAC and International RAC segments, indicating that the carrying values of their long-lived assets may not be recoverable.
+Added: The reduction was largely attributed to the acceleration of the rental fleet rotation in the segments, where shortening the useful life reduced the potential future cash flows expected to be earned from the fleet.
+Added: Operating cash flow projections also deteriorated from delayed timing of operating cost improvements and longer timeframes associated with revenue maximization initiatives.
+Added: As a result, the Company tested the recoverability of its long-lived assets, consisting of revenue earning vehicles, ROU assets and property and equipment (collectively, the “Long-Lived Assets”) in its Americas RAC and International RAC segments by comparing the carrying values against undiscounted future cash flow projections and determined that an impairment existed.
+Added: Effective August 31, 2024, the Long-Lived Assets were written down to their estimated fair values.
+Added: The fair value for revenue earning vehicles was determined using a market approach utilizing prices for similar assets in active markets.
+Added: Fair value for ROU assets was determined using a discounted cash flow income approach considering estimated market rent.
+Added: The fair value for property and equipment was determined using a market approach, where available, and where not available, a cost approach utilizing estimated replacement cost.
+Added: This resulted in recognizing impairment charges of $ 923 million and $ 125 million against the Company's revenue earning vehicles and ROU assets, respectively.
+Added: No impairment was recognized for property and equipment assets.
+Added: The total impairment charge of $ 1.0 billion is recorded in Long-Lived Assets impairment in the accompanying consolidated statement of operations for the year ended December 31, 2024, of which $ 865 million and $ 183 million related to the Americas RAC and International RAC segments, respectively.
+Added: Further changes in market conditions or the performance of our long-lived assets could result in an additional impairment charge.
Note 4— Divestitures
6 unchanged sentences
The leaseback is classified as an operating lease with a term of 36 months.
−Removed: On March 30, 2021, the Company completed the sale of substantially all of the assets and certain liabilities of its Donlen subsidiary.
−Removed: For the year ended December 31, 2021, the Company recognized a pre-tax gain in its corporate operations of $ 400 million, net of the impact of foreign currency adjustments, based on the difference in cash proceeds received of $ 891 million less $ 543 million net book value of assets sold plus a $ 53 million receivable in connection with the sale where cash proceeds were received in September 2021.
−Removed: Termination of 767 Auto Leasing Agreement
−Removed: In January 2018, Hertz entered into a Master Motor Vehicle Lease and Management Agreement (the “767 Lease Agreement”) pursuant to which Hertz granted 767 Auto Leasing LLC (“767”) the option to acquire certain vehicles from Hertz at rates aligned with the rates at which Hertz sold vehicles to third parties where 767’s payment obligations were guaranteed by American Entertainment Properties Corp.
−Removed: The 767 Lease Agreement was terminated effective October 31, 2021.
−Removed: Prior to the termination of the 767 Lease Agreement, the Company determined that it was the primary beneficiary of 767 due to its power to direct the activities of 767 that most significantly impacted 767's economic performance and the Company's obligation to absorb 25 % of 767's gains/losses and, accordingly, 767 was consolidated by the Company as a VIE.
−Removed: During the year ended December 31, 2021, 767 distributed $ 38 million to AEPC along with the return of certain vehicles, and there were no cash contributions from AEPC to 767.
HERTZ GLOBAL HOLDINGS, INC.
10 unchanged sentences
Revenue earning vehicles, net (2)
−Removed: (1) Represents the carrying amount of vehicles classified as held for sale as of the respective balance sheet date, including the EV Disposal Group as disclosed below.
+Added: $ 11,963 $ 14,651
+Added: (1) Represents the carrying amount of vehicles classified as held for sale as of the respective balance sheet date.
+Added: As of December 31, 2023, also includes the First EV Disposal Group, as defined and disclosed below.
+Added: (2) As of December 31, 2024, includes an impairment charge recognized against the Company's revenue earnings vehicles in the third quarter of 2024.
+Added: See Note 3, "Long-Lived Assets Impairment," for further details.
Depreciation of revenue earning vehicles and lease charges, net includes the following:
6 unchanged sentences
Depreciation of revenue earning vehicles and lease charges, net $ 3,611 $ 2,039 $ 701
−Removed: (1) Includes the write-down to fair value for vehicles classified as held for sale, including the EV Disposal Group as disclosed below, for the year ended December 31, 2023.
−Removed: In December 2023, the Company identified the EV Disposal Group it desired to sell to in response to management's determination that the supply of EVs exceed customer demand, elevated EV damage and collision costs and a decline in EV residual values.
−Removed: As a result, the EV Disposal Group, included in the Company's Americas RAC segment, has been classified as held for sale with an aggregate carrying value of $ 542 million and is included in revenue earning vehicles, net in the accompanying consolidated balance sheet as of December 31, 2023.
−Removed: The carrying values of the vehicles included in the EV Disposal Group were written down to fair value less costs to sell and resulted in a write-down of $ 245 million, which is included in depreciation of revenue earning vehicles and lease charges, net in the accompanying consolidated statement of operations for the year ended December 31, 2023.
−Removed: The Company expects to complete the sale of the EV Disposal Group, primarily through its standard disposition channels, within the next 12 months.
+Added: (1) Includes the write-down to fair value for vehicles classified as held for sale, including the EV Disposal Groups, as defined and disclosed below, for the years ended December 31, 2024 and 2023.
+Added: Electric Vehicles Held for Sale
+Added: In December 2023, the Company identified a group of EVs in the Americas RAC segment (the "First EV Disposal Group") that it desired to sell.
+Added: In March 2024, the Company identified an incremental group of EVs in the Americas RAC and International RAC segments (together with the First EV Disposal Group, the "EV Disposal Groups") that it also desired to sell.
+Added: The EV Disposal Groups were in response to management's determination that the supply of EVs exceeded customer demand, elevated EV damage and collision costs, and a decline in EV residual values.
+Added: As a result, the EV Disposal Groups were classified as held for sale.
+Added: As of December 31, 2024, the sale of the EV Disposal Groups was substantially complete.
+Added: During the year ended December 31, 2024, the Company incurred incremental charges, primarily in the first half of 2024, of $ 175 million for the write-down on the vehicles, of which $ 164 million and $ 11 million are associated with the Americas RAC and International RAC segments, respectively, and $ 48 million for losses incurred on the vehicles sold, primarily in the Americas RAC segment, which amounts are included in depreciation of revenue earning vehicles and lease charges, net in the accompanying consolidated statement of operations.
+Added: The aggregate carrying value of the First EV Disposal Group of $ 542 million is included in revenue earning vehicles, net in the accompanying consolidated balance sheet as of December 31, 2023.
Note 6— Goodwill and Intangible Assets, Net
Recoverability of Goodwill and Indefinite-lived Intangible Assets
−Removed: On an annual basis as of October 1, and at interim periods when circumstances require as a result of a triggering event as defined by ASC 350 - Intangibles, Goodwill and Other ("Topic 350"), the Company tests the recoverability of its goodwill and indefinite-lived intangible assets by performing an impairment analysis.
−Removed: An impairment is deemed to exist if the carrying value of goodwill or indefinite-lived intangible assets exceed their fair value as determined using level 3 inputs under the U.S.
+Added: On an annual basis as of October 1, and at interim periods when circumstances require as a result of a triggering event as defined by ASC 350 - Intangibles, Goodwill and Other, the Company tests the recoverability of its goodwill and indefinite-lived intangible assets by performing an impairment analysis.
+Added: An impairment is deemed to exist if the carrying value of goodwill or indefinite-lived intangible assets exceed their fair value as determined using Level 3
+Added: HERTZ GLOBAL HOLDINGS, INC.
+Added: AND SUBSIDIARIES
+Added: THE HERTZ CORPORATION AND SUBSIDIARIES
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
+Added: inputs under the U.S.
GAAP fair value hierarchy.
The reviews of fair value involve judgment and estimates, including projected revenues, long-term growth rates, royalty rates and discount rates.
−Removed: The Company believes that its valuation techniques and assumptions are reasonable for this purpose.
The Company performed the goodwill impairment analyses using the income approach, a measurement using Level 3 inputs under the U.S.
1 unchanged sentence
In performing the impairment analyses, the weighted-average cost of capital used in the discounted cash flow model was calculated based upon the fair value of the Company's debt and share price with a debt-to-equity ratio comparable to the vehicle rental car industry.
−Removed: This present value model requires management to estimate future cash flows and forecasted EBITDA margins and
−Removed: HERTZ GLOBAL HOLDINGS, INC.
−Removed: AND SUBSIDIARIES
−Removed: THE HERTZ CORPORATION AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
−Removed: capital investments of each reporting unit.
+Added: This present value model requires management to estimate future cash flows and forecasted EBITDA margins and capital investments of each reporting unit.
The assumptions the Company used to estimate future cash flows and EBITDA margins are consistent with the assumptions that the reporting units use for internal planning purposes, which the Company believes would be generally consistent with that of a market participant.
6 unchanged sentences
The discount rate used for each indefinite-lived intangible ranged from 12.0 % to 20.0 %.
−Removed: All indefinite-lived intangibles were noted to have fair values that exceeded their carrying values, the lowest of which was greater than 25 %.
+Added: Each of the Company's indefinite-lived intangible assets had fair values that exceeded their respective carrying values by more than 25 %, except for the Dollar and Thrifty tradename in the Company’s U.S.
+Added: RAC segment which was in excess by 10 % of the carrying value of $ 934 million.
+Added: Further deterioration in the Company’s cash flows or the weighted average cost of capital assumptions may result in an impairment charge to earnings in future quarters.
+Added: The Company will continue to closely monitor actual results versus its expectations and the resulting impact to its assumptions about future estimated cash flows and the weighted average cost of capital.
+Added: If the Company's expectations of the operating results, both in magnitude or timing, do not materialize, or if its weighted average cost of capital increases, the Company may be required to record goodwill and indefinite-lived intangible asset impairment charges, which could be material.
The following summarizes the changes in the Company's goodwill by segment:
10 unchanged sentences
$ 1,028 $ 16 $ 1,044
+Added: HERTZ GLOBAL HOLDINGS, INC.
+Added: AND SUBSIDIARIES
+Added: THE HERTZ CORPORATION AND SUBSIDIARIES
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(In millions) Americas RAC segment International RAC segment Total
5 unchanged sentences
Goodwill disposal and other changes during the period — — —
−Removed: ( 1 ) — ( 1 )
Balance as of December 31, 2023
2 unchanged sentences
$ 1,028 $ 16 $ 1,044
−Removed: HERTZ GLOBAL HOLDINGS, INC.
−Removed: AND SUBSIDIARIES
−Removed: THE HERTZ CORPORATION AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
Intangible Assets, Net
14 unchanged sentences
Total intangible assets, net $ 3,765 $ ( 913 ) $ 2,852
+Added: HERTZ GLOBAL HOLDINGS, INC.
+Added: AND SUBSIDIARIES
+Added: THE HERTZ CORPORATION AND SUBSIDIARIES
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
December 31, 2023
18 unchanged sentences
Amortization of intangible assets $ 25 $ 48 $ 45
−Removed: HERTZ GLOBAL HOLDINGS, INC.
−Removed: AND SUBSIDIARIES
−Removed: THE HERTZ CORPORATION AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
The following table summarizes the Company's expected amortization expense based on its amortizable intangible assets as of December 31, 2024:
6 unchanged sentences
Non-Vehicle Debt
−Removed: First Lien RCF N/A Floating 6/2026 $ — $ —
+Added: First Lien RCF 8.17 % Floating 6/2026 $ 175 $ —
Term B Loan 8.18 % Floating 6/2028 1,255 1,268
+Added: HERTZ GLOBAL HOLDINGS, INC.
+Added: AND SUBSIDIARIES
+Added: THE HERTZ CORPORATION AND SUBSIDIARIES
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
+Added: Facility Weighted-Average Interest Rate as of December 31, 2024
+Added: Rate Maturity December 31,
+Added: 2024 December 31,
Incremental Term B Loan 8.29 % Floating 6/2028 495 500
Term C Loan 8.18 % Floating 6/2028 245 245
+Added: First Lien Senior Notes (1)
+Added: 12.63 % Fixed 7/2029 1,250 —
+Added: Exchangeable Notes (2)
+Added: 8.00 % Fixed 7/2029 250 —
Senior Notes Due 2026 4.63 % Fixed 12/2026 500 500
12 unchanged sentences
HVF III Series 2021-1 (5)
+Added: N/A Fixed 12/2024 — 2,000
+Added: HVF III Series 2021-2 (5)
2.12 % Fixed 12/2026 2,000 2,000
4 unchanged sentences
HVF III Series 2022-3 (5)
+Added: N/A Fixed 3/2024 — 192
+Added: HVF III Series 2022-4 (5)
4.22 % Fixed 9/2025 667 667
9 unchanged sentences
6.66 % Fixed 3/2029 500 500
−Removed: HERTZ GLOBAL HOLDINGS, INC.
−Removed: AND SUBSIDIARIES
−Removed: THE HERTZ CORPORATION AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
−Removed: Facility Weighted-Average Interest Rate as of December 31, 2023
−Removed: Rate Maturity December 31,
−Removed: 2023 December 31,
HVF III Series 2024-1 (5)
3 unchanged sentences
Vehicle Debt - Other
−Removed: Repurchase Facility N/A Fixed N/A — 86
European ABS (5)
11 unchanged sentences
Total Debt $ 16,335 $ 15,691
+Added: HERTZ GLOBAL HOLDINGS, INC.
+Added: AND SUBSIDIARIES
+Added: THE HERTZ CORPORATION AND SUBSIDIARIES
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
N/A - Not applicable
−Removed: (1) Other non-vehicle debt is primarily comprised of $ 8 million and $ 6 million in finance lease obligations as of December 31, 2023 and 2022, respectively.
+Added: (1) The effective interest rate as of December 31, 2024, inclusive of the First Lien Senior Notes issued in June 2024 and December 2024, as disclosed below, was approximately 10.5 %.
+Added: (2) The effective interest rate as of December 31, 2024, inclusive of the bifurcated Exchange Feature, as disclosed below, and PIK interest, was approximately 15.0 %.
+Added: (3) Other non-vehicle debt is primarily comprised of $ 1 million in finance lease obligations as of December 31, 2023.
+Added: (4) Includes approximately $ 9 million of unamortized debt issuances costs associated with the Exchangeable Notes as of December 31, 2024.
(5) Maturity reference is to the earlier "expected final maturity date" as opposed to the subsequent "legal final maturity date." The expected final maturity date is the date by which Hertz and investors in the relevant indebtedness originally expect the outstanding principal of the relevant indebtedness to be repaid in full.
3 unchanged sentences
First Lien Credit Agreement
−Removed: Pursuant to the Plan of Reorganization, on the Effective Date, Hertz entered into the First Lien Credit Agreement that provided for the following:
−Removed: • the First Lien RCF for revolving loans and letters of credit up to an aggregate principal amount of $ 1.3 billion;
−Removed: • Term B Loan for term loans in an aggregate principal amount of $ 1.3 billion;
−Removed: • Term C Loan for term loans that are available to cash collateralize letters of credit in an aggregate principal amount of $ 245 million.
−Removed: HERTZ GLOBAL HOLDINGS, INC.
−Removed: AND SUBSIDIARIES
−Removed: THE HERTZ CORPORATION AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
First Lien RCF:
−Removed: The First Lien RCF bears interest at a benchmark rate plus spread.
−Removed: The following table indicates the various currencies and benchmark rates applicable to loans under the First Lien RCF.
−Removed: Currencies Benchmark rates
−Removed: dollar Term SOFR (1) or Prime rate (as per terms of loan)
−Removed: Eurodollar EURIBOR rate or Base rate (as per terms of loan)
−Removed: Australian dollar Bank Bill Swap Reference Bid Rate
−Removed: Canadian dollar Canadian prime rate or an adjusted Canadian Dollar Offered Rate ("CDOR") (as per terms of loan)
−Removed: Sterling Daily Simple Sterling Overnight Index Average ("SONIA")
−Removed: (1) Prior to March 2022, the First Lien RCF had a benchmark rate of USD LIBOR or Prime rate.
As of December 31, 2024, ABR Loans and Canadian Prime Rate Loans, as defined under the First Lien Credit Agreement, bear interest at the relevant benchmark rate plus an applicable margin of 2.50 %.
1 unchanged sentence
dollar, Eurodollar, Sterling and Canadian dollar loans are equal to a local currency benchmark plus a margin of 3.50 %.
−Removed: The above referenced margins are dependent upon the Company's Consolidated Total Corporate Leverage Ratio, as defined under the First Lien Credit Agreement.
−Removed: In each case, the margin may change depending on Hertz’s Total Corporate Leverage Ratio.
+Added: The above referenced margins are dependent upon Hertz's consolidated total corporate leverage ratio, as defined in the First Lien Credit Agreement.
The First Lien RCF matures on June 30, 2026.
−Removed: Hertz increased the aggregate committed amount of the First Lien RCF from $ 1.3 billion to $ 1.9 billion and the sublimit for letters of credit from $ 1.1 billion to $ 1.8 billion through various increases that occurred during the year ended December 31, 2022.
−Removed: In March 2023, Hertz increased the aggregate committed amount of the First Lien RCF from $ 1.9 billion to $ 2.0 billion.
−Removed: Term B Loan and Term C Loan :
−Removed: In May 2023, the First Lien Credit Agreement was amended to change the benchmark interest rate on the Term Loans from USD LIBOR to term SOFR in connection with the cessation of USD LIBOR.
−Removed: As per the amended First Lien Credit Agreement, the Term Loans bear interest based on an alternate base rate ("ABR") or term SOFR, in each case, plus an applicable margin of (i) 2.25 % in the case of the ABR, or (ii) 3.25 % in the case of term SOFR.
−Removed: In each case, the margin may change depending on Hertz's consolidated total corporate leverage ratio, as defined in the First Lien Credit Agreement (the "Total Corporate Leverage Ratio").
−Removed: The First Lien Credit Agreement requires the Term B Loan to be repaid in quarterly installments of $ 3.3 million per quarter.
−Removed: Each of the Term B Loan and Term C Loan mature on June 30, 2028.
−Removed: Incremental Term B Loan:
−Removed: In November 2023, the First Lien Credit Agreement was amended to provide for the Incremental Term B Loan in an aggregate principal amount of $ 500 million.
−Removed: The Incremental Term B Loan bears interest based on an ABR or term SOFR, in each case, plus an applicable margin of (i) 2.75 % in the case of the ABR, or (ii) 3.75 % in the case of term SOFR.
−Removed: The amended First Lien Credit Agreement requires the Incremental Term B Loan to be repaid in quarterly installments of $ 1.25 million beginning March 31, 2024 until maturity.
−Removed: The Incremental Term B Loan matures on June 30, 2028.
−Removed: 2021 Senior Notes
−Removed: In November 2021, Hertz issued $ 1.5 billion of unsecured senior notes consisting of $ 500 million Senior Notes Due 2026 and $ 1.0 billion Senior Notes Due 2029.
−Removed: The Senior Notes Due 2026 and the Senior Notes Due 2029 are Hertz's senior unsecured obligations and are guaranteed by each of Hertz’s direct and indirect U.S.
+Added: In April 2024, the First Lien Credit Agreement, which requires Hertz to comply with a financial covenant consisting of a ratio of first lien debt to Consolidated EBITDA, as defined within the First Lien Credit Agreement, which may be materially different than Adjusted Corporate EBITDA presented in Part II, Item 7 of this Annual Report, was amended.
+Added: Amendment No.
+Added: 8 required a ratio of less than or equal to 5.0 x in the second and third quarters of 2024 and requires 4.75 x in the fourth quarter of 2024 and the first quarter of 2025.
+Added: Amendment No.
+Added: 8 also contained a minimum liquidity covenant of $ 400 million for each month ending in the second and third quarters of 2024 and $ 500 million for each month ending in the fourth quarter of 2024 and the first quarter of 2025.
+Added: Liquidity as defined in the First Lien Credit Agreement may be materially different than corporate liquidity presented in Part II, Item 7 of this 2024 Annual Report.
+Added: Amendment No.
+Added: 8 also adds certain limitations on Restricted Payments and Permitted Investments (each as defined in the First Lien Credit Agreement).
+Added: Under the terms of Amendment No.
+Added: 8, the increased First Lien Ratio, minimum liquidity covenant, and limitations on Restricted Payments and Permitted Investments will sunset on the first day of the second quarter of 2025.
+Added: In July 2024, consistent with obligations arising from the issuance of the First Lien Senior Notes and the Exchangeable Notes, as disclosed below, Hertz Holdings entered into a parent guarantee agreement with the administrative agent for the First Lien Credit Agreement.
+Added: Prior to the issuance of each of the First Lien Senior Notes and the Exchangeable Notes, Hertz Holdings did not guarantee the obligations under the First Lien Credit Agreement.
+Added: First Lien Senior Notes
+Added: In June 2024, Hertz issued $ 750 million in aggregate principal amount of the First Lien Senior Notes, which are guaranteed by Hertz Holdings, Rental Car Intermediate Holdings, LLC and each of Hertz’s direct and indirect U.S.
subsidiaries that are guarantors under the First Lien Credit Agreement.
+Added: The First Lien Senior Notes bear interest at a rate of 12.625 % per annum payable semi-annually in arrears on January 15 and July 15 of each year, beginning in January 2025.
+Added: The First Lien Senior Notes mature July 2029.
+Added: In December 2024, Hertz issued an additional $ 500 million in aggregate principal amount of First Lien Senior Notes.
+Added: The additional First Lien Senior Notes are the same class and series, and otherwise identical to, the First Lien Senior Notes issued in June 2024, as disclosed above.
HERTZ GLOBAL HOLDINGS, INC.
2 unchanged sentences
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
+Added: Exchangeable Notes
+Added: In June 2024, Hertz issued $ 250 million in aggregate principal amount of the Exchangeable Notes, which are guaranteed by Hertz Holdings, Rental Car Intermediate Holdings, LLC and each of Hertz’s direct and indirect U.S.
+Added: subsidiaries that are guarantors under the First Lien Credit Agreement.
+Added: The Exchangeable Notes bear PIK interest payable semi-annually in arrears on July 15 and January 15 of each year, beginning in January 2025.
+Added: The Exchangeable Notes mature in July 2029, unless repurchased, redeemed or exchanged, in accordance with their terms prior to the Maturity Date.
+Added: Prior to April 15, 2029, the Exchangeable Notes will be exchangeable only upon satisfaction of certain conditions and during certain periods.
+Added: Thereafter, the Exchangeable Notes will be exchangeable at any time until the close of business on the second scheduled trading day immediately preceding the Maturity Date.
+Added: The Exchangeable Notes will be exchangeable by holders into shares of Hertz Global common stock, cash or a combination of common stock and cash, at the Company's election, at an initial exchange rate of 150.9388 shares per $1,000 principal amount of Exchangeable Notes, corresponding to an initial exchange price of $ 6.6252 per share, subject to adjustment upon the occurrence of certain events.
+Added: The Company may redeem the Exchangeable Notes on or after July 20, 2027 and on or prior to the 31st scheduled trading day immediately preceding the Maturity Date, if the last reported sale price per share of Hertz Global common stock has been at least 250 % of the exchange price for the Exchangeable Notes for certain specified periods.
+Added: The Company may redeem all (but not part) of the Exchangeable Notes at a cash redemption price equal to the initial principal amount of the Exchangeable Notes to be redeemed plus PIK interest on such Exchangeable Notes for each interest payment date occurring on or prior to the redemption date plus accrued and unpaid PIK interest on such Exchangeable Notes to, but not including, the redemption date.
+Added: At the time of issuance, certain investors affiliated with CK Amarillo, which is an affiliate of Hertz Holdings, purchased approximately $ 44 million of the Exchangeable Notes.
+Added: In addition, in December 2024, Hertz paid certain investors affiliated with CK Amarillo approximately $ 1 million in consent fees in exchange for such investors tendering their consents, in a consent solicitation of holders of the Exchangeable Notes, to amend certain provisions of the indenture governing the Exchangeable Notes.
+Added: Refer to Note 16, "Related Party Transactions," for further details.
+Added: Upon issuance, the Company bifurcated the Exchange Feature from the Exchangeable Notes for accounting purposes utilizing applicable guidance.
+Added: As a result, the Company recognized a debt discount of $ 68 million within non-vehicle debt, representing the initial fair value of the Exchange Feature.
+Added: As of December 31, 2024, the fair value of the Exchange Feature was $ 61 million.
+Added: Refer to Note 13, "Fair Value Measurements," for further details.
+Added: The net carrying amount of the Exchangeable Notes consists of the following:
+Added: (In millions) December 31, 2024
+Added: Principal $ 250
+Added: Unamortized debt discount and debt issuance costs (1)
+Added: Net carrying amount $ 179
+Added: (1) The debt discount is amortized to non-vehicle interest expense over the term of the Exchangeable Notes using the effective interest method.
+Added: HERTZ GLOBAL HOLDINGS, INC.
+Added: AND SUBSIDIARIES
+Added: THE HERTZ CORPORATION AND SUBSIDIARIES
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
+Added: The Company recognized interest expense associated with the Exchangeable Notes as follows below for the year ended December 31, 2024.
+Added: There was no interest expense recognized for the years ending December 31, 2023 and 2022.
+Added: Year ended December 31,
+Added: (In millions) 2024
+Added: Contractual interest expense $ 10
+Added: Amortization of debt discount and debt issuance costs 4
+Added: (Gain) loss on fair value of Exchange Feature (1)
+Added: (1) Refer also to Note 13, "Fair Value Measurements."
In June 2021, Hertz established the HVF III securitization platform (the "HVF III U.S.
6 unchanged sentences
Vehicle Medium Term Notes, the issued notes are subordinated based on class.
−Removed: Pursuant to the Plan of Reorganization, in June 2021, HVF III issued Series 2021-A Variable Funding Rental Car Asset Backed Notes (the "Series 2021-A Notes"), the Series 2021-1 Fixed Rate Rental Car Asset Backed Notes (the "Series 2021-1 Notes") and the Series 2021-2 Fixed Rate Rental Car Asset Backed Notes (the "Series 2021-2 Notes" and, together with the Series 2021-A Notes and the Series 2021-1 Notes, the “HVF III Series 2021 Notes”).
−Removed: In June 2021, in connection with the issuance of the HVF III Series 2021 Notes, Hertz entered into a new Master Motor Vehicle Operating Lease and Servicing Agreement (the “Operating Lease”) among HVF III, as lessor, Hertz, as a lessee, servicer and guarantor, DTG Operations, Inc., a wholly-owned subsidiary of the Company, as a lessee and other permitted lessees (together with Hertz and DTG Operations, Inc., the "Lessees"), pursuant to which HVF III will lease vehicles to the Lessees.
From time to time, Hertz or any of its subsidiaries (all affiliates of HVF III), at their discretion, may purchase and retain any part or portion of an issued notes’ series or class within a series under the HVF III U.S.
8 unchanged sentences
HVF III Series 2021-A Notes
−Removed: HVF III increased the commitments for the Series 2021-A Notes through various increases during the year ended December 31, 2022, increasing the maximum principal amount that may be outstanding from $ 3.0 billion to $ 3.9 billion.
−Removed: Additionally, in June 2022, the maturity date of the Series 2021-A Notes Class A Notes was extended to June 2024.
−Removed: In June 2023, HVF III increased the commitments for the Series 2021-A Notes, increasing the maximum principal amount that may be outstanding from $ 3.9 billion to $ 4.1 billion.
−Removed: Additionally, the maturity dates of the Series 2021-A Class A Notes and Class B Notes were extended to June 2025 and August 2025, respectively.
+Added: In April 2024, HVF III amended the HVF III Series 2021-A Notes to extend the maturity of the Class A Notes to April 2026.
+Added: In May 2024, HVF III amended the HVF III Series 2021-A Notes to reduce the Tesla concentration limit.
Vehicle Medium Term Notes
HVF III Series 2024-1 Notes and Series 2024-2 Notes
−Removed: In January 2022, HVF III issued the Series 2022-1 Notes and Series 2022-2 Notes in aggregate principal amounts of $ 750 million, respectively.
−Removed: At the time of issuance, Hertz, an affiliate of HVF III, purchased the Series 2022-1 Class D Notes and Series 2022-2 Class D Notes in aggregate principal amounts of $ 98 million, respectively.
−Removed: The Series 2022-1 Class D Notes were subsequently sold to third parties in July and August 2022.
−Removed: HVF III Series 2022-3 Notes :
−Removed: In March 2022, HVF III issued the Series 2022-3 Notes in four classes (Class A, Class B, Class C and Class D) in an aggregate principal amount of $ 383 million.
−Removed: At the time of issuance, Hertz, an affiliate
+Added: In July 2024, HVF III issued the Series 2024-1 Notes (Class A, Class B, Class C and Class D) and Series 2024-2 Notes (Class A, Class B, Class C and Class D) each in aggregate principal amounts of $ 375 million with maturity dates of January 2028 and January 2030, respectively.
+Added: There is subordination within each of the preceding series based on class.
HERTZ GLOBAL HOLDINGS, INC.
2 unchanged sentences
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
−Removed: of HVF III, purchased the Class D Notes in an aggregate principal amount of $ 50 million which were subsequently sold to third parties in July 2022.
−Removed: HVF III Series 2022-4 Notes :
−Removed: In March 2022, HVF III issued the Series 2022-4 Notes in four classes (Class A, Class B, Class C and Class D) in an aggregate principal amount of $ 667 million.
−Removed: At the time of issuance, Hertz, an affiliate of HVF III, purchased the Class D Notes in an aggregate principal amount of $ 87 million which were subsequently sold to third parties in August 2022.
−Removed: HVF III Series 2022-5 Notes :
−Removed: In March 2022, HVF III issued the Series 2022-5 Notes in four classes (Class A, Class B, Class C and Class D) in an aggregate principal amount of $ 364 million.
−Removed: At the time of issuance, Hertz, an affiliate of HVF III, purchased the Class D Notes in an aggregate principal amount of $ 47 million.
−Removed: HVF III Series 2023-1 Notes :
−Removed: In March 2023, HVF III issued the Series 2023-1 Notes in four classes (Class A, Class B, Class C and Class D) in an aggregate principal amount of $ 500 million.
−Removed: At the time of issuance, Hertz, an affiliate of HVF III, purchased the Class D Notes in an aggregate principal amount of $ 40 million.
−Removed: HVF III Series 2023-2 Notes :
−Removed: In March 2023, HVF III issued the Series 2023-2 Notes in four classes (Class A, Class B, Class C and Class D) in an aggregate principal amount of $ 300 million.
−Removed: HVF III Series 2023-3 Notes :
−Removed: In August 2023, HVF III issued the Series 2023-3 Notes in four classes (Class A, Class B, Class C and Class D) in an aggregate principal amount of $ 500 million.
−Removed: HVF III Series 2023-4 Notes :
−Removed: In August 2023, HVF III issued the Series 2023-4 Notes in four classes (Class A, Class B, Class C and Class D) in an aggregate principal amount of $ 500 million.
−Removed: There is subordination within each of the preceding series based on class.
−Removed: HVF III Series 2022-2, Series 2022-5 and Series 2023-1 Class D Notes (the "Class D Notes") :
−Removed: In September 2023, Hertz sold the Class D Notes to third parties.
−Removed: (In millions) Aggregate Principal Amount
−Removed: HVF III Series 2022-2 Class D Notes $ 98
−Removed: HVF III Series 2022-5 Class D Notes 47
−Removed: HVF III Series 2023-1 Class D Notes 40
Vehicle Debt-Other
−Removed: Repurchase Facilities
−Removed: Beginning in 2022, Hertz entered into, and in the future may continue to enter into, the Repurchase Facilities, whereby Hertz can sell and repurchase at a pre-determined price any retained notes under the HVF III U.S.
−Removed: Transactions occurring under the Repurchase Facilities are based on mutually agreeable terms and prevailing rates.
−Removed: As of December 31, 2023, Hertz does not hold any retained notes under the HVF III U.S.
−Removed: ABS Program and there were no repurchase transactions outstanding under the Repurchase Facilities.
The European ABS is the primary vehicle financing facility for the Company's vehicle rental operations in France, the Netherlands, Germany, Spain and Italy.
The lenders under the European ABS have been granted a security interest in the owned rental vehicles used in the Company's vehicle rental operations in these countries and certain contractual rights related to such vehicles.
−Removed: HERTZ GLOBAL HOLDINGS, INC.
−Removed: AND SUBSIDIARIES
−Removed: THE HERTZ CORPORATION AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
−Removed: In December 2022, the European ABS was amended to (i) increase the aggregate maximum borrowings to € 1.1 billion, (ii) extend the maturity to November 2024, and (iii) incorporate the Italian fleet within the European ABS financing structure.
−Removed: In connection with the amendment, the Hertz performance guarantee was amended to accommodate certain obligations of its Italian subsidiaries in their capacities as lessees, servicers and administrators under the amended European ABS.
−Removed: In September 2023, the European ABS was amended to (i) increase the aggregate maximum borrowings to € 1.2 billion, (ii) extend the maturity date to March 2026 and (iii) amend certain other provisions to provide for further operating flexibility.
+Added: In April 2024, International Fleet Financing No.
+Added: 2 BV ("IFF No.
+Added: 2"), an indirect, special purpose subsidiary of Hertz, amended the European ABS to increase the aggregate maximum borrowings from € 1.2 billion to € 1.3 billion.
+Added: In June 2024, the European ABS was amended to (i) incorporate the Belgium fleet within the European ABS financing structure and (ii) make certain other administrative amendments and revisions for the incorporation of the Belgian fleet.
+Added: The aggregate maximum borrowings available under the European ABS remain unchanged after giving effect to the aforementioned amendments and revisions.
Hertz Canadian Securitization
Hertz maintains a financing through TCL Funding Limited Partnership, a bankruptcy remote, indirect, wholly owned, special purpose subsidiary of Hertz, for the purpose of financing its rental car fleet operations in Canada (the "Hertz Canadian Securitization").
−Removed: In June 2022, the Hertz Canadian Securitization was amended to extend the maturity to June 2024.
−Removed: In June 2023, the Hertz Canadian Securitization was amended to provide for aggregate maximum borrowings of CAD$ 475 million and to extend the maturity date to June 2025.
+Added: In April 2024, the Hertz Canadian Securitization was amended to extend the maturity date to April 2026.
Australian Securitization
4 unchanged sentences
The lender under the Australian Securitization has been granted a security interest primarily in the owned rental vehicles used in its vehicle rental operations in Australia and certain contractual rights related to such vehicles.
−Removed: In January 2022, the Australian Securitization was amended to increase the aggregate maximum borrowings to AUD$ 250 million and to extend the maturity to April 2024.
−Removed: In June 2023, the Australian Securitization was amended to provide for aggregate maximum borrowings of AUD$ 340 million and to extend the maturity date to June 2025.
+Added: In July 2024, the Australian Securitization was amended to extend the maturity date to June 2026.
New Zealand RCF
1 unchanged sentence
Hertz New Zealand is the borrower under a credit agreement that provides for aggregate maximum borrowings on a revolving basis under an asset-based revolving credit facility (the “New Zealand RCF”).
−Removed: In April 2022, the New Zealand RCF was amended to extend the maturity of the aggregate maximum borrowings of NZD$ 60 million to June 2024.
−Removed: In August 2023, the New Zealand RCF was amended to provide for aggregate maximum borrowings of NZD$ 120 million and to extend the maturity date to June 2025.
+Added: In September 2024, the New Zealand RCF was amended to extend the maturity date to August 2026.
Financing Facility
−Removed: In April 2022, the U.K.
−Removed: Financing Facility was amended to extend the maturity of the aggregate maximum borrowings of £ 100 million to October 2023.
−Removed: HERTZ GLOBAL HOLDINGS, INC.
−Removed: AND SUBSIDIARIES
−Removed: THE HERTZ CORPORATION AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
−Removed: In June 2023, the U.K.
−Removed: Financing Facility was amended to provide for aggregate maximum borrowings of £ 135 million and to extend the maturity date to November 2024.
−Removed: Loss on Extinguishment of Debt
−Removed: In June 2021, in accordance with the Plan of Reorganization, substantially all existing non-vehicle debt and all existing ABS facilities under the HVF II U.S.
−Removed: ABS Program and the HVIF U.S.
−Removed: ABS Program were repaid in full and cancelled.
−Removed: As a result, the Company incurred losses in the form of early redemption premiums and/or the write-off of deferred financing costs associated with certain redemptions, terminations and waiver agreements.
−Removed: For the year ended December 31, 2021, loss on extinguishment of debt is presented in reorganization items, net, unless otherwise noted in the table below, in the accompanying consolidated statements of operations.
−Removed: There were no losses on extinguishment of debt recognized for the years ended December 31, 2023 and 2022.
−Removed: The following table reflects the amount of loss for each respective redemption/termination:
−Removed: Year Ended December 31,
−Removed: Redemption/Termination (in millions) 2021
−Removed: Non-Vehicle Debt
−Removed: HIL Credit Agreement (1)
−Removed: Second HIL Credit Agreement 5
−Removed: Total Non-Vehicle Debt 13
−Removed: Non-Vehicle Debt (subject to compromise)
−Removed: Senior Term Loan 16
−Removed: Senior RCF 22
−Removed: Senior Notes 29
−Removed: Senior Second Priority Secured Notes 4
−Removed: Promissory Notes 2
−Removed: Alternative Letter of Credit Facility 7
−Removed: Letter of Credit Facility 8
−Removed: Total Non-Vehicle Debt (subject to compromise) 88
−Removed: Vehicle Variable Funding Notes 9
−Removed: Vehicle Medium Term Notes 39
−Removed: HVIF II Series 2020-1 21
−Removed: European Vehicle Notes 29
−Removed: Total Vehicle Debt 98
−Removed: Total Loss on Extinguishment of Debt $ 199
−Removed: (1) The loss on extinguishment is recorded in non-vehicle interest expense, net in the accompanying consolidated income statement for the year ended December 31, 2021.
+Added: In July 2024, the U.K.
+Added: Financing Facility was amended to increase aggregate maximum borrowings from £ 135 million to £ 170 million and to extend the maturity date to May 2025.
+Added: In December 2024, HFF entered into the U.K.
+Added: ABS, which provides for aggregate maximum borrowings of £ 145 million and matures in December 2026.
+Added: ABS is intended to be the primary vehicle financing facility for the Company's vehicle rental fleet in the U.K., in which the lenders under the U.K.
+Added: ABS are granted a security
HERTZ GLOBAL HOLDINGS, INC.
2 unchanged sentences
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
+Added: interest in the owned rental vehicles used in the Company's vehicle rental operations in the U.K.
+Added: and certain contractual rights related to such vehicles.
+Added: As of December 31, 2024, the U.K.
+Added: ABS has not been funded and no capacity is available.
+Added: As of January 31, 2025, the U.K.
+Added: ABS has committed capacity of £ 145 million.
As of December 31, 2024, the nominal amounts of maturities of debt for each of the years ending December 31 are as follows:
(In millions) 2025 2026 2027 2028 2029 After 2029
−Removed: Non-Vehicle Debt $ 20 $ 18 $ 518 $ 18 $ 1,941 $ 1,000
+Added: Other Non-Vehicle Debt $ 18 $ 693 $ 18 $ 1,941 $ 2,250 $ —
+Added: Exchangeable Notes — — — — 250 —
+Added: Total Non-Vehicle Debt 18 693 18 1,941 2,500 —
Vehicle Debt 1,697 6,682 1,639 636 563 63
29 unchanged sentences
As of December 31, 2024, there were outstanding standby letters of credit totaling $ 835 million comprised primarily of $ 574 million issued under the First Lien RCF and $ 245 million issued under the Term C Loan.
−Removed: As of December 31, 2023, no capacity remains to issue additional letters of credit under the Term C Loan.
+Added: As of December 31, 2024, no capacity remained to issue additional letters of credit under the Term C Loan.
Such letters of credit have been issued primarily to provide credit enhancement for the Company's asset-backed securitization facilities and to support the Company's insurance programs, as well as to support the Company's vehicle rental concessions and leaseholds.
2 unchanged sentences
Substantially all of the Company's revenue earning vehicles and certain related assets are owned by special purpose entities or are encumbered in favor of the lenders under the various credit facilities, other secured financings or asset-backed securities programs.
−Removed: None of the value of such assets (including the assets owned by Hertz Vehicle Financing III LLC and various other domestic and international subsidiaries that facilitate the Company's international securitizations) will be available to satisfy the claims of unsecured creditors unless the secured creditors are paid in full.
+Added: None of the value of such assets (including the assets owned by Hertz Vehicle Financing III LLC, TCL Funding LP and each of the domestic and international subsidiaries that pledge vehicle and vehicle related assets as part of the Company's securitization programs) will be available to satisfy the claims of non-vehicle secured or unsecured creditors unless the vehicle related secured creditors under the securitization programs are paid in full.
The Company has a 25 % ownership interest in IFF No.
4 unchanged sentences
2 had total assets of $ 1.4 billion and $ 1.7 billion, respectively, comprised primarily of intercompany receivables, and total liabilities of $ 1.4 billion and $ 1.7 billion, respectively, comprised primarily of debt.
−Removed: Covenant Compliance
−Removed: The First Lien Credit Agreement r e quires Hertz to comply with the following financial covenant:
−Removed: a First Lien Ratio of less than or equal to 3.00 to 1.00 in the first and last quarters of the calendar year and 3.50 to 1.00 in the second and third quarters of the calendar year.
−Removed: As of December 31, 2023, Hertz was in compliance with the First Lien Ratio.
+Added: In November 2024, the Company incorporated HFF as a special purpose orphan entity.
+Added: HFF provides a vehicle financing facility for the Company's vehicle rental fleet in the U.K.
+Added: through the U.K.
+Added: ABS, which was entered into in December 2024, as disclosed above.
+Added: HFF is a VIE and the Company is the primary beneficiary, therefore, the assets, liabilities and results of operations of HFF are included in the accompanying consolidated financial
HERTZ GLOBAL HOLDINGS, INC.
2 unchanged sentences
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
−Removed: In addition to the financial covenant, the First Lien Credit Agreement contains customary affirmative covenants including, among other things, the delivery of quarterly and annual financial statements and compliance certificates, and covenants related to conduct of business, maintenance of property and insurance, compliance with environmental laws and the granting of security interests for the benefit of the secured parties under that agreement on after-acquired real property, fixtures and future subsidiaries.
−Removed: The First Lien Credit Agreement also contains customary negative covenants, including, among other things, restrictions on the incurrence of liens, indebtedness, asset dispositions and restricted payments.
−Removed: As of December 31, 2023, the Company was in compliance with all covenants in the First Lien Credit Agreement.
+Added: As of December 31, 2024, HFF had total assets of $ 2 million comprised primarily of deferred financing costs and total liabilities of $ 2 million comprised primarily of accrued liabilities.
+Added: Covenant Compliance
+Added: The First Lien Credit Agreement r e quires Hertz to comply with the following financial covenant:
+Added: a First Lien Ratio, which requires a ratio of less than or equal to 3.0 x in the first and last quarters of the calendar year and 3.5 x in the second and third quarters of the calendar year.
+Added: Amendment No.
+Added: 8 temporarily increases the First Lien Ratio and contains a minimum liquidity covenant for each fiscal quarter beginning in the second quarter of 2024 and sunsets on the first day of the second quarter of 2025, as disclosed above.
+Added: As of December 31, 2024, Hertz was in compliance with the First Lien Ratio, as temporarily amended.
+Added: Additionally, the Corporate Indebtedness contains customary affirmative covenants including, among other things, the delivery of quarterly and annual financial statements and/or compliance certificates, and covenants related to conduct of business, maintenance of property and insurance, compliance with environmental laws and, where applicable, the granting of security interests for the benefit of the secured parties under the applicable agreements on after-acquired real property, fixtures and future subsidiaries.
+Added: The terms of the Corporate Indebtedness contain covenants limiting the ability of Hertz and its restricted subsidiaries to:
+Added: incur or guarantee additional indebtedness; incur or guarantee secured indebtedness; pay dividends or distributions on, or redeem or repurchase, Hertz Global capital stock; make certain investments or other restricted payments; sell certain assets; transfer intellectual property to unrestricted subsidiaries; merge, consolidate or sell all or substantially all of its assets; and create restrictions on the ability of Hertz’s restricted subsidiaries to pay dividends or other amounts to Hertz.
+Added: As per the terms of the Corporate Indebtedness, these covenants are subject to a number of important and significant limitations, qualifications and exceptions.
+Added: As of December 31, 2024, the Company was in compliance with all covenants under the terms of the agreements governing the respective Corporate Indebtedness.
Accrued Interest
5 unchanged sentences
The Company sponsors multiple domestic and international employee retirement benefit plans where benefits are based upon years of service and compensation.
−Removed: The Hertz Corporation Account Balance Defined Benefit Pension Plan (the “Hertz Retirement Plan”) is a U.S.
+Added: The Hertz Corporation Account Balance Defined Benefit Pension Plan (the “Hertz Retirement Plan”) is the Company's U.S.
cash balance plan, which was amended in 2014 to permanently discontinue future benefit accruals and participation under the plan for non-union employees.
3 unchanged sentences
The Company also sponsors defined contribution plans for certain eligible U.S.
−Removed: employees, where contributions are matched based on specific guidelines in the plans.
+Added: and international employees, where contributions are matched based on specific guidelines in the plans.
Management makes certain assumptions relating to discount rates, salary growth, long-term return on plan assets, retirement rates, mortality rates and other factors when determining amounts to be recognized.
−Removed: These assumptions are reviewed annually by management, assisted by the enrolled actuary, and updated as warranted.
+Added: These assumptions
+Added: HERTZ GLOBAL HOLDINGS, INC.
+Added: AND SUBSIDIARIES
+Added: THE HERTZ CORPORATION AND SUBSIDIARIES
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
+Added: are reviewed annually by management, assisted by the enrolled actuary, and updated as warranted.
The Company uses a December 31 measurement date for all of the plans and utilizes fair value to calculate the market-related value of pension assets for purposes of determining the expected return on plan assets and accounting for asset gains and losses.
4 unchanged sentences
Prior service cost is amortized on a straight-line basis from the date recognized over the average remaining service period of active participants, when applicable.
−Removed: HERTZ GLOBAL HOLDINGS, INC.
−Removed: AND SUBSIDIARIES
−Removed: THE HERTZ CORPORATION AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
−Removed: The following tables set forth the funded status and the net periodic pension cost of the Hertz Retirement Plan and other U.S.
−Removed: based retirement plans and the retirement plans for international operations (“Non-U.S.”), together with amounts included in the accompanying consolidated balance sheets and statements of operations:
+Added: The tables below set forth the funded status and the net periodic pension cost of the Hertz Retirement Plan and the retirement plans for international operations (“Non-U.S.”), together with amounts included in the accompanying consolidated balance sheets and statements of operations.
Pension Benefits
20 unchanged sentences
Plan assets (less than) in excess of the benefit obligation $ ( 24 ) $ ( 31 ) $ ( 43 ) $ ( 49 )
−Removed: In 2023, discount rates decreased, resulting in actuarial losses for the U.S.
−Removed: pension plans, partially offset by changes in the inflation and mortality assumptions in the United Kingdom ("U.K.").
In 2024, discount rates increased, resulting in actuarial gains for the U.S.
−Removed: pension plans, partially offset by census data updates and experience.
+Added: pension plans.
+Added: Additionally, changes in the mortality assumption contributed to actuarial gains for the U.K., partially offset by changes in the inflation assumption.
+Added: In 2023, discount rates decreased, resulting in actuarial losses for the U.S.
+Added: pension plans, partially offset by changes in the inflation and mortality assumptions in the U.K.
HERTZ GLOBAL HOLDINGS, INC.
13 unchanged sentences
( 43 ) ( 47 ) ( 64 ) ( 67 )
−Removed: Funded/(Unfunded) accrued pension or postretirement benefit
−Removed: Net obligation recognized in the balance sheets
−Removed: $ ( 31 ) $ ( 33 ) $ ( 49 ) $ ( 41 )
−Removed: Total recognized in other comprehensive (income) loss
−Removed: $ ( 10 ) $ 29 $ 11 $ ( 17 )
−Removed: Total recognized in net periodic benefit cost and other comprehensive (income) loss
−Removed: $ ( 2 ) $ 35 $ 14 $ ( 15 )
+Added: Funded/(Unfunded) accrued pension 19 16 21 18
+Added: Net asset (obligation) recognized in the balance sheets $ ( 24 ) $ ( 31 ) $ ( 43 ) $ ( 49 )
+Added: Total recognized in other comprehensive loss (income) $ ( 4 ) $ ( 10 ) $ ( 3 ) $ 11
+Added: Total recognized in net periodic benefit cost and other comprehensive loss (income) $ 2 $ ( 2 ) $ — $ 14
Accumulated Benefit Obligation as of December 31 $ 349 $ 373 $ 169 $ 190
7 unchanged sentences
pension plans was based on the rate from the Mercer Pension Discount Curve-Above Mean Yield that is appropriate for the duration of the Company's plan liabilities.
−Removed: For its plans outside the U.S., the discount rate reflected the market rates for an optimized subset of high-quality corporate bonds currently available with the discount rate in a country determined based on a yield curve constructed from high quality corporate bonds in that country.
+Added: For its Non-U.S.
+Added: plans, the discount rate reflected the market rates for an optimized subset of high-quality corporate bonds currently available with the discount rate in a country determined based on a yield curve constructed from high quality corporate bonds in that country.
The rate selected from the yield curve has a duration that matches its plan.
4 unchanged sentences
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
−Removed: The following table sets forth the net periodic pension expense charged to net income (loss).
+Added: The table below sets forth the net periodic pension expense charged to net income (loss).
The components of net periodic pension expense (benefit), other than service cost, were included in other (income) expense, net in the accompanying consolidated statements of operations.
20 unchanged sentences
The provisions charged to net income (loss) for the years ended December 31, 2024, 2023 and 2022 for all other pension plans were approximately $ 8 million, $ 6 million and $ 6 million, respectively.
−Removed: The provisions charged to net income (loss) for the years ended December 31, 2023, 2022 and 2021 for the defined contribution plans were approximately $ 20 million, $ 20 million and $ 16 million, respectively.
+Added: The provisions charged to net income (loss) for the years ended December 31, 2024, 2023 and 2022 for defined contribution plans were approximately $ 26 million, $ 20 million and $ 20 million, respectively.
The Company has a long-term investment outlook for the assets held in the Company sponsored plans, which is consistent with the long-term nature of each plan's respective liabilities.
The Company has two major plans which reside in the U.S.
−Removed: Plan (the “Plan”) has a target asset allocation mix of 70 % in investments intended to hedge the impact of capital market movements ("Immunizing Portfolio Investments"), comprised primarily of fixed income securities, and 30 % in investments intended to earn more than the pension liability growth over the long-term ("Growth Portfolio Investments").
+Added: The Hertz Retirement Plan, the Company's U.S.
+Added: qualified pension plan, has a target asset allocation mix of 55 % in investments intended to hedge the impact of capital market movements ("Immunizing Portfolio Investments"), comprised primarily of fixed income securities, and 45 % in investments intended to earn more than the pension liability growth over the long-term ("Growth Portfolio Investments").
The Growth Portfolio Investments are primarily invested in passively managed equity funds, international and emerging market funds that are actively managed and non-investment grade fixed income funds.
1 unchanged sentence
The investments within these asset classes are diversified in order to minimize the risk of large losses.
−Removed: The Plan assumes a 6.2 % expected long-term annual weighted-average rate of return on assets.
+Added: The Hertz Retirement Plan assumes a 6.4 % expected long-term annual weighted-average rate of return on assets.
HERTZ GLOBAL HOLDINGS, INC.
2 unchanged sentences
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
−Removed: The fair value measurements of the Company's U.S.
−Removed: pension plan assets are based upon inputs that reflect quoted prices for identical assets or liabilities in active markets that are observable (Level 1) and significant observable inputs (Level 2) that reflect quoted prices for similar assets or liabilities in active markets.
−Removed: The fair value measurements of the U.S.
−Removed: pension plan assets relate to common collective trusts and other pooled investment vehicles consisting of the following asset categories:
+Added: The fair value measurements of the Hertz Retirement Plan assets are based upon inputs that reflect quoted prices for identical assets or liabilities in active markets that are observable inputs (Level 1) and significant observable inputs (Level 2) that reflect quoted prices for similar assets or liabilities in active markets.
+Added: The fair value measurements of the Hertz Retirement Plan assets relate to common collective trusts and other pooled investment vehicles consisting of the following asset categories:
(In millions) December 31, 2024 December 31, 2023
14 unchanged sentences
Municipal Bonds — 2 — — 4 —
−Removed: Derivatives - Interest Rate — — — — 1 —
Non-Investment Grade Fixed Income (2)
7 unchanged sentences
However, they are measured at the published NAV because the quoted NAV per unit represents the price at which the investment would be sold in a transaction between independent market participants.
−Removed: The Company's United Kingdom defined benefit pension plan (the "U.K.
−Removed: Plan") has a target allocation of 30 % actively managed diversified growth and multi-asset credit funds, 10 % passive equity funds and 60 % protection portfolio that consists of liability driven investments, Sterling liquidity fund and United Kingdom corporate bonds.
+Added: The Company's U.K.
+Added: pension plan (the "U.K.
+Added: Plan") has a target allocation of 12 % actively managed diversified growth and multi-asset credit funds, 8 % passive equity funds and 80 % protection portfolio that consists of liability driven investments, Sterling liquidity fund and U.K.
+Added: corporate bonds.
The actively managed diversified growth and multi-asset credit funds are intended to deliver a long-term equity-like return but with reduced levels of volatility.
4 unchanged sentences
Plan assumes a 5.1 % expected long-term weighted-average rate of return on assets for the Plan in total.
−Removed: The Company's U.K.
Plan comprises $ 120 million of the $ 126 million in fair value of Non-U.S.
1 unchanged sentence
plan assets as of December 31, 2023.
−Removed: The fair value measurements of the Company's U.K.
−Removed: Plan assets are based upon inputs that reflect quoted prices for identical assets or liabilities in active markets that are observable (Level 1) and significant observable inputs that reflect quoted prices for similar assets or liabilities in active markets (Level 2).
−Removed: The fair value
+Added: The fair value measurements of the U.K.
+Added: Plan assets are based upon inputs that reflect quoted prices for identical assets or liabilities in active markets that are observable inputs (Level 1) and significant observable inputs (Level 2) that reflect quoted prices for similar assets or liabilities in active markets.
+Added: The fair value measurements of the U.K.
HERTZ GLOBAL HOLDINGS, INC.
2 unchanged sentences
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
−Removed: measurements of the U.K.
Plan assets relate to common collective trusts and other pooled investment vehicles consisting of the following asset categories:
23 unchanged sentences
From time to time, the Company makes contributions beyond those legally required.
−Removed: In 2023 and 2022, the Company did not make any cash contributions to its U.S.
−Removed: qualified pension plan.
−Removed: In 2023 and 2022, the Company made no contributions to its U.S.
−Removed: non-qualified pension plans.
−Removed: In 2023 and 2022, the Company made no discretionary contributions to its U.K.
−Removed: The Company does no t currently anticipate contributing to the U.S.
−Removed: qualified pension plan during 2024.
−Removed: The Company anticipates contributing approximately $ 2 million to the U.K.
−Removed: Plan and approximately $ 2 million to its other international plans during 2024.
+Added: In 2024, the Company made a $ 9 million contribution to the Hertz Retirement Plan and a $ 2 million contribution to the U.K.
+Added: The Company did no t make any contributions to the Hertz Retirement Plan or the U.K.
+Added: Plan in 2023.
+Added: The Company does no t currently anticipate contributing to the Hertz Retirement Plan during 2025.
+Added: The Company anticipates contributing $ 1 million to the U.K.
+Added: Plan and $ 2 million to its other Non-U.S.
+Added: plans during 2025.
The level of 2025 and future contributions will vary, and is dependent on a number of factors including investment returns, interest rate fluctuations, plan demographics, funding regulations and the results of the final actuarial valuation.
Estimated Future Benefit Payments
−Removed: The following table presents estimated future benefit payments:
+Added: The following table presents estimated future benefit payments related primarily to the Hertz Retirement Plan and U.K.
(In millions) Pension Benefits
10 unchanged sentences
2021 Omnibus Incentive Plan (the “2021 Omnibus Plan").
−Removed: The Company initially authorized 62,250,055 shares of its common stock pursuant to awards granted under the 2021 Omnibus Plan.
−Removed: In addition, beginning on June 30, 2022, and ending on June 20, 2031 (an “Evergreen Date”), the total authorized shares under the 2021 Omnibus Plan will automatically increase by a number of shares equal to 2 % of the total number of shares of the Company's common stock outstanding on the June 29th immediately preceding the applicable Evergreen Date (the "Evergreen Increase").
−Removed: Notwithstanding the foregoing, the Company's Board may act prior to the Evergreen Date of a given year to provide that there will be no Evergreen Increase for such year, or that the increase for such year will be a lesser number of shares.
−Removed: As of December 31, 2023, 51,394,974 shares of the Company's common stock are authorized and remain available for future grants under the 2021 Omnibus Plan , which reflects application of the Evergreen Increase as prescribed by the 2021 Omnibus Plan in each of June 2022 and 2023.
+Added: Hertz Global initially authorized 62,250,055 shares of its common stock pursuant to awards granted under the 2021 Omnibus Plan.
+Added: In addition, beginning on June 30, 2022, and ending on June 20, 2031 (the “Evergreen Date”), the total authorized shares under the 2021 Omnibus Plan will automatically increase by a number of shares equal to 2 % of the total number of shares of Hertz Global's common stock outstanding on the June 29th immediately preceding the applicable Evergreen Date (the "Evergreen Increase").
+Added: Notwithstanding the foregoing, Hertz Global's Board may act prior to the Evergreen Date of a given year to provide that there will be no Evergreen Increase for such year, or that the increase for such year will be a lesser number of shares.
+Added: As of December 31, 2024, 43,816,240 shares of the Hertz Global's common stock are authorized and remain available for future grants under the 2021 Omnibus Plan , which reflects application of the Evergreen Increase as prescribed by the 2021 Omnibus Plan in each of June 2024 and 2023.
Vesting of the outstanding equity awards is also subject to accelerated vesting as set forth in the 2021 Omnibus Plan.
3 unchanged sentences
Employee compensation expense (1)
+Added: $ ( 6 ) $ 85 $ 129
Income tax benefit ( 7 ) ( 8 ) ( 7 )
Employee compensation expense, net $ ( 13 ) $ 77 $ 122
+Added: 1) For the year ended December 31, 2024, includes $ 68 million of former CEO awards forfeited in March 2024.
As of December 31, 2024, there was $ 106 million of total unrecognized compensation cost expected to be recognized over the remaining 1.6 years, on a weighted average basis, of the requisite service period that began on the grant dates of outstanding awards.
49 unchanged sentences
5,446,562 4.55 —
−Removed: Vested ( 560,518 ) 18.56 —
Forfeited or Expired (2)
+Added: ( 9,351,387 ) 17.11 —
Outstanding as of December 31, 2024 5,197,913 4.67 19
(1) Presented assuming the issuance at the original target award amount ( 100 %).
−Removed: Compensation expense for PSUs is based on the grant date fair value.
−Removed: For grants issued in 2023, vesting eligibility is based on market, performance and service conditions of two to three years .
+Added: (2) Includes former CEO awards forfeited in March 2024.
+Added: Compensation expense for PSUs is based on the grant date fair value of Hertz Global common stock.
+Added: For grants issued in 2024, vesting eligibility is based on market, performance and service conditions of primarily two to five years .
Accordingly, the number of shares issued at the end of the performance period could range between 0 % and 200 % of the original target award amount ( 100 %) disclosed in the table above.
−Removed: Certain PSUs were valued on the grant date using a Monte Carlo simulation model that incorporates the assumptions noted in the following table:
−Removed: Assumption 2022
+Added: Certain of these PSUs, which were granted during the months of April and June in the second quarter of 2024 and during the month of July in the third quarter of 2024, were valued on the respective grant date using a Monte Carlo simulation model that incorporates the assumptions noted in the following table:
+Added: Assumption April 2024 June 2024 July 2024
Expected volatility 60 % 65 % 70 %
8 unchanged sentences
Compensation expense for RSUs is based on the grant date fair value, and is recognized ratably over the vesting period.
−Removed: RSU grants issued in 2023 vest ratably over a period of primarily three to four years .
+Added: RSU grants issued in 2024 vest ratably over a period of primarily three years .
A summary of RSU activity as of and for the year ended December 31, 2024 under the 2021 Omnibus Plan is presented below:
6 unchanged sentences
Forfeited or Expired (1)
+Added: ( 4,294,564 ) 11.93 —
Outstanding as of December 31, 2024 21,110,387 5.92 77
+Added: (1) Includes former CEO awards forfeited in March 2024.
HERTZ GLOBAL HOLDINGS, INC.
11 unchanged sentences
Note 10— Leases
−Removed: The Company enters into certain agreements as a lessor under which it rents vehicles and leases fleets to customers.
+Added: The Company enters into certain agreements as a lessor under which it rents vehicles to customers.
The Company enters into certain agreements as a lessee to rent real estate, vehicles and other equipment and to conduct its vehicle rental operations under concession agreements.
21 unchanged sentences
Operating lease income from vehicle rentals $ 8,183 $ 8,546 8,243
−Removed: Operating lease income from fleet leasing — — 149
Variable operating lease income 627 588 212
13 unchanged sentences
• Periodic inflation adjustments.
−Removed: The Company recognizes a right-of-use asset and lease liability in its accompanying consolidated balance sheets for leases with a term greater than twelve months.
−Removed: Options to extend or terminate a lease are included in the Company's right-of-use asset and lease liability when it is reasonably certain that such options will be exercised.
−Removed: The Company does not recognize right-of-use assets or lease liabilities for short-term leases (i.e., those with a term of twelve months or less) and recognizes lease expense on a straight-line basis over the lease term, as applicable.
+Added: The Company recognizes a ROU asset and lease liability in its accompanying consolidated balance sheets for leases with a term greater than twelve months.
+Added: Options to extend or terminate a lease are included in the Company's ROU asset and lease liability when it is reasonably certain that such options will be exercised.
+Added: The Company does not recognize ROU assets or lease liabilities for short-term leases (i.e., those with a term of twelve months or less) and recognizes lease expense on a straight-line basis over the lease term, as applicable.
+Added: In the third quarter of 2024, the Company recognized an impairment on the Long-Lived Assets, which included ROU assets, in the Americas RAC segment.
+Added: See Note 3, "Long-Lived Assets Impairment," for further details.
To determine the present value of its lease payments, the Company utilizes the interest rate implicit in the lease agreement.
13 unchanged sentences
Total lease costs
−Removed: $ 974 $ 914 $ 785
The following summarizes the weighted-average remaining lease term and weighted-average discount rate for the Company's operating leases as a lessee as of December 31, 2024:
49 unchanged sentences
Employee benefit plans $ 16 $ 19
−Removed: Net operating loss carry forwards 1,741 1,737
+Added: Net operating loss carryforwards 1,614 1,741
Capital loss carryforwards 4 3
−Removed: Federal and state tax credit carry forwards 343 81
+Added: Federal and state tax credit carryforwards 356 343
Deferred interest expense 371 240
14 unchanged sentences
In determining valuation allowances, an assessment of positive and negative evidence was performed regarding realization of the deferred tax assets.
−Removed: This assessment included the evaluation of cumulative earnings and losses in recent years, scheduled reversals of deferred tax liabilities, the availability of carryforwards and the remaining period of the respective carry forward, future taxable income and any applicable tax-planning strategies that are available.
+Added: This assessment included the evaluation of cumulative earnings and losses in recent years, scheduled reversals of deferred tax liabilities, the availability of carryforwards and the remaining period of the respective carryforward, future taxable income and any applicable tax-planning strategies that are available.
As of December 31, 2024, the Company has approximately $ 1.1 billion of tax-effected U.S.
1 unchanged sentence
The Company has approximately $ 320 million of federal tax credits which begin expiring in 2042.
+Added: These credits are offset, in part, by a valuation allowance totaling $ 176 million.
The Company has approximately $ 305 million of tax-effected federal deferred interest expense which has an indefinite carryforward period.
−Removed: The Company has not recorded a valuation allowance on its Federal NOLs, federal credits, or deferred interest expense as there were adequate U.S.
−Removed: deferred tax liabilities that could be realized within the carry forward periods.
+Added: The Company has not recorded a valuation allowance on its Federal NOLs or deferred interest expense as there were adequate U.S.
+Added: deferred tax liabilities that could be realized within the carryforward periods.
As of December 31, 2024, the Company has approximately $ 262 million of tax-effected state net operating loss carryforwards.
3 unchanged sentences
The state tax credits expire over various years beginning in 2028.
−Removed: The Company has approximately $ 40 million of tax-effected deferred interest expense which has an indefinite carryforward period.
+Added: The Company has approximately $ 54 million of tax-effected deferred interest expense which has an indefinite carryforward period and is offset, in part, by a valuation allowance totaling $ 31 million.
The tax effected amounts for all state tax attributes are net of federal benefit.
3 unchanged sentences
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
−Removed: As of December 31, 2023, the Company has approximately $ 225 million of tax-effected foreign net operating loss carry forwards.
+Added: As of December 31, 2024, the Company has approximately $ 207 million of tax-effected foreign net operating loss carryforwards.
Some of the net operating losses have an indefinite carryforward period, and those that do not will begin to expire in 2035 if not utilized.
4 unchanged sentences
The Company has approximately $ 4 million of tax-effected foreign capital loss carryforwards for which a full valuation allowance has been recorded.
−Removed: Due to the ownership changes before and upon emergence from Chapter 11, the utilization of the Company's federal, state and foreign NOLs may be subject to limitations.
+Added: Due to the ownership changes before and upon emergence from bankruptcy in June 2021, the utilization of the Company's federal, state and foreign NOLs may be subject to limitations.
Estimates of these limitations have been reflected in the tax provision.
8 unchanged sentences
Foreign tax rate differential — 2 —
−Removed: Change in foreign statutory rates — — ( 2 )
Federal and foreign permanent differences — ( 5 ) 1
2 unchanged sentences
Valuation allowance ( 17 ) ( 73 ) ( 6 )
−Removed: Change in fair value of Public Warrants
−Removed: ( 14 ) ( 7 ) 22
−Removed: Non-deductible bankruptcy expenses — — 15
+Added: Change in fair value of Public Warrants & Exchangeable Notes 2 ( 14 ) ( 7 )
European reorganization — 6 —
9 unchanged sentences
(1) Represents the tax rate differential due to the exclusion of the change in fair value of Public Warrants from Hertz's income (loss) before income taxes.
+Added: The change in tax provision in 2024 compared to 2023 is driven by lower pretax income, increases in valuation allowances in 2024 and lower EV credits generated in 2024.
The change in tax provision in 2023 compared to 2022 is driven by lower pre-tax income in 2023, benefits from EV credits generated in 2023, the release of valuation allowances in 2023 primarily related to the characterization of the loss on the restructuring of European operations (as disclosed below) and the non-taxable change in the fair value of Public Warrants.
−Removed: The change in tax provision in 2022 compared to 2021 was primarily driven by improvements in financial performance in 2022, as well as the non-taxable change in fair value of Public Warrants, the tax benefits associated with the restructuring in Europe recognized in 2021, the impact of changes in state and foreign valuation allowances, and non-deductible bankruptcy costs incurred in 2021.
−Removed: Hertz Holdings exclusive items are comprised of transactions specific to Hertz Holdings only.
HERTZ GLOBAL HOLDINGS, INC.
14 unchanged sentences
Net, after-tax interest and penalties were accrued as a component of tax in the Company's consolidated balance sheet in the amount of $ 8 million and $ 8 million as of December 31, 2024 and 2023, respectively.
+Added: It is reasonably possible our unrecognized tax benefits will decrease by approximately $ 52 million within 12 months of our reporting date if an agreement is reached between U.S.
+Added: and foreign competent authorities regarding intercompany royalties for the periods 2011-2015.
During 2021, as part of a restructuring of European operations, we generated a tax loss of approximately $ 1.3 billion, which was initially characterized as a capital loss in the 2021 provision.
9 unchanged sentences
However, it is not practicable to estimate the deferred taxes on other differences on investments in foreign subsidiaries.
−Removed: On December 15, 2022, the European Union ("EU") Member States formally adopted the EU’s Pillar Two Directive, which generally provides for a minimum effective tax rate of 15%, as established by the Organization for Economic Co-operation and Development ("OECD") Pillar Two Framework.
−Removed: The EU effective dates are January 1, 2024, and January 1, 2025, for different aspects of the directive.
−Removed: A number of other countries have or are expected to implement similar legislation with varying effective dates in the future.
−Removed: The Company is continuing to evaluate the potential impact on future periods of the Pillar Two Framework, pending legislative adoption by additional individual countries.
+Added: Many countries have enacted or are in the process of enacting a 15% minimum tax rule based on the OECD framework, commonly referred to as "Pillar Two." The Company does not anticipate a material impact on taxes as a result of Pillar Two.
Note 12— Financial Instruments
The Company employs established risk management policies and procedures, and, under the terms of our ABS facilities, may be required to enter into interest rate derivatives, which seek to reduce the Company’s commercial risk exposure to fluctuations in interest rates and currency exchange rates.
−Removed: Although the instruments utilized involve
+Added: Although the instruments utilized involve varying degrees of credit, market and interest risk, the Company contracts with multiple counterparties to mitigate
HERTZ GLOBAL HOLDINGS, INC.
2 unchanged sentences
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
−Removed: varying degrees of credit, market and interest risk, the Company contracts with multiple counterparties to mitigate concentrations of risk and the counterparties to the agreements are expected to perform fully under the terms of the agreements.
+Added: concentrations of risk and the counterparties to the agreements are expected to perform fully under the terms of the agreements.
The Company monitors counterparty credit risk, including lenders, on a regular basis, but cannot be certain that all risks will be discerned or that its risk management policies and procedures will always be effective.
−Removed: Additionally, upon the occurrence of an event of default under the Company’s International Swaps and Derivatives Association ("ISDA") master derivative agreements, the non-defaulting party generally has the right, but not the obligation, to set-off any early termination amounts under any such agreements against any other amounts owed with regard to any other agreements between the parties to each such agreement.
−Removed: None of the Company's financial instruments have been designated as hedging instruments as of December 31, 2023 and 2022.
+Added: Additionally, upon the occurrence of an event of default under the Company’s International Swaps and Derivatives Association master derivative agreements, the non-defaulting party generally has the right, but not the obligation, to set-off any early termination amounts under any such agreements against any other amounts owed with regard to any other agreements between the parties to each such agreement.
+Added: No ne of the Company's financial instruments have been designated as hedging instruments as of December 31, 2024 and 2023.
The Company classifies cash flows from financial instruments according to the classification of the cash flows of the economically hedged item(s).
12 unchanged sentences
Foreign currency forward contracts (1)
+Added: Exchange Feature related to Exchangeable Notes (2)
$ 3 $ 15 $ 67 $ 2
−Removed: (1) All asset derivatives are recorded in prepaid expenses and other assets and all liability derivatives are recorded in accrued liabilities in the accompanying consolidated balance sheets.
−Removed: (2) The activity in 2023 is primarily due to net cash received on monthly settlements, including the sale of interest rate caps disclosed below.
+Added: (1) Asset derivatives are recorded in prepaid expenses and other assets and liability derivatives are recorded in accrued liabilities in the accompanying consolidated balance sheets.
+Added: (2) The Exchange Feature was bifurcated as a derivative upon issuance of the Exchangeable Notes in June 2024, as disclosed in Note 7, "Debt," and is recorded in non-vehicle debt in the accompanying consolidated balance sheet as of December 31, 2024.
+Added: HERTZ GLOBAL HOLDINGS, INC.
+Added: AND SUBSIDIARIES
+Added: THE HERTZ CORPORATION AND SUBSIDIARIES
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
The following table summarizes the gains or (losses) on financial instruments for the period indicated:
3 unchanged sentences
Interest rate instruments Vehicle interest expense, net $ ( 5 ) $ ( 6 ) $ 127
−Removed: $ ( 6 ) $ 127 $ 3
Foreign currency forward contracts Selling, general and administrative expense (1)
( 26 ) 8 ( 2 )
−Removed: (1) In 2021, $ 6 million of gains on interest rate instruments were recorded in other (income) expense, net, offset by $ 3 million of losses on interest rate instruments which were recorded in selling, general and administrative expense.
−Removed: (2) In 2022 and 2021, all gains (losses) on foreign currency forward contracts were recorded in other (income) expense, net.
−Removed: HERTZ GLOBAL HOLDINGS, INC.
−Removed: AND SUBSIDIARIES
−Removed: THE HERTZ CORPORATION AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
+Added: Exchange Feature related to Exchangeable Notes (2)
+Added: Non-vehicle interest expense, net 7 — —
+Added: $ ( 24 ) $ 2 $ 125
+Added: (1) In 2022, all gains (losses) on foreign currency forward contracts were recorded in other (income) expense, net.
+Added: (2) The Exchange Feature was bifurcated as a derivative upon issuance of the Exchangeable Notes in June 2024, as further disclosed in Note 7, "Debt."
In the first quarter of 2023, the Company sold certain of its interest rate caps resulting in a net gain of $ 10 million based on the recognition of a $ 98 million realized gain on the unwind, of which $ 88 million was previously unrealized.
8 unchanged sentences
The fair value of cash, restricted cash, accounts receivable, accounts payable and accrued liabilities, to the extent the underlying liability will be settled in cash, approximates the carrying values because of the short-term nature of these instruments.
+Added: HERTZ GLOBAL HOLDINGS, INC.
+Added: AND SUBSIDIARIES
+Added: THE HERTZ CORPORATION AND SUBSIDIARIES
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
Debt Obligations
2 unchanged sentences
(In millions) Nominal Unpaid Principal Balance Aggregate Fair Value Nominal Unpaid Principal Balance Aggregate Fair Value
−Removed: Non-Vehicle Debt $ 3,515 $ 3,285 $ 3,035 $ 2,685
+Added: Other Non-Vehicle Debt $ 4,920 $ 4,399 $ 3,515 $ 3,285
+Added: Exchangeable Notes (1)
+Added: Total Non-Vehicle Debt 5,170 4,688 3,515 3,285
Vehicle Debt 11,280 11,100 12,314 11,878
Total $ 16,450 $ 15,788 $ 15,829 $ 15,163
+Added: (1) As of December 31, 2024, the nominal unpaid principal balance and aggregate fair value of the Exchangeable Notes include $ 61 million related to the Exchange Feature, which is measured based on Level 3 inputs as disclosed below.
Assets and Liabilities Measured at Fair Value on a Recurring Basis
4 unchanged sentences
Public Warrants $ 178 $ — $ — $ 178 $ 453 $ — $ — $ 453
+Added: Exchange Feature $ — $ — $ 61 $ 61 $ — $ — $ — $ —
Cash Equivalents and Restricted Cash Equivalents
The Company’s cash equivalents and restricted cash equivalents primarily consist of investments in money market funds and bank money market and interest-bearing accounts.
−Removed: The Company determines the fair value of cash
+Added: The Company determines the fair value of cash equivalents and restricted cash equivalents using a market approach based on quoted prices in active markets (i.e., Level 1 inputs).
+Added: Public Warrants – Hertz Global
+Added: Hertz Global's Public Warrants are classified as liabilities and recorded at fair value in the accompanying consolidated balance sheets as of December 31, 2024 and 2023 in accordance with the provisions of ASC 480, Distinguishing Liabilities from Equity ("Topic 480").
+Added: See Note 18, "Public Warrants – Hertz Global," for further details.
+Added: Upon issuance in June 2021, the initial fair value of the Public Warrants was $ 800 million.
+Added: The Company calculates the fair value based on the end-of-day quoted market price, a Level 1 input of the fair value hierarchy.
+Added: For the years ended December 31, 2024, 2023 and 2022, the fair value adjustments resulted in gains of $ 275 million, $ 163 million and $ 704 million, respectively, and were recorded in change in fair value of Public Warrants in the accompanying consolidated statements of operations for Hertz Global.
HERTZ GLOBAL HOLDINGS, INC.
2 unchanged sentences
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
−Removed: equivalents and restricted cash equivalents using a market approach based on quoted prices in active markets (i.e., Level 1 inputs).
−Removed: Public Warrants
−Removed: Hertz Global's Public Warrants are classified as liabilities and recorded at fair value in the accompanying consolidated balance sheets as of December 31, 2023 and 2022 in accordance with the provisions of ASC 480, Distinguishing Liabilities from Equity ("Topic 480").
−Removed: See Note 17, "Public Warrants - Hertz Global," for further details.
−Removed: Upon issuance on the Effective Date, the initial fair value of the Public Warrants was $ 800 million.
−Removed: The Company calculates the fair value based on the end-of-day quoted market price, a Level 1 input of the fair value hierarchy.
−Removed: For the years ended December 31, 2023, 2022 and 2021, the fair value adjustments resulted in gains of $ 163 million and $ 704 million and a loss of $ 627 million, respectively, and were recorded in change in fair value of Public Warrants in the accompanying consolidated statements of operations for Hertz Global.
+Added: Exchange Feature
+Added: The Exchangeable Notes contain an embedded conversion feature, the Exchange Feature, that is required to be bifurcated and accounted for separately from the Exchangeable Notes as a derivative liability at fair value.
+Added: See Note 7, "Debt," and Note 12, "Financial Instruments," for further information.
+Added: The fair value of the Exchange Feature was determined using a lattice model and a “with-and-without” valuation methodology.
+Added: The inputs used to estimate the fair value of the Exchange Feature include the probability of potential settlement scenarios, the expected timing of such settlement and an expected volatility determined by reference to historical stock volatilities.
+Added: As the expected volatility input is considered unobservable, the Company has categorized the Exchange Feature as Level 3 input in the fair value hierarchy.
+Added: The estimated fair value of the Exchange Feature was computed using the following key inputs as of December 31, 2024:
+Added: December 31, 2024
+Added: Hertz Global common share price $ 3.66
+Added: Expected term (years) 4.54
+Added: Risk-free interest rate 4.35 %
+Added: Credit spread 8.55 %
+Added: Expected volatility 48.75 %
+Added: The significant unobservable input used in the fair value measurement of the Exchange Feature is expected volatility.
+Added: Holding other inputs constant, an increase (decrease) in expected volatility would have resulted in a higher (lower) fair value measurement, respectively.
+Added: The following table summarizes the activity related to the Exchange Feature measured at fair value utilizing significant unobservable inputs (Level 3 input) as of December 31, 2024:
+Added: (In millions)
+Added: Balance as of December 31, 2023 $ —
+Added: Initial recognition of derivative liability 68
+Added: (Gain) loss in fair value recognized in earnings (1)
+Added: Balance as of December 31, 2024 $ 61
+Added: (1) Included in non-vehicle interest expense, net in the accompanying audited consolidated statement of operations for the year ended December 31, 2024.
Financial Instruments
−Removed: The fair value of the Company's financial instruments as of December 31, 2023 and 2022 are disclosed in Note 11, "Financial Instruments." The Company's financial instruments are classified as Level 2 assets and liabilities and are priced using quoted market prices for similar assets or liabilities in active markets.
+Added: The fair value of the Company's financial instruments as of December 31, 2024 and 2023 are disclosed in Note 12, "Financial Instruments." The Company's financial instruments, excluding the Exchange Feature as disclosed above, are priced using quoted market prices for similar assets or liabilities in active markets (i.e., Level 2 inputs).
Assets and Liabilities Measured at Fair Value on a Non-Recurring Basis
−Removed: In response to management's determination that the supply of EVs in the Company's fleet exceeded customer demand, elevated EV damage and collision costs and a decline in residual values, the EV Disposal Group has been classified as held for sale as of December 31, 2023.
−Removed: The EV Disposal Group has been recorded at the lower of carrying value or fair value (as determined using level 2 inputs) less costs to sell.
+Added: During the third quarter of 2024, at the conclusion of the Company’s historical peak rental season, there was a reduction in the cash flow projections in the Americas RAC and International RAC segments, indicating that the carrying values of their long-lived assets may not be recoverable.
+Added: As a result, the Company tested the recoverability of the “Long-Lived Assets” in its Americas RAC and International RAC segments and determined that an impairment existed.
+Added: Effective August 31, 2024, the Long-Lived Assets were written down to their estimated fair values (determined using Level 2 inputs).
+Added: See Note 3, "Long-Lived Assets Impairment," for additional information.
+Added: HERTZ GLOBAL HOLDINGS, INC.
+Added: AND SUBSIDIARIES
+Added: THE HERTZ CORPORATION AND SUBSIDIARIES
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
+Added: In December 2023, the Company identified the First EV Disposal Group, which was in response to management's determination that the supply of EVs exceeded customer demand, elevated EV damage and collision costs, and a decline in EV residual values.
+Added: As a result, the First EV Disposal Group was classified as held for sale as of December 31, 2023 and recorded at the lower of carrying value or fair value (as determined using Level 2 inputs) less costs to sell.
+Added: As of December 31, 2024, the sale of the First EV Group was substantially complete.
See Note 5, "Revenue Earning Vehicles," for additional information.
7 unchanged sentences
Balance as of December 31, 2024 $ ( 89 ) $ ( 208 ) $ ( 19 ) $ ( 316 )
−Removed: HERTZ GLOBAL HOLDINGS, INC.
−Removed: AND SUBSIDIARIES
−Removed: THE HERTZ CORPORATION AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(In millions) Pension and Other Post-Employment Benefits Foreign Currency Items Unrealized Losses from Currency Translation Adjustments on Terminated Net Investment Hedges Accumulated Other Comprehensive Income (Loss)
10 unchanged sentences
and international vehicles, as stated in the accompanying consolidated balance sheets, represents an estimate for both reported accident claims not yet paid and claims incurred but not yet reported.
−Removed: The related liabilities are recorded on an undiscounted basis and are based on rental volume and actuarial evaluations of historical accident claim experience and trends, as well as future projections of ultimate losses, expenses, premiums and administrative costs.
−Removed: As of December 31, 2023 and 2022, the Company's liability recorded for self-insured liabilities was $ 471 million and $ 472 million, of which $ 336 million and $ 326 million relates to liabilities incurred by the Company's Americas RAC operations, respectively.
+Added: The related liabilities are recorded on an undiscounted basis and are based on actuarially determined estimates using historical claims experience.
+Added: These estimates include judgment about severity of claims, frequency and volume of claims.
+Added: As of December 31, 2024 and December 31, 2023, the Company's liability recorded for self-insured liabilities was $ 617 million and $ 471 million, of which $ 491 million and $ 336 million relates to liabilities incurred by the Company's Americas RAC operations, respectively.
The Company believes that its analysis is based on the most relevant information available, combined with reasonable assumptions.
The liability is subject to significant uncertainties.
−Removed: The adequacy of the liability is monitored quarterly based on evolving accident claim history and insurance related state legislation changes.
+Added: The adequacy of the liability is monitored quarterly
+Added: HERTZ GLOBAL HOLDINGS, INC.
+Added: AND SUBSIDIARIES
+Added: THE HERTZ CORPORATION AND SUBSIDIARIES
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
+Added: based on evolving accident claim history.
If the Company's estimates change or if actual results differ from these assumptions, the amount of the recorded liability is adjusted to reflect these results.
2 unchanged sentences
The Company has summarized below the material legal proceedings to which the Company was a party during the year ended December 31, 2024 or the period after December 31, 2024, but before the filing of this 2024 Annual Report.
−Removed: Make-Whole and Post-Petition Interest Claims - On July 1, 2021, Wells Fargo Bank, N.A., in its capacity as indenture trustee of (1) 6.250 % Unsecured Notes due 2022 (the "2022 Notes"), (2) 5.500 % Unsecured Notes due 2024 (the "2024 Notes"), (3) 7.125 % Unsecured Notes due 2026 (the "2026 Notes"), and (4) 6.000 % Unsecured Notes due 2028 (the "2028 Notes") issued by The Hertz Corporation (collectively, the “Unsecured Notes”), filed a complaint (the “Complaint”) against The Hertz Corporation and multiple direct and indirect subsidiaries thereof (collectively referred to in this summary as “Defendants”).
−Removed: The filing of the Complaint initiated the adversary proceeding captioned Wells Fargo Bank, National Association v.
−Removed: The Hertz Corporation, et al.
−Removed: in the United States Bankruptcy Court for the District of Delaware, Adv.
+Added: Make-Whole and Post-Petition Interest Claims - On July 1, 2021, Wells Fargo Bank, N.A.
+Added: ("Wells Fargo"), in its capacity as indenture trustee of (1) 6.250 % Unsecured Notes due 2022 (the "2022 Notes"), (2) 5.500 % Unsecured Notes due 2024 (the "2024 Notes"), (3) 7.125 % Unsecured Notes due 2026 (the "2026 Notes") and (4) 6.000 % Unsecured Notes due 2028 (the "2028 Notes") issued by The Hertz Corporation (collectively, the “Unsecured Notes”), filed a complaint against The Hertz Corporation and multiple direct and indirect subsidiaries thereof (collectively referred to in this paragraph summary as “defendants”).
+Added: The filing of the complaint initiated the adversary proceeding captioned Wells Fargo Bank, N.A.
+Added: The Hertz Corp., et al.
+Added: in the United States Bankruptcy Court for the District of Delaware (the "Delaware Bankruptcy Court"), Adv.
21-50995 (MFW).
−Removed: The Complaint seeks a declaratory judgment that the holders of the Unsecured Notes are entitled to payment of certain redemption premiums and post-petition interest that they assert total approximately $ 272 million or, in the alternative, are entitled to payment of post-petition interest at a contractual rate that they assert totals approximately $ 125 million.
+Added: The complaint seeks a declaratory judgment that the holders of the Unsecured Notes are entitled to payment of certain redemption premiums and post-petition interest that the holders assert total approximately $ 272 million or, in the alternative, are entitled to payment of post-petition interest at a contractual rate that they assert totals approximately $ 125 million.
The complaint also asserts the right to pre-judgment interest from July 1, 2021 to the date of any judgment.
−Removed: On December 22, 2021, the Bankruptcy Court dismissed Wells Fargo’s claims with respect to (i) the redemption premium allegedly owed on
+Added: On December 22, 2021, the Delaware Bankruptcy Court dismissed Wells Fargo’s claims with respect to (i) the redemption premium allegedly owed on the 2022 Notes and the 2024 Notes and (ii) post-petition interest at the contract rate.
+Added: See Wells Fargo Bank, N.A.
+Added: The Hertz Corp., et al., 637 B.R.
+Added: On November 9, 2022, the Delaware Bankruptcy Court ruled that the make-whole premium is the same as unmatured interest and is disallowed under the U.S.
+Added: Bankruptcy Code, granting summary judgment in the defendants’ favor.
+Added: The Delaware Bankruptcy Court certified the matter directly to the U.S.
+Added: Court of Appeals for the Third Circuit (the “Third Circuit”) and, on January 25, 2023, the Third Circuit accepted Wells Fargo’s appeal.
+Added: The Third Circuit held an oral argument for this appeal on October 25, 2023, and on September 10, 2024, the Third Circuit issued its opinion in Wells Fargo Bank, N.A.
+Added: The Hertz Corp., et al., 117 F.4th 109 (3d Cir.
+Added: In a 2-1 decision, a panel of the Third Circuit held that the "absolute priority rule" required Hertz to pay the make-whole premium on the 2026 Notes and on the 2028 Notes, and post-petition interest at the contract rate rather than the federal judgment rate on all Unsecured Notes, even though those amounts were disallowed under the Bankruptcy Code.
+Added: As a result, the Company has accrued approximately $ 320 million for this litigation as of December 31, 2024, made up of approximately $ 260 million on the underlying claims and approximately $ 60 million in pre-judgment interest, which interest will continue to accrue until the date of any judgment that may be entered by the Delaware Bankruptcy Court.
+Added: On October 15, 2024, the Company filed a petition with the Third Circuit for a rehearing en banc, which the Third Circuit denied on November 6, 2024.
+Added: The case has now been remanded to the Delaware Bankruptcy Court for a determination of the exact amount owed by the Company.
+Added: The Company and the Indenture Trustee do not agree on the proper calculation of the amounts owed, and that dispute remains to be resolved by the Delaware Bankruptcy Court.
+Added: The Company has also announced its intent to seek review of the Third Circuit's decision by the Supreme Court of the United States (the "U.S.
+Added: Supreme Court").
+Added: The Company's current deadline to file a petition for writ of certiorari with the U.S.
+Added: Supreme Court is March 6, 2025.
+Added: The Company has commenced negotiations with certain holders of the Unsecured Notes (the “Noteholders”) with respect to a possible settlement of this litigation (a “Potential Settlement”).
+Added: The Company has not reached an agreement with the Noteholders, and there can be no assurance that a Potential Settlement will be agreed upon between the Noteholders and the Company.
+Added: The Company cannot predict the ultimate outcome or timing of this litigation;
+Added: if, however, the Delaware Bankruptcy Court were to enter judgment against Hertz, payment of such judgment could have a material adverse effect on the Company's financial condition, results of operations or cash flows.
+Added: Claims Related to Alleged False Arrests - A group of claims involving allegations that the police detained or arrested individuals in error after the Company reported rental cars as stolen were previously advanced against the Company.
+Added: These claims first arose from actions allegedly taken by the Company prior to its emergence from
HERTZ GLOBAL HOLDINGS, INC.
2 unchanged sentences
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
−Removed: the 2022 and 2024 Notes and (ii) post-petition interest at the contract rate.
−Removed: On November 9, 2022, the Bankruptcy Court ruled that the make-whole premium is the same as unmatured interest and is disallowed under the U.S.
−Removed: Bankruptcy Code, granting summary judgment in the Defendants’ favor.
−Removed: The Bankruptcy Court certified the matter directly to the U.S.
−Removed: Court of Appeals for the Third Circuit (the “Third Circuit”) and, on January 25, 2023, the Third Circuit accepted Wells Fargo’s appeal.
−Removed: The Third Circuit held oral argument for this appeal on October 25, 2023 and the parties are awaiting the Third Circuit's decision.
−Removed: The Company cannot predict the ultimate outcome or timing of this litigation, however an adverse ruling by the Third Circuit, followed by an entry of judgement against Hertz by the Bankruptcy Court could have a material adverse effect on the Company's financial condition, results of operations or cash flows.
−Removed: Claims Related to Alleged False Arrests - A group of claims involving allegations that the police detained or arrested individuals in error after the Company reported rental cars as stolen were previously advanced against the Company.
−Removed: These claims first arose from actions allegedly taken by the Company prior to its emergence from bankruptcy reorganization;
+Added: bankruptcy reorganization;
some claims alleged post-emergence behavior by the Company.
These claims have been the subject of press coverage, and the Company has received government inquiries on the matter.
−Removed: The Company has policies to help ensure the proper treatment of its customers and to seek to protect itself against the theft of its services or assets, and has taken significant steps to modernize and update those policies.
+Added: The Company has policies to help guide the proper treatment of its customers and to seek to protect itself against the theft of its services or assets, and the Company has taken significant steps to modernize and update those policies.
In December 2022, the Company entered into settlement agreements with 364 claimants in full and final resolutions of their claims for an aggregated amount of approximately $ 168 million (the "Settlement"), all of which amount was paid by the Company during December 2022.
15 unchanged sentences
N22C-05-130 MMJ (CCLD) .
−Removed: On June 30, 2023, Hertz entered into a confidential settlement with ACE American Insurance Company.
−Removed: The case is ongoing against the remaining insurers.
−Removed: Share Repurchase Program Litigation - On May 11, 2023, Angelo Cascia, a purported stockholder of Hertz Global, filed a putative class and derivative lawsuit in the Delaware Court of Chancery against certain current directors of Hertz Global, Knighthead Capital Management, LLC, Certares Opportunities LLC, and CK Amarillo LP.
+Added: On June 30, 2023, Hertz entered into a confidential settlement agreement with ACE American Insurance Company.
+Added: On July 10, 2024, the Delaware Superior Court held a hearing on cross-motions for partial summary judgment and summary judgment.
+Added: The Company entered into confidential settlement agreements with some of the remaining insurers before and after the hearing.
+Added: On October 8, 2024, the Delaware Superior Court denied the Company's motion for partial summary judgment and granted the cross-motions for summary judgment and partial summary judgment in favor of the remaining general liability insurers.
+Added: Thereafter, Hertz entered into settlement agreements with the remaining directors' and officers' liability insurers.
+Added: Share Repurchase Program Litigation – On May 11, 2023, Angelo Cascia, a purported stockholder of Hertz Global, filed a putative class and derivative lawsuit in the Delaware Court of Chancery (the "Delaware Chancery Court") against certain current and former directors of Hertz Global, Knighthead Capital Management, LLC ("Knighthead"), Certares Opportunities LLC ("Certares") and CK Amarillo.
The claims in the complaint relate to the Company’s share repurchase programs approved in November 2021 and June 2022.
Among other allegations, the plaintiff claims Board members breached their fiduciary duties in approving these share repurchase programs and that Knighthead, Certares, and CK Amarillo were unjustly enriched because they gained a majority stake in Hertz Global as a result of share repurchases.
−Removed: Defendants’ motion to dismiss the complaint was filed on July 24, 2023.
−Removed: Plaintiff filed an answering brief on December 15, 2023.
+Added: Defendants filed their motion to dismiss the complaint on July 24, 2023.
+Added: On March 11, 2024, the Delaware Chancery Court held a hearing on defendants' motion to dismiss.
+Added: On June 20, 2024, the Delaware Chancery Court granted in part and denied in part the defendants' motion to dismiss.
+Added: The Delaware Chancery Court dismissed the claims against directors Feikin, Fields, Intrieri and Vougessis with prejudice, dismissed the claims related to the 2021 buyback without prejudice and allowed the remaining claims to proceed.
+Added: On August 26, 2024, the Board formed a Special Litigation Committee (the "SLC"), made up of two independent directors, to evaluate and take any necessary actions related to the remaining claims.
+Added: On October 21, 2024, the Delaware Chancery Court granted a motion to stay the litigation, including all discovery, until March 21, 2025.
+Added: Securities Class Action Complaint – On May 31, 2024, a complaint was filed in the United States District Court for the Middle District of Florida (the "Florida Middle District Court"), captioned Edward M.
+Added: Hertz Global Holdings, Inc.
+Added: 2:24-CV-00513).
+Added: On September 30, 2024, an amended complaint was filed, following the Florida Middle District Court's appointment of a lead plaintiff and a lead counsel.
+Added: The amended complaint asserts claims against Hertz Global, former Company CEO, Stephen M.
+Added: Scherr, and former Company Chief Financial Officer, Alexandra Brooks, alleging violations of Sections 10(b) and 20(a) of the Exchange Act and Rule 10b-5 promulgated thereunder, including concerning statements regarding demand for EVs.
+Added: Plaintiffs assert claims on behalf of a putative class, consisting of all persons and entities that purchased or otherwise acquired Hertz Global's securities between January 6, 2023 and April 24, 2024.
+Added: The amended complaint seeks unspecified damages, together with interest, attorneys’ fees and other costs.
+Added: Hertz Global filed a motion to dismiss the complaint on October 30, 2024.
+Added: On December 19, 2024, the Florida Middle District Court stayed all proceedings, pending a ruling on the motion to dismiss.
+Added: HERTZ GLOBAL HOLDINGS, INC.
+Added: AND SUBSIDIARIES
+Added: THE HERTZ CORPORATION AND SUBSIDIARIES
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
+Added: Warrant Holder Litigation – The holders of approximately 11 % of the outstanding Public Warrants issued by Hertz Global under the Warrant Agreement, dated as of June 30, 2021 (the “Warrant Agreement”), filed a lawsuit, captioned Discovery Global Opportunity Master Fund, Ltd.
+Added: Hertz Global Holdings, Inc ., Case No.
+Added: 2024-0655 (the “Action”), in the Delaware Chancery Court, on June 14, 2024.
+Added: The complaint in the Action alleges generally that a “Change of Control Event” (as defined in the Warrant Agreement) had occurred by virtue of Hertz Global's repurchase of shares between November 2021 and December 31, 2023 and Hertz Global's incurrence of indebtedness.
+Added: The complaint further asserts that, as a result of the alleged Change of Control Event, the plaintiffs are entitled to a “Change of Control Payment Amount” (as defined in the Warrant Agreement) in the amount of $ 20.47 per Public Warrant, or approximately $ 188 million in the aggregate, for their 11 % position.
+Added: The complaint asserts three claims for breach of contract and seeks a declaration from the Delaware Chancery Court that a Change of Control Event has occurred and that Hertz Global breached the Warrant Agreement by failing to redeem the warrants, monetary damages of at least $ 188 million plus pre- and post-judgment interest, and an order of specific performance, requiring Hertz Global to comply with its contractual obligations under the Warrant Agreement.
+Added: On June 17, 2024, Hertz Global filed a motion to dismiss the complaint.
+Added: A hearing took place on November 12, 2024, and on February 7, 2025, the Delaware Chancery Court granted the Company's motion to dismiss.
The Company has established reserves for matters where the Company believes that losses are probable and can be reasonably estimated.
−Removed: Other than the aggregate reserve established for claims for self-insured liabilities, none of those reserves are material.
+Added: Other than the aggregate reserve established for claims for self-insured liabilities and the bankruptcy-related litigation, none of those reserves are material.
For matters where the Company has not established a reserve, the ultimate outcome or resolution cannot be predicted at this time, or the amount of ultimate loss, if any, cannot be reasonably estimated.
2 unchanged sentences
Accordingly, it is possible that an adverse outcome from such a proceeding could exceed the amount accrued in an amount that could be material to the Company's consolidated financial condition, results of operations or cash flows in any particular reporting period.
−Removed: HERTZ GLOBAL HOLDINGS, INC.
−Removed: AND SUBSIDIARIES
−Removed: THE HERTZ CORPORATION AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
Indemnification Obligations
13 unchanged sentences
The Company regularly evaluates the probability of having to incur costs associated with these indemnification obligations and has accrued for expected losses that are probable and estimable.
+Added: HERTZ GLOBAL HOLDINGS, INC.
+Added: AND SUBSIDIARIES
+Added: THE HERTZ CORPORATION AND SUBSIDIARIES
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
Note 16— Related Party Transactions
Other Relationships
+Added: On June 19, 2024, Hertz entered into a Note Purchase Agreement (“NPA”) with Knighthead Annuity & Life Assurance Company, Knighthead Distressed Opportunities Fund, L.P., Knighthead (NY) Fund, L.P., Knighthead Master Fund, L.P.
+Added: and CK Opportunities Fund I, LP (collectively, the “Investors”), which entities are investors affiliated with CK Amarillo, an affiliate of Hertz Holdings, in connection with a backstop for Hertz's Exchangeable Notes offering, as disclosed in Note 7, "Debt." Under the terms of the NPA, Hertz had the right, but not the obligation, to sell to the Investors up to approximately $ 44 million in aggregate principal amount of Exchangeable Notes at the same price paid by investors in the offering of Exchangeable Notes.
+Added: At the time of issuance, the Investors purchased approximately $ 44 million of the Exchangeable Notes on terms no less favorable than those purchased by non-related parties in the offering.
+Added: On December 5, 2024, Hertz commenced consent solicitations with respect to its First Lien Senior Notes and its Exchangeable Notes to amend certain provisions of the indentures governing the First Lien Senior Notes and the Exchangeable Notes.
+Added: On December 13, 2024, the Investors affiliated with CK Amarillo, an affiliate of Hertz Holdings, holding Exchangeable Notes, collectively received approximately $ 1 million in consent fees (the “CK Consent Fee”) in exchange for tendering their consents to amend certain provisions of the indenture governing the Exchangeable Notes.
+Added: The CK Consent Fee paid to the Investors was at a consent fee level no greater than the consent fee level paid to non-related holders of the Exchangeable Notes.
In connection with its vehicle rental businesses, the Company enters into millions of rental transactions every year involving millions of customers.
7 unchanged sentences
Public Warrants
−Removed: On the Effective Date, in accordance with the Plan of Reorganization, reorganized Hertz Global issued 89,049,029 Public Warrants.
+Added: In June 2021, Hertz Global issued 89,049,029 Public Warrants.
See Note 18 , " Public Warrants – Hertz Global," for attributes of the Public Warrants, which are classified at fair value as a liability for financial reporting purposes under U.S.
Share Repurchase Programs for Common Stock
−Removed: In November 2021, Hertz Global's independent Audit Committee recommended, and its Board approved, the 2021 Share Repurchase Program, which was announced on November 29, 2021.
−Removed: In 2022, the Company completed the
+Added: In June 2022, Hertz Global's independent Audit Committee recommended, and its Board approved the 2022 Share Repurchase Program that authorized repurchases of up to $ 2.0 billion worth of shares of Hertz Global's outstanding common stock.
+Added: The 2022 Share Repurchase Program, announced on June 15, 2022, has no expiration date, does not obligate Hertz Global to acquire any particular amount of common stock and can be discontinued at any time.
+Added: However, during the effective period of Amendment No.
+Added: 8, as disclosed in Note 7, "Debt," in Part II, Item 8 of this 2024 Annual Report, the repurchase of Hertz Global's common stock is not permitted between April 16, 2024
HERTZ GLOBAL HOLDINGS, INC.
2 unchanged sentences
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
−Removed: 2021 Share Repurchase Program by repurchasing 80,677,021 shares of Hertz Global's common stock during the first half of 2022 at an average share price of $ 19.74 for an aggregate purchase price of $ 1.6 billion.
−Removed: Under the completed 2021 Share Repurchase Program, a total of 97,783,047 shares of Hertz Global common stock were repurchased for an aggregate purchase price of $ 2.0 billion.
−Removed: In June 2022, Hertz Global's independent Audit Committee recommended, and its Board approved, the 2022 Share Repurchase Program that authorized additional repurchases of up to an incremental $ 2.0 billion worth of shares of Hertz Global's outstanding common stock.
−Removed: The 2022 Share Repurchase Program, announced on June 15, 2022, has no initial time limit, does not obligate Hertz Global to acquire any particular amount of common stock and can be discontinued at any time.
−Removed: As of December 31, 2023, approximately $ 874 million remains available under the 2022 Share Repurchase Program.
−Removed: Between inception and December 31, 2022, a total of 47,303,009 shares of Hertz Global's common stock were repurchased in open-market transactions under the 2022 Share Repurchase Program at an average share price of $ 17.64 for an aggregate purchase price of $ 835 million.
−Removed: During the year ended December 31, 2023, a total of 19,381,160 shares of Hertz Global's common stock were repurchased in open-market transactions at an average share price of $ 15.01 for an aggregate purchase price of $ 291 million.
−Removed: Since inception of the 2022 Share Repurchase program a total of 66,684,169 shares of Hertz Global's common stock have been repurchased in open-market transactions at an average share price of $ 16.88 for an aggregate purchase price of $ 1.1 billion.
−Removed: There were no share repurchases after December 31, 2023 through the date of the filing of this 2023 Annual Report.
+Added: through April 1, 2025.
+Added: As of December 31, 2024, $ 874 million remains available under the 2022 Share Repurchase Program.
+Added: During the year ended December 31, 2023, a total of 19,381,160 shares of Hertz Global's common stock were repurchased in open-market transactions at an average share price of $ 15.01 for an aggregate purchase price of $ 291 million, excluding applicable excise tax.
+Added: Since inception of the 2022 Share Repurchase Program a total of 66,684,169 shares of Hertz Global's common stock have been repurchased in open-market transactions at an average share price of $ 16.88 for an aggregate purchase price of $ 1.1 billion, excluding applicable excise tax.
+Added: There were no share repurchases during the year ended December 31, 2024.
Common shares repurchased are included in treasury stock in the accompanying Hertz Global consolidated balance sheets as of December 31, 2024 and 2023.
Hertz Global funded the share repurchases with available cash and dividend distributions from Hertz.
−Removed: Any future repurchases will be made at the discretion of Hertz Global's management through a variety of methods, such as open-market transactions (including pre-set trading plans pursuant to Rule 10b5-1 of the Exchange Act), privately negotiated transactions, accelerated share repurchases, and other transactions in accordance with applicable securities laws.
−Removed: There can be no assurance as to the timing or number of shares of any repurchases.
+Added: Subsequent to the expiration of Amendment No.
+Added: 8, any future share repurchases will be made at the discretion of Hertz Global's management through a variety of methods, such as open-market transactions (including pre-set trading plans pursuant to Rule 10b5-1 under the Exchange Act), privately negotiated transactions, accelerated share repurchases, and other transactions in accordance with applicable securities laws.
+Added: There can be no assurance as to the timing or number of any share repurchases.
Earnings (Loss) Per Common Share
Basic earnings (loss) per common share has been computed based upon the weighted-average number of common shares outstanding.
−Removed: Diluted earnings (loss) per common share has been computed based upon the weighted-average number of common shares outstanding plus the effect of all potentially dilutive common stock equivalents, including Public Warrants, computed using the treasury stock method, except when the effect would be anti-dilutive.
−Removed: For the years ended December 31, 2023 and 2022, the diluted weighted-average shares outstanding included the dilutive impact of Public Warrants where the Company assumed share settlement of the Public Warrants as of the beginning of the reporting period.
−Removed: Additionally, the Company removes the change in fair value of Public Warrants when computing diluted earnings (loss) per common share, when the impact of Public Warrants is dilutive.
−Removed: In connection with the repurchase of the Series A Preferred Stock by Hertz Global, the difference between the carrying value of the Series A Preferred Stock and the redemption value paid by Hertz Global was deemed a dividend to the holders of the Series A Preferred Stock.
−Removed: As dividends represent earnings that were not available to the holders of Hertz Global's common stock when computing basic and diluted earnings (loss) per common share, they are reflected as an adjustment to net income (loss) available to common stockholders when computing basic and diluted earnings (loss) per common share for Hertz Global for the year ended December 31, 2021.
+Added: Diluted earnings (loss) per common share has been computed based upon the weighted-average number of common shares outstanding plus the effect of all potentially dilutive common stock equivalents, including Public Warrants and Exchangeable Notes, except when the effect would be antidilutive.
+Added: Dilutive shares for stock-based instruments and Public Warrants are computed using the treasury stock method and Exchangeable Notes are computed using the if-converted method.
+Added: Additionally, the Company removes the income or expense impacts related to Public Warrants and Exchangeable Notes when computing diluted earnings (loss) per common share, when the impacts are dilutive.
HERTZ GLOBAL HOLDINGS, INC.
6 unchanged sentences
2024 2023 2022
−Removed: Net income (loss) attributable to Hertz Global $ 616 $ 2,059 $ 366
−Removed: Series A Preferred Stock deemed dividends (2)
Net income (loss) available to Hertz Global common stockholders, basic $ ( 2,862 ) $ 616 2,059
7 unchanged sentences
Antidilutive stock options, RSUs and PSUs 13 6 6
+Added: Antidilutive shares related to Exchangeable Notes 19 — —
Total antidilutive 199 6 6
4 unchanged sentences
Amounts are calculated from the underlying numbers in thousands, and as a result, may not agree to the amounts shown in the table when calculated in millions.
−Removed: (2) Reflects the difference between the carrying value of the Series A Preferred Stock and the redemption value paid by Hertz Global, including certain fees.
Note 18— Public Warrants – Hertz Global
3 unchanged sentences
See Note 13, "Fair Value Measurements."
−Removed: The Public Warrants entitle the holders to receive one share of reorganized Hertz Global common stock upon exercise.
−Removed: The Public Warrants have a 30-year term and are exercisable from the date of issuance until June 30, 2051, at which time any unexercised Public Warrants will expire, and the rights of the holders to purchase reorganized Hertz Global common stock will terminate.
−Removed: The exercise price of the Public Warrants is subject to adjustment from time to time upon any payment of cash dividends relating to reorganized Hertz Global's common stock and the occurrence of certain dilutive events as described in the Public Warrant Agreement.
−Removed: As of December 31, 2023, the exercise price remains $ 13.80 .
−Removed: During the years ended December 31, 2023 and 2022, 48,965 and 245,959 Public Warrants were exercised, of which 31,034 and 60,661 were cashless exercises and 17,931 and 185,298 were exercised for $ 13.80 per share, respectively.
−Removed: As of December 31, 2023, 82,737,554 Public Warrants remain outstanding.
+Added: The Public Warrants entitle the holders to receive shares of Hertz Global common stock upon exercise.
+Added: The Public Warrants have a 30-year term and are exercisable from the date of issuance until June 30, 2051, at which time any unexercised Public Warrants will expire, and the rights of the holders to purchase Hertz Global common stock will terminate.
+Added: The exercise price of the Public Warrants is subject to adjustment from time to time upon any payment of cash dividends relating to Hertz Global's common stock and the occurrence of certain dilutive events as described in the Public Warrant Agreement.
+Added: In connection with the issuance of the Exchangeable Notes in June 2024, as disclosed in Note 7, "Debt," an anti-dilution provision in the Public Warrant Agreement required that the exercise price and warrant number be adjusted.
+Added: This resulted in the exercise price of the Public Warrants decreasing from $ 13.80 to $ 13.61 , effective upon the issuance of the Exchangeable Notes on June 28, 2024.
+Added: Effective concurrently with the change in exercise price, the number of shares of Hertz Global common stock to which a holder of a Public Warrant is entitled upon exercise of a Public Warrant increased from one share to 1.0140 shares.
+Added: During the year ended December 31, 2024, approximately 12,500 Public Warrants were exercised, of which 8,000 were cashless exercises, 1,300 were exercised for $ 13.61 per share and 3,200 were exercised for $ 13.80 per share.
+Added: As of December 31, 2023, approximately 49,000 Public Warrants were exercised, of which 31,000 were
HERTZ GLOBAL HOLDINGS, INC.
2 unchanged sentences
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
+Added: cashless exercises and 18,000 were exercised for $ 13.80 per share.
+Added: As of December 31, 2024, approximately 82,700,000 Public Warrants remain outstanding and the exercise price is $ 13.61 .
Note 19— Segment Information
−Removed: The Company's chief operating decision maker assesses performance and allocates resources based upon the financial information for the Company's reportable segments.
−Removed: The Company has identified two reportable segments, which are consistent with its operating segments and organized based on the products and services provided and the geographic areas in which business is conducted, as follows:
+Added: The Company's chief operating decision maker ("CODM") is its chief executive officer.
+Added: The CODM uses Adjusted EBITDA to determine segment profitability in order to assess performance and allocate resources for the Company's reportable segments based on monitoring of budgeted versus actual results.
+Added: The Company has identified two reportable segments, which are consistent with its operating segments and organized based primarily on the geographic areas in which business is conducted, as follows:
• Americas RAC - Rental of vehicles, as well as sales of value-added services, in the U.S., Canada, Latin America and the Caribbean.
+Added: The Company maintains a network of company-operated rental locations in this segment and has franchisees and partners that operate rental locations under the Company's brands;
• International RAC - Rental of vehicles, as well as sales of value-added services, in locations other than the U.S., Canada, Latin America and the Caribbean.
−Removed: In the second quarter of 2021, as a result of the Donlen Sale, as disclosed in Note 3, "Divestitures," the All Other Operations reportable segment, which consisted primarily of the Company's former Donlen business, was no longer deemed a reportable segment.
−Removed: In addition to its reportable segments and other operating activities, the Company has corporate operations ("Corporate") which includes general corporate assets and expenses and certain interest expense (including net interest on non-vehicle debt).
+Added: The Company maintains a network of company-operated rental locations, a majority of which are in Europe, and has franchisees and partners that operate rental locations under the Company's brands.
+Added: In addition to its reportable segments, the Company has corporate operations ("Corporate") which includes general corporate assets and expenses and net interest expense on non-vehicle debt.
Corporate includes other items necessary to reconcile the reportable segments to the Company's total amounts.
−Removed: The following tables provide significant statement of operations and balance sheet information by reportable segment for each of Hertz Global and Hertz, as well as Adjusted EBITDA, the measure used to determine segment profitability.
−Removed: Years Ended December 31,
−Removed: (In millions) 2023 2022 2021
−Removed: Americas RAC $ 7,722 $ 7,280 $ 6,215
−Removed: International RAC 1,649 1,405 985
−Removed: Total reportable segments 9,371 8,685 7,200
−Removed: All other operations (1)
−Removed: Total Hertz Global and Hertz $ 9,371 $ 8,685 $ 7,336
+Added: The following tables provide revenue, significant expenses, other segment expenses and the segment measure of profitability, Adjusted EBITDA, by reportable segment, including a reconciliation of Adjusted EBITDA to consolidated income (loss) before income taxes for Hertz Global and Hertz.
+Added: Year Ended December 31, 2024
+Added: (In millions) Americas RAC International RAC Total
+Added: Revenues $ 7,398 $ 1,651 $ 9,049
+Added: Significant segment expenses:
+Added: Direct vehicle and operating 4,726 971 5,697
Depreciation of revenue earning vehicles and lease charges, net (1)
−Removed: Americas RAC (2)
3,198 413 3,611
−Removed: International RAC 264 148 154
−Removed: Total Hertz Global and Hertz $ 2,039 $ 701 $ 497
−Removed: Depreciation and amortization, non-vehicle assets
−Removed: Americas RAC $ 125 $ 114 $ 166
−Removed: International RAC 11 13 16
−Removed: Total reportable segments 136 127 182
−Removed: All other operations (1)
−Removed: Total Hertz Global and Hertz $ 149 $ 142 $ 196
+Added: Selling, general and administrative 482 244 726
+Added: Other segment items (2)
+Added: 349 ( 8 ) 341
+Added: Segment profit (loss):
+Added: Adjusted EBITDA $ ( 1,357 ) $ 31 $ ( 1,326 )
+Added: Corporate (3)
+Added: Total Hertz Global and Hertz Adjusted EBITDA ( 1,541 )
+Added: Non-vehicle depreciation and amortization ( 139 )
+Added: Non-vehicle debt interest, net ( 375 )
+Added: Vehicle debt-related charges (4)
+Added: Restructuring and restructuring related charges (5)
+Added: Unrealized gains (losses) on financial instruments (6)
+Added: Non-cash stock-based compensation forfeitures (7)
+Added: Bankruptcy-related litigation reserve (8)
+Added: Long-Lived Assets impairment (9)
+Added: Other items (10)
+Added: Income (loss) before income taxes - Hertz ( 3,512 )
HERTZ GLOBAL HOLDINGS, INC.
2 unchanged sentences
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
+Added: Year Ended December 31, 2024
+Added: (In millions) Americas RAC International RAC Total
+Added: Change in fair value of Public Warrants (11)
+Added: Income (loss) before income taxes - Hertz Global $ ( 3,237 )
+Added: Year Ended December 31, 2023
+Added: (In millions) Americas RAC International RAC Total
+Added: Revenues $ 7,722 $ 1,649 $ 9,371
+Added: Significant segment expenses:
+Added: Direct vehicle and operating 4,582 880 5,462
+Added: Depreciation of revenue earning vehicles and lease charges, net (1)
+Added: 1,775 264 2,039
+Added: Selling, general and administrative 501 227 728
+Added: Other segment items (2)
+Added: 279 ( 24 ) 255
+Added: Segment profit (loss):
+Added: Adjusted EBITDA $ 585 $ 302 $ 887
+Added: Corporate (3)
+Added: Total Hertz Global and Hertz Adjusted EBITDA 561
+Added: Non-vehicle depreciation and amortization ( 149 )
+Added: Non-vehicle debt interest, net ( 238 )
+Added: Vehicle debt-related charges (4)
+Added: Restructuring and restructuring related charges (5)
+Added: Unrealized gains (losses) on financial instruments (6)
+Added: Gain on sale of non-vehicle capital assets (12)
+Added: Other items (10)
+Added: Income (loss) before income taxes - Hertz 123
+Added: Change in fair value of Public Warrants (11)
+Added: Income (loss) before income taxes - Hertz Global $ 286
+Added: Year Ended December 31, 2022
+Added: (In millions) Americas RAC International RAC Total
+Added: Revenues $ 7,280 $ 1,405 $ 8,685
+Added: Significant segment expenses:
+Added: Direct vehicle and operating 4,080 728 4,808
+Added: Depreciation of revenue earning vehicles and lease charges, net (1)
+Added: Selling, general and administrative 351 180 531
+Added: Other segment items (2)
+Added: Segment profit (loss):
+Added: Adjusted EBITDA $ 2,292 $ 350 $ 2,642
+Added: Corporate (3)
+Added: Total Hertz Global and Hertz Adjusted EBITDA 2,305
+Added: Non-vehicle depreciation and amortization ( 142 )
+Added: Non-vehicle debt interest, net ( 169 )
+Added: Vehicle debt-related charges (4)
+Added: Restructuring and restructuring related charges (5)
+Added: HERTZ GLOBAL HOLDINGS, INC.
+Added: AND SUBSIDIARIES
+Added: THE HERTZ CORPORATION AND SUBSIDIARIES
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
+Added: Year Ended December 31, 2022
+Added: (In millions) Americas RAC International RAC Total
+Added: Unrealized gains (losses) on financial instruments (6)
+Added: Litigation settlements (13)
+Added: Other items (10)
+Added: Income (loss) before income taxes - Hertz 1,745
+Added: Change in fair value of Public Warrants (11)
+Added: Income (loss) before income taxes - Hertz Global $ 2,449
+Added: (1) Includes the write-down to carrying value of vehicles classified as held for sale.
+Added: In 2024, also includes the EV Disposal Groups.
+Added: In 2023, Americas RAC also includes the First EV Disposal Group.
+Added: See Note 5, "Revenue Earning Vehicles."
+Added: (2) Represents certain other segment items that are not deemed significant segment expenses, which primarily includes fleet interest expense, net and certain other adjustments reflected in the tables above, excluding adjustments in 2024 for Long-Lived Assets impairment and bankruptcy-related litigation reserve and in 2023 adjustment for a gain on sale of non-vehicle capital assets.
+Added: (3) Represents other reconciling items primarily consisting of general corporate expenses and non-vehicle interest expense, net;
+Added: as well as other business activities.
+Added: (4) Represents vehicle debt-related charges relating to the amortization of deferred financing costs and debt discounts and premiums which are recorded within vehicle interest expense, net.
+Added: (5) Represents charges incurred under restructuring actions as defined in U.S.
+Added: Also includes restructuring related charges such as incremental costs incurred related to personnel reductions, litigation and closure of underperforming locations.
+Added: In 2024, charges are recorded within selling, general and administrative expense.
+Added: In 2023 and 2022, charges are recorded within direct vehicle and operating expense and selling, general and administrative expense.
+Added: (6) Represents unrealized gains (losses) on derivative financial instruments in which interest rate instrument gains (losses) are recorded within vehicle interest expense, net and foreign currency forward contract gains (losses) are recorded within selling, general and administrative expense.
+Added: See Note 12, "Financial Instruments."
+Added: (7) Represents former CEO awards forfeited in March 2024.
+Added: See Note 9, "Stock-Based Compensation."
+Added: (8) Represents an increase to an existing bankruptcy-related litigation reserve recorded in September 2024, including interest that continues to accrue during each subsequent reporting period.
+Added: See Note 15, "Contingencies and Off-Balance Sheet Commitments."
+Added: (9) Represents impairment charges recognized for certain long-lived assets in the third quarter of 2024.
+Added: See Note 3, "Long-Lived Assets Impairment."
+Added: (10) Represents miscellaneous items.
+Added: For 2024, primarily includes certain IT-related charges, cloud computing costs and certain storm-related vehicle damages, partially offset by a loss recovery settlement and certain litigation settlements.
+Added: For 2023, primarily includes certain IT-related costs, charges for certain storm-related vehicle damages and certain professional fees and charges related to the settlement of bankruptcy claims, partially offset by a loss recovery settlement.
+Added: For 2022, primarily includes certain bankruptcy claims, certain professional fees and charges related to the settlement of bankruptcy claims and certain non-cash stock-based compensation charges.
+Added: (11) Represents the change in fair value during the reporting period for Hertz Global's outstanding Public Warrants.
+Added: (12) Represents gain on sale of certain non-vehicle capital assets sold in 2023.
+Added: See Note 4, "Divestitures."
+Added: (13) Represents payments made for the settlement of certain claims related to alleged false arrests.
+Added: See Note 15, "Contingencies and Off-Balance Sheet Commitments."
+Added: HERTZ GLOBAL HOLDINGS, INC.
+Added: AND SUBSIDIARIES
+Added: THE HERTZ CORPORATION AND SUBSIDIARIES
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
+Added: The following tables provide other significant statement of operations, balance sheet and cash flow information by reportable segment for each of Hertz Global and Hertz.
Years Ended December 31,
(In millions) 2024 2023 2022
−Removed: Interest expense, net
+Added: Depreciation and amortization, non-vehicle assets
Americas RAC $ 109 $ 125 $ 114
1 unchanged sentence
Total reportable segments 122 136 127
−Removed: All other operations (1)
Total Hertz Global and Hertz $ 139 $ 149 $ 142
−Removed: Adjusted EBITDA
+Added: Vehicle interest expense, net
Americas RAC $ 479 $ 456 $ 140
International RAC 111 99 19
+Added: Total Hertz Global and Hertz $ 590 $ 555 $ 159
+Added: Non-vehicle interest expense, net
+Added: Americas RAC $ ( 4 ) $ ( 22 ) $ ( 80 )
+Added: International RAC ( 18 ) ( 10 ) —
Total reportable segments ( 22 ) ( 32 ) ( 80 )
−Removed: All other operations (1)
−Removed: ( 326 ) ( 337 ) ( 146 )
Total Hertz Global and Hertz $ 369 $ 238 $ 169
19 unchanged sentences
$ 21,801 $ 24,604
−Removed: (1) Substantially comprised of the Company's Donlen business, which was sold on March 30, 2021.
−Removed: (2) For the year ended December 31, 2023, includes the write-down to carrying value of vehicles classified as held for sale, including the EV Disposal Group.
−Removed: See Note 4, "Revenue Earning Vehicles."
−Removed: (3) Includes the carrying amount of vehicles classified as held for sale as of the respective balance sheet date, including the EV Disposal Group in 2023.
+Added: (1) Includes the carrying amount of vehicles classified as held for sale as of the respective balance sheet date.
See Note 5, "Revenue Earning Vehicles."
−Removed: (4) The consolidated total assets of Hertz Global and Hertz as of December 31, 2023 and 2022 include total assets of VIEs of $ 1.7 billion and $ 1.3 billion, respectively, which can only be used to settle obligations of the VIEs.
−Removed: See "Pledges Related to Vehicle Financing" in Note 6, "Debt," for further information.
HERTZ GLOBAL HOLDINGS, INC.
2 unchanged sentences
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
+Added: (2) As of December 31, 2023, includes the carrying amount of vehicles classified as held for sale as of the respective balance sheet date, including the First EV Disposal Group.
+Added: See Note 5, "Revenue Earning Vehicles."
+Added: (3) The consolidated total assets of Hertz Global and Hertz as of December 31, 2024 and 2023 include total assets of VIEs of $ 1.4 billion and $ 1.7 billion, respectively, which can only be used to settle obligations of the VIEs.
+Added: See "Pledges Related to Vehicle Financing" in Note 7, "Debt," for further information.
Years Ended December 31,
13 unchanged sentences
$ ( 93 ) $ ( 623 ) $ ( 638 )
−Removed: All other operations:
$ ( 11 ) $ ( 45 ) $ ( 15 )
2 unchanged sentences
$ ( 9 ) $ ( 40 ) $ ( 14 )
−Removed: $ ( 45 ) $ ( 15 ) $ ( 12 )
−Removed: Proceeds from disposals
−Removed: Net expenditures - Hertz Global and Hertz
−Removed: $ ( 40 ) $ ( 14 ) $ ( 11 )
−Removed: (1) Substantially comprised of the Company's Donlen business, which was sold on March 30, 2021.
The Company operates in the U.S.
19 unchanged sentences
Total Hertz Global and Hertz
+Added: Operating lease right-of-use assets
+Added: $ 1,815 $ 1,995
+Added: International
+Added: Total Hertz Global and Hertz
+Added: $ 2,088 $ 2,253
HERTZ GLOBAL HOLDINGS, INC.
9 unchanged sentences
Total Hertz $ 21,801 $ 24,604
−Removed: (1) Includes the carrying amount of vehicles classified as held for sale as of the respective balance sheet date, including the EV Disposal Group in 2023.
+Added: (1) In 2023, includes the carrying amount of the First EV Disposal Group.
See Note 5, "Revenue Earning Vehicles."
−Removed: Reconciliations of Adjusted EBITDA by reportable segment to consolidated amounts are summarized below:
−Removed: Years Ended December 31,
−Removed: (In millions) 2023 2022 2021
−Removed: Adjusted EBITDA:
−Removed: Americas RAC $ 585 $ 2,292 $ 2,173
−Removed: International RAC 302 350 90
−Removed: Total reportable segments 887 2,642 2,263
−Removed: All other operations (1)
−Removed: Corporate (2)
−Removed: ( 326 ) ( 337 ) ( 146 )
−Removed: Total Hertz Global 561 2,305 2,130
−Removed: Non-vehicle depreciation and amortization ( 149 ) ( 142 ) ( 196 )
−Removed: Non-vehicle debt interest, net (3)
−Removed: ( 238 ) ( 169 ) ( 185 )
−Removed: Vehicle debt-related charges (4)
−Removed: ( 42 ) ( 35 ) ( 72 )
−Removed: Restructuring and restructuring related charges (5)
−Removed: ( 17 ) ( 45 ) ( 76 )
−Removed: Reorganization items, net (6)
−Removed: Pre-reorganization charges and non-debtor financing charges (7)
−Removed: Gain from the Donlen Sale (8)
−Removed: Change in fair value of Public Warrants (9)
−Removed: 163 704 ( 627 )
−Removed: Unrealized gains (losses) on financial instruments (10)
−Removed: ( 117 ) 111 4
−Removed: Gain on sale of non-vehicle capital assets (11)
−Removed: Litigation settlements (12)
−Removed: Other items (13)
−Removed: ( 37 ) ( 112 ) 24
−Removed: Income (loss) before income taxes $ 286 $ 2,449 $ 683
−Removed: HERTZ GLOBAL HOLDINGS, INC.
−Removed: AND SUBSIDIARIES
−Removed: THE HERTZ CORPORATION AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
−Removed: Years Ended December 31,
−Removed: (In millions) 2023 2022 2021
−Removed: Adjusted EBITDA:
−Removed: Americas RAC $ 585 $ 2,292 $ 2,173
−Removed: International RAC 302 350 90
−Removed: Total reportable segments 887 2,642 2,263
−Removed: All other operations (1)
−Removed: Corporate (2)
−Removed: ( 326 ) ( 337 ) ( 146 )
−Removed: Total Hertz 561 2,305 2,130
−Removed: Non-vehicle depreciation and amortization ( 149 ) ( 142 ) ( 196 )
−Removed: Non-vehicle debt interest, net (3)
−Removed: ( 238 ) ( 169 ) ( 185 )
−Removed: Vehicle debt-related charges (4)
−Removed: ( 42 ) ( 35 ) ( 72 )
−Removed: Restructuring and restructuring related charges (5)
−Removed: ( 17 ) ( 45 ) ( 76 )
−Removed: Reorganization items, net (6)
−Removed: Pre-reorganization charges and non-debtor financing charges (7)
−Removed: Gain from the Donlen Sale (8)
−Removed: Unrealized gains (losses) on financial instruments (10)
−Removed: ( 117 ) 111 4
−Removed: Gain on sale of non-vehicle capital assets (11)
−Removed: Litigation settlements (12)
−Removed: Other items (13)
−Removed: ( 37 ) ( 112 ) 24
−Removed: Income (loss) before income taxes $ 123 $ 1,745 $ 1,474
−Removed: (1) Substantially comprised of the Company's Donlen business, which was sold on March 30, 2021 as disclosed in Note 3, "Divestitures."
−Removed: (2) Represents other reconciling items primarily consisting of general corporate expenses and non-vehicle interest expense, as well as other business activities.
−Removed: (3) In 2021, includes $ 8 million of loss on extinguishment of debt associated with the payoff and termination of the HIL Credit Agreement resulting from the implementation of the Plan of Reorganization.
−Removed: (4) Represents vehicle debt-related charges relating to the amortization of deferred financing costs and debt discounts and premiums.
−Removed: (5) Represents charges incurred under restructuring actions as defined in U.S.
−Removed: Also includes restructuring related charges such as incremental costs incurred directly supporting business transformation initiatives.
−Removed: (6) Represents charges incurred associated with the filing of and the emergence from the Chapter 11 Cases, as disclosed in Note 19, "Reorganization Items, Net."
−Removed: (7) Represents charges incurred prior to the filing of the Chapter 11 Cases comprised of preparation charges for the reorganization, such as professional fees.
−Removed: Also, includes certain non-debtor financing and professional fee charges.
−Removed: (8) Represents the net gain from the sale of the Company's Donlen business on March 30, 2021 as disclosed in Note 3, "Divestitures."
−Removed: (9) Represents the change in fair value during the reporting period for Hertz Global's outstanding Public Warrants.
−Removed: (10) Represents unrealized gains (losses) on derivative financial instruments.
−Removed: See Note 11, "Financial Instruments."
−Removed: (11) Represents gain on sale of certain non-vehicle capital assets sold in March 2023.
−Removed: See Note 3, "Divestitures."
−Removed: (12) Represents payments made for the settlement of certain claims related to alleged false arrests.
−Removed: See Note 14, "Contingencies and Off-Balance Sheet Commitments."
−Removed: (13) Represents miscellaneous items.
−Removed: For 2023, primarily includes certain IT-related costs, charges for certain storm-related vehicle damages and certain professional fees and charges related to the settlement of bankruptcy claims, partially offset by a loss recovery settlement.
−Removed: For 2022, primarily includes certain bankruptcy claims, certain professional fees and charges related to the settlement of bankruptcy claims and certain non-cash stock-based compensation charges.
−Removed: For 2021, primarily includes $ 100 million associated with the suspension of depreciation during the first quarter for the Donlen business while classified as held for sale, partially offset by $ 17 million for certain professional fees, $ 14 million of charges related to the settlement of bankruptcy claims, charges for a multiemployer pension plan withdrawal liability and letter of credit fees.
−Removed: HERTZ GLOBAL HOLDINGS, INC.
−Removed: AND SUBSIDIARIES
−Removed: THE HERTZ CORPORATION AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
−Removed: Note 19— Reorganization Items, Net
−Removed: The Debtors incurred incremental costs as a result of the Chapter 11 Cases and settlement of liabilities under the Plan of Reorganization which were recorded as reorganization items, net in the accompanying consolidated statements of operations for the year ended December 31, 2021.
−Removed: The following tables summarize reorganization items, net:
−Removed: Year Ended December 31,
−Removed: (In millions) 2021
−Removed: Professional fees and other bankruptcy related costs $ 257
−Removed: Loss on extinguishment of debt (1)
−Removed: Backstop fee 164
−Removed: Breakup fee (2)
−Removed: Contract settlements 25
−Removed: Cancellation of share-based compensation grants ( 10 )
−Removed: Net gain on settlement of liabilities subject to compromise ( 22 )
−Removed: Other, net ( 5 )
−Removed: Reorganization items, net $ 677
−Removed: Year Ended December 31,
−Removed: (In millions) 2021
−Removed: Professional fees and other bankruptcy related costs $ 257
−Removed: Loss on extinguishment of debt (1)
−Removed: Breakup fee (2)
−Removed: Contract settlements 25
−Removed: Cancellation of share-based compensation grants ( 10 )
−Removed: Net gain on settlement of liabilities subject to compromise ( 22 )
−Removed: Other, net ( 5 )
−Removed: Reorganization items, net $ 513
−Removed: (1) Includes loss on extinguishment of debt resulting from the implementation of the Plan of Reorganization on the Effective Date.
−Removed: Primarily composed of write-offs of unamortized deferred loan origination costs and early termination fees associated with terminated debt agreements.
−Removed: See Note 6, "Debt," for further information.
−Removed: (2) Breakup fee paid to prior plan sponsors and certain of their respective affiliates and holders of certain notes upon emergence from Chapter 11 in accordance with an equity purchase and commitment agreement entered into in April 2021, which was subsequently terminated.
−Removed: Cash payments during the year ended December 31, 2021 totaled $ 485 million.
−Removed: As of December 31, 2021, $ 25 million was recorded in accounts payable in the accompanying consolidated balance sheet, which was paid through the claim settlement process during the first half of 2022.
+Added: (2) Includes the carrying amount of vehicles classified as held for sale as of the respective balance sheet date.
+Added: See Note 5, "Revenue Earning Vehicles."
CONDENSED FINANCIAL INFORMATION OF REGISTRANT
5 unchanged sentences
Total cash and cash equivalents and restricted cash and cash equivalents 1 —
−Removed: Non-vehicle receivables, net of allowance — —
Prepaid expenses and other assets — 1
3 unchanged sentences
LIABILITIES AND STOCKHOLDERS' EQUITY
−Removed: Accrued liabilities $ — $ 21
Accrued taxes, net — 2
4 unchanged sentences
Common stock, $ 0.01 par value, 481,502,623 and 479,990,286 shares issued, respectively, and 306,690,579 and 305,178,242 shares outstanding, respectively
+Added: Treasury stock, at cost, 174,812,044 and 174,812,044 common shares, respectively
+Added: ( 3,430 ) ( 3,430 )
Additional paid-in capital 6,396 6,405
1 unchanged sentence
Accumulated other comprehensive income (loss) ( 316 ) ( 248 )
−Removed: Equity before treasury stock 6,522 5,781
−Removed: Treasury stock, at cost, 174,812,044 and 155,430,884 common shares as of December 31, 2023 and 2022, respectively
−Removed: ( 3,430 ) ( 3,136 )
Total stockholders' equity 153 3,092
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Revenues $ — $ — $ —
−Removed: Reorganization items, net — — 164
Change in fair value of Public Warrants ( 275 ) ( 163 ) ( 704 )
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Net income (loss) $ ( 2,862 ) $ 616 $ 2,059
−Removed: Series A Preferred Stock deemed dividends — — ( 450 )
−Removed: Net income (loss) available to Hertz Holdings common stockholders $ 616 $ 2,059 $ ( 84 )
The accompanying notes are an integral part of these financial statements.
16 unchanged sentences
Cash flows from financing activities:
−Removed: Proceeds from Plan Sponsors — — 2,781
−Removed: Proceeds from 2021 Rights Offering, net — — 1,639
−Removed: Contributions to Hertz — — ( 5,642 )
Proceeds from exercises of Public Warrants — — 3
−Removed: Proceeds from issuance of preferred stock, net — — 1,433
−Removed: Distributions to common stockholders — — ( 239 )
Share repurchases — ( 315 ) ( 2,461 )
−Removed: Repurchase of preferred stock — — ( 1,883 )
Dividends from Hertz 7 321 2,477
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Note 2— Dividends
+Added: In 2024, $ 7 million of cash dividends were paid by Hertz to Hertz Holdings.
In 2023 and 2022, $ 321 million and $ 2.5 billion in cash dividends were paid by Hertz to Hertz Holdings to fund common stock repurchases, respectively.
−Removed: In 2021, $ 2.5 billion in cash dividends were paid by Hertz to Hertz Holdings to fund preferred stock and common stock share repurchases.
−Removed: Additionally, in December 2021, a $ 65 million tax-related liability for a loan due from Hertz to Hertz Holdings was settled via a non-cash distribution.
There were no non-cash dividends paid by Hertz in 2024, 2023 or 2022.
Note 3— Share Repurchases
−Removed: For a discussion of the share repurchase programs of Hertz Holdings, refer to Note 16, "Equity and Earnings (Loss) Per Common Share – Hertz Global" to the Notes to its consolidated financial statements in this 2023 Annual Report under the caption Item 8, "Financial Statements and Supplementary Data." In 2023 and 2022, Hertz Holdings repurchased 19,381,160 shares and 127,980,030 shares, for $ 291 million and, $ 2.4 billion, respectively.
−Removed: There were no share repurchases after December 31, 2023 through the filing of this 2023 Annual Report.
−Removed: These amounts are included in treasury stock in the accompanying parent-only balance sheets of Hertz Holdings as of December 31, 2023 and 2022.
+Added: For a discussion of the share repurchase programs of Hertz Holdings, see Note 17, "Equity and Earnings (Loss) Per Common Share – Hertz Global" in Part II, Item 8 of this 2024 Annual Report.
+Added: There were no share repurchases during the year ended December 31, 2024.
+Added: In 2023, Hertz Holdings repurchased 19,381,160 shares, for $ 291 million, excluding applicable excise tax, which is included in treasury stock in the accompanying parent-only balance sheets of Hertz Holdings as of December 31, 2024 and 2023.
VALUATION AND QUALIFYING ACCOUNTS
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Balance at Beginning of
+Added: Charges to Earnings
Deductions Balance at
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Year ended December 31, 2024 $ 305 $ 558 (2)
+Added: $ ( 15 ) $ ( 9 ) (3)
Year ended December 31, 2023 511 22 10 ( 238 ) (3)
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(1) Amounts written off, net of recoveries.
+Added: (2) Activity represents the establishment of $ 383 million and $ 175 million of domestic and foreign valuation allowances, respectively.
+Added: See Note 11, "Income Tax (Provision) Benefit," for further information.
(3) Activity represents the release of a valuation allowance.
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Based on this assessment, management has concluded that we did maintain effective internal control over financial reporting as of December 31, 2024.
−Removed: The effectiveness of our internal control over financial reporting as of December 31, 2023 has been audited by Ernst & Young LLP, an independent registered public accounting firm, as stated in their report, which appears in this 2023 Annual Report.
+Added: The effectiveness of our internal control over financial reporting as of December 31, 2024 has been audited by Ernst & Young LLP, an independent registered public accounting firm, as stated in their report, which is included in this 2024 Annual Report.
Changes in Internal Control over Financial Reporting
7 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.