Hertz Holdings currently has a policy of settling the conversion of its 5.25% Convertible Senior Notes due June 2014 (the "Convertible Notes") using a combination of cash and shares of Hertz Holdings common stock. Subject to completion of the share repurchase from the underwriters, Hertz Holdings intends to change its current settlement policy and elect to settle the Convertible Notes in 100% shares of common stock. Hertz Holdings believes the repurchase of shares from the underwriters in the offering and the subsequent use of shares to settle the Convertible Notes will prevent any further dilutive impact to its weighted average fully diluted shares outstanding.
Following the offering and the repurchase of common stock by Hertz Holdings, the investment funds associated with the Sponsors will continue to beneficially own an aggregate of approximately 50 million shares, or approximately 12.5% in the aggregate, of Hertz Holdings' outstanding common stock, calculated on an undiluted basis after giving effect to the repurchase of shares by Hertz Holdings. Hertz Holdings will not receive any proceeds from the offering.
Hertz Holdings has filed a registration statement (including a prospectus) with the Securities and Exchange Commission ("SEC") for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents Hertz Holdings has filed with the SEC for more complete information about Hertz Holdings and this offering. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, Hertz Holdings, the underwriters or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling toll-free 1-888-603-5847 or 1-800-831-9146 or by emailing firstname.lastname@example.org.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.