Hertz Announces Tender Results, Extension of Expiration Date and Date to Receive Early Tender Premium in Cash Tender Offer for Outstanding EUR200,000,000 Floating Rate Notes due July 2007
PARK RIDGE, N.J., Nov. 18, 2005 -- The Hertz Corporation (the "Company") announced on October 17, 2005 that it and/or its subsidiary, Hertz Finance Centre plc ("Hertz Finance" and, together with the Company, "Hertz") had commenced a tender offer (the "Offer") to purchase for cash any and all of the outstanding EUR200,000,000 Floating Rate Notes due July 2007 of Hertz Finance (the "Notes"), which Notes are unconditionally guaranteed as to payment of principal and interest by the Company. Hertz announced today that, as of 5:00 p.m., New York City time, on Wednesday, November 16, 2005, it had received tenders of EUR160,927,000, or 80.46%, in aggregate principal amount of Notes. The previously announced total of EUR175,097,000, or 87.55%, in aggregate principal amount of Notes, reflected an inadvertent error in tabulation.
Hertz announced on October 31, 2005 that the "Early Tender Date" with respect to the Notes occurred at 5:00 p.m., New York City time, on Friday, October 28, 2005. As a result of the occurrence of the Early Tender Date, tendered Notes may no longer be withdrawn, except in limited circumstances.
Hertz also announced today that it has extended the date by which holders of Notes must tender in order to be eligible to receive the "Total Consideration" set forth in the Offer to Purchase for Cash, dated October 17, 2005, as amended by the Supplement, dated October 21, 2005, and the Second Supplement, dated November 2, 2005 (as so amended, the "Statement"). Holders who tender Notes prior to 5:00 p.m., New York City time, on Wednesday, November 30, 2005, will be eligible to receive the Total Consideration, which includes the Early Tender Premium with respect to the Notes.
Hertz also announced today that it has extended the expiration date of the Offer, to 5:00 p.m., New York City time, on Friday, December 9, 2005, unless such date is extended or earlier terminated. Holders of Notes who tender their notes after 5:00 p.m., New York City time on Wednesday, November 30, 2005, but before 5:00 p.m., New York City time, on Friday, December 9, 2005, unless such date is extended or earlier terminated, will be eligible to receive the Tender Offer Consideration set forth in the Statement, but will not be eligible to receive the Early Tender Premium set forth in the Statement.
The Offer is being conducted in connection with the pending sale of the Company by Ford Holdings LLC to CCMG Holdings, Inc. or to a wholly-owned subsidiary thereof (the "Sale Transaction"). The obligation of Hertz to accept for purchase, and to pay the applicable consideration set forth in the Statement, for Notes validly tendered pursuant to the Offer is conditioned upon the consummation of the Sale Transaction, which is itself subject to certain conditions described in the Statement. Hertz intends to further extend the Expiration Date, if necessary, so that the date on which it accepts Notes for payment pursuant to the terms of the Offer coincides with the closing of the Sale Transaction.
As previously announced, Hertz reserves the right to accept for purchase on the date of the closing of the Sale Transaction any Notes validly tendered prior to 5:00 p.m., New York City time, on the business day immediately preceding the date of the closing of the Sale Transaction (such date, the "Early Acceptance Date"). Settlement with respect to any Notes accepted for payment on the Early Acceptance Date is expected to be made promptly following the Early Acceptance Date.
Subject to applicable securities law, Hertz reserves the right to waive any and all conditions to the Offer or extend, terminate or otherwise amend the Offer. In connection with the Sale Transaction, the Company is concurrently offering to purchase certain other notes (the "Additional Notes") and soliciting consents for certain proposed amendments to the indentures pursuant to which the Additional Notes were issued.
Citigroup Global Markets Limited, Deutsche Bank AG London, Goldman, Sachs & Co., J.P. Morgan Securities Ltd. and Lehman Brothers Inc. are serving as dealer managers for the Offer and Global Bondholder Services Corporation and Deutsche Bank Luxembourg S.A. are serving as principal tender agent and Luxembourg tender agent, respectively. Questions may be directed to Citigroup Global Markets Limited at +44 207 986 8969, Deutsche Bank AG London at + 44 207 545 8011; Goldman, Sachs & Co. at (800) 828-3182; J.P. Morgan Securities Ltd. at + 44(0) 207 742 7506; and Lehman Brothers Inc. at (800) 438-3242 or 1 (212) 528-7581. Requests for documents may be directed to Global Bondholder Services Corporation at (866) 387-1500 or in writing at 65 Broadway - Suite 704, New York, NY 1006, Attention: Corporate Actions or Deutsche Bank Luxembourg S.A. at +352 42122 460 or in writing at 2 Boulevard Konrad Adenauer, L-1115 Luxembourg.
About The Hertz Corporation
The Hertz Corporation operates the largest general use car rental business in the world and one of the largest industrial, construction and material handling equipment rental businesses in North America, based on revenues.
Forward-Looking Statements
This news release contains "forward-looking statements." These statements include those that refer to the Company's expectations about the Sale Transaction. Although the Company believes its expectations are based on reasonable assumptions, it cannot assure the expectations reflected herein will be achieved. The risks, uncertainties, and assumptions include the possibility that the Company will be unable to fully realize the benefits anticipated from the Sale Transaction; the possibility that the Sale Transaction may not close including as a result of failure of the Company to obtain the necessary regulatory approvals and other risks that are described from time to time in the Securities and Exchange Commission (SEC) reports of The Hertz Corporation. Other factors and risks affecting the Company are contained in the Company's Annual Report on Form 10-K, as amended, for the fiscal year ended December 31, 2004, and Current Reports on Form 8-K, dated June 15, 2005 and October 17, 2005, filed with the SEC and available on the SEC's website at http://www.sec.gov/. The Company undertakes no obligation to subsequently update or revise the forward-looking statements made in this news release to reflect events or circumstances after the date of this news release.
This news release is neither an offer to purchase nor a solicitation of an offer to sell the Notes in any state or other jurisdiction in which such offer or solicitation would be unlawful prior to registration or qualification under the securities law of any such state or other jurisdiction. The Offer is only made pursuant to the Statement.
The Offer does not constitute, and may not be used in connection with, an offer or solicitation by anyone in any jurisdiction in which such offer or solicitation is not permitted by law or in which the person making such offer or solicitation is not qualified to do so or to any person to whom it is unlawful to make such offer or solicitation. In any jurisdiction in which the Offer is required to be made by a licensed broker or dealer and in which the dealer managers, or any affiliates thereof, are so licensed, the Offer shall be deemed to have been made by such dealer managers, or such affiliates, on behalf of Hertz Finance Centre plc and/or The Hertz Corporation.
The Offer is not being made in the Republic of Italy. The Offer and the Statement relating thereto have not been submitted to the clearance procedure of the Commissione Nazionale per le Societa e la Borsa (CONSOB) pursuant to Italian laws and regulations. Holders of Notes are hereby notified that, to the extent such Holders of Notes are Italian residents and/or persons located in the Republic of Italy, the Offer is not available to them and they may not submit for tender Notes in the Offer. Any acceptance received from such persons shall be ineffective and void, and neither the Offer made by the Statement nor any other offering material relating to the Offer or the Notes may be distributed or made available in the Republic of Italy. In order to ascertain whether a person is located in the Republic of Italy, the applicable laws and regulations governing tender offers in the Republic of Italy shall apply.
The Offer is not being made to, and tenders of Notes will not be accepted from, or on behalf of, holders of Notes in any jurisdiction in which, or to or from any person to or from whom, it is unlawful to make such offer or solicitation under applicable securities or blue sky laws. There are restrictions on the availability of the Offer in the United Kingdom, France and Belgium as more fully set out in the Statement.