0000905148-24-001837.txt : 20240702
0000905148-24-001837.hdr.sgml : 20240702
20240702210741
ACCESSION NUMBER: 0000905148-24-001837
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20240628
FILED AS OF DATE: 20240702
DATE AS OF CHANGE: 20240702
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Knighthead Capital Management, LLC
CENTRAL INDEX KEY: 0001512397
ORGANIZATION NAME:
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37665
FILM NUMBER: 241098056
BUSINESS ADDRESS:
STREET 1: 280 PARK AVENUE, FLOOR 22E
CITY: NEW YORK
STATE: NY
ZIP: 10017
BUSINESS PHONE: 212-356-2914
MAIL ADDRESS:
STREET 1: 280 PARK AVENUE, FLOOR 22E
CITY: NEW YORK
STATE: NY
ZIP: 10017
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Certares Opportunities LLC
CENTRAL INDEX KEY: 0001871984
ORGANIZATION NAME:
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37665
FILM NUMBER: 241098055
BUSINESS ADDRESS:
STREET 1: 350 MADISON AVENUE, 8TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
BUSINESS PHONE: 212-624-2946
MAIL ADDRESS:
STREET 1: 350 MADISON AVENUE, 8TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: HERTZ GLOBAL HOLDINGS, INC
CENTRAL INDEX KEY: 0001657853
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-AUTO RENTAL & LEASING (NO DRIVERS) [7510]
ORGANIZATION NAME: 07 Trade & Services
IRS NUMBER: 611770902
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 8501 WILLIAMS ROAD
STREET 2: 3RD FLOOR
CITY: ESTERO
STATE: FL
ZIP: 33928
BUSINESS PHONE: (239) 301-7000
MAIL ADDRESS:
STREET 1: 8501 WILLIAMS ROAD
STREET 2: 3RD FLOOR
CITY: ESTERO
STATE: FL
ZIP: 33928
FORMER COMPANY:
FORMER CONFORMED NAME: Hertz Rental Car Holding Company, Inc.
DATE OF NAME CHANGE: 20151109
4
1
form4.xml
X0508
4
2024-06-28
0001657853
HERTZ GLOBAL HOLDINGS, INC
HTZ
0001512397
Knighthead Capital Management, LLC
280 PARK AVENUE, 22ND FLOOR
NEW YORK
NY
10017
true
0001871984
Certares Opportunities LLC
350 MADISON AVENUE, 8TH FLOOR
NEW YORK
NY
10017
true
false
8.000% Exchangeable Senior Second-Lien Secured PIK Notes
150.9388
2024-06-28
4
P
0
2361000
2361000
A
2029-07-15
Common Stock, $0.01 par value
356366
2361000
I
See Footnotes
8.000% Exchangeable Senior Second-Lien Secured PIK Notes
150.9388
2024-06-28
4
P
0
5581000
5581000
A
2029-07-15
Common Stock, $0.01 par value
842389
5581000
I
See Footnotes
8.000% Exchangeable Senior Second-Lien Secured PIK Notes
150.9388
2024-06-28
4
P
0
2084000
2084000
A
2029-07-15
Common Stock, $0.01 par value
314556
2084000
I
See Footnotes
8.000% Exchangeable Senior Second-Lien Secured PIK Notes
150.9388
2024-06-28
4
P
0
7080000
7080000
A
2029-07-15
Common Stock, $0.01 par value
1068646
7080000
I
See Footnotes
8.000% Exchangeable Senior Second-Lien Secured PIK Notes
150.9388
2024-06-28
4
P
0
26398000
26398000
A
2029-07-15
Common Stock, $0.01 par value
3984482
26398000
I
See Footnotes
The exchange rate of the 8.000% Exchangeable Senior Second-Lien Secured PIK Notes due 2029 (the "Exchangeable Notes") is initially 150.9388 shares of the issuer's Common Stock per $1,000 capitalized principal amount of Exchangeable Notes (equivalent to an initial exchange price of approximately $6.6252 per share of Common Stock). The Company can settle an exchange in common stock, cash, or a combination of cash and common stock, with cash paid in lieu of fractional shares, if applicable.
Prior to April 15, 2029, the Exchangeable Notes will be exchangeable only upon satisfaction of certain conditions and during certain periods, as set forth in the Exchangeable Notes Indenture, dated as of June 28, 2024, among The Hertz Corporation, the guarantors named therein, and Computershare Trust Company, N.A., as trustee and as collateral agent. Thereafter, the Exchangeable Notes will be exchangeable at any time until the close of business on the second scheduled trading day immediately preceding the July 15, 2029 maturity date.
The Exchangeable Notes will mature on July 15, 2029, unless repurchased, redeemed, or exchanged in accordance with their terms prior to maturity.
These Exchangeable Notes are directly held by Knighthead Annuity & Life Assurance Company, for which Knighthead Capital Management, LLC ("Knighthead") serves as investment manager.
These Exchangeable Notes are directly held by Knighthead Distressed Opportunities Fund, LP, for which Knighthead serves as investment manager.
These Exchangeable Notes are directly held by Knighthead (NY) Fund, L.P., for which Knighthead serves as investment manager.
These Exchangeable Notes are directly held by Knighthead Master Fund, LP, for which Knighthead serves as investment manager.
These Exchangeable Notes are directly held by CK Opportunities Fund I, LP. Knighthead Opportunities Capital Management, LLC ("Knighthead Opportunities") and Certares Opportunities LLC ("Certares") serve as investment managers ("Investment Managers") to CK Opportunities Fund I, LP, pursuant to the Investment Management Agreement, effective as of October 21, 2020, by and among each of Knighthead Opportunities, Certares, CK Opportunities Fund I, LP, and CK Opportunities GP, LLC, the general partner of CK Opportunities Fund I, LP.
Investment decisions with respect to securities held by CK Opportunities Fund I, LP are made by an investment committee of the Investment Managers, which committee includes Colin Farmer, Andrew Shannahan, Michael Gregory O'Hara and Thomas Wagner, who are members of the issuer's board of directors, and Ara D. Cohen. The committee is empowered to vote or dispose of the shares on behalf of CK Opportunities Fund I, LP, and as a result, each of Mr. Farmer, Mr. Shannahan, Mr. O'Hara, Mr. Wagner, and Mr. Cohen may be attributed beneficial ownership of the reported securities. Each of Mr. Farmer, Mr. Shannahan, Mr. O'Hara, Mr. Wagner, and Mr. Cohen disclaims beneficial ownership of the reported securities except to the extent of their respective pecuniary interests therein, as applicable.
Each reporting person disclaims beneficial ownership of the reported securities except to the extent of its respective pecuniary interests therein, as applicable.
Knighthead Capital Management, LLC, By: /s/ Laura Torrado, as General Counsel for Knighthead Capital Management, LLC
2024-07-02
Certares Opportunities LLC, By: /s/ Tom LaMacchia, as Managing Director & General Counsel for Certares Management LLC, the sole member of Certares Opportunities LLC
2024-07-02