Herc Holdings Announces Proposed Private Offering of $1.0 Billion of Senior Unsecured Notes

Herc Holdings Inc. (NYSE:HRI) (the “Company”) today announced that it intends to offer $1.0 billion aggregate principal amount of senior unsecured notes due 2027 (the “notes”) in a private offering exempt from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”), subject to market and other conditions. The terms of the notes will be determined at the time of pricing of the notes.

The notes will be senior unsecured obligations of the Company and interest will be payable semi-annually in arrears. The notes will be guaranteed on a senior unsecured basis, subject to limited exceptions, by the Company’s current and future domestic subsidiaries, including Herc Rentals Inc. (“Herc”).

The net proceeds from the sale of the notes are expected to be used to redeem all $864.5 million aggregate principal amount of Herc’s outstanding senior secured second priority notes, to partially repay indebtedness outstanding under Herc’s asset-backed revolving credit agreement (the “ABL Credit Facility”) and to pay related fees and expenses.

Following the offering, the Company expects to refinance the ABL Credit Facility in order to, among other things, add Herc Holdings Inc. as a borrower, extend the maturity date from 2021 to 2024 and allow the U.S. borrowers to borrow thereunder based on the value of assets owned by Canadian subsidiaries that are included in the borrowing base. The aggregate principal amount of the commitments under the ABL Credit Facility will remain unchanged. There can be no assurances that the Company will refinance the ABL Credit Facility on the terms described herein or at all.

This press release does not constitute an offer to sell or the solicitation of an offer to buy the notes, nor will there be any sale of the notes in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful. The offer and sale of the notes have not been and will not be registered under the Securities Act, or the securities laws of any other jurisdiction, and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. The notes are being offered only to qualified institutional buyers under Rule 144A under the Securities Act and to non-U.S. persons in offshore transactions in compliance with Regulation S under the Securities Act.