UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549-1004
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported) July 8, 2011 (July 7, 2011)
HERTZ GLOBAL HOLDINGS, INC.
(Exact Name of Registrant as Specified in its Charter)
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001-33139 (Commission File Number) |
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DELAWARE (State or other jurisdiction of incorporation) |
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20-3530539
(I.R.S. Employer Identification
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225 Brae Boulevard
Park Ridge, New Jersey 07656-0713
(Address of principal executive
offices, including zip code)
(201) 307-2000
(Registrant’s telephone number,
including area code)
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17-CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(e) In August 2006, Hertz Europe Limited, an indirect wholly owned subsidiary of Hertz Global Holdings, Inc. (“ Hertz ”), that employs Michel Taride as President, entered into an agreement (the “ 2006 Agreement ”) with Mr. Taride regarding the provision of living accommodations for Mr. Taride and his family. Pursuant to this agreement, Hertz Europe Limited purchased a property in London for a purchase price of £2.3 million. The agreement provides that the property will be made available to Mr. Taride and his family rent-free through June 2011.
On July 7, 2011, Hertz Europe Limited entered into an agreement (the “ 2011 Agreement ”) with Mr. Taride regarding the provision of living accommodations for Mr. Taride and his family beyond June 2011. Pursuant to the 2011 Agreement, Mr. Taride and his family will continue to have access to the same house as under the 2006 Agreement through June 2015, however, Mr. Taride will be responsible for a portion of the £130,000 ($201,500) annual market based rent as follows:
· 10% from July 2011 through June 2012
· 30% from July 2012 through June 2013
· 50% from July 2013 through June 2014
· 70% from July 2014 through June 2015
In addition, through June 2015, Mr. Taride has the option to purchase the property from Hertz Europe Limited at its then appraised fair market value, minus one-third of any increase/decrease in its value from its current fair market value of £3.5 million ($5.4 million).
The foregoing summary description of the 2011 Agreement is qualified in its entirety by reference to the full text of the agreement, which is attached as Exhibit 10.1 hereto and incorporated by reference herein.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
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Exhibit 10.1 |
Living accommodation and optional purchase agreement, dated as of July 7, 2011, by and between Michel Taride and Hertz Europe Ltd. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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HERTZ GLOBAL HOLDINGS, INC. |
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(Registrant) |
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Date: July 8, 2011 |
By: |
/s/ Jeffrey Zimmerman |
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Name: |
Jeffrey Zimmerman |
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Title: |
Senior Vice President, General Counsel and Secretary |
Exhibit 10.1
Terms of Agreement between Hertz Europe Ltd. And Michel Taride, Vice President and President, Hertz Europe Ltd. Regarding the provision of living accommodation and optional purchase by him of company property.
Detailed Conditions
· The Company purchased a property at 14 Campden Grove, London W 8 for a price of £2,300,000 plus the value of improvements of an estimated £100,000.
· 2006 Hertz paid all fees associated with this purchase.
· Per a prior agreement, Michel Taride and family are allowed to live there rent free through June 2011.
· This property will be made available to Michel Taride and family for an additional period through June 2015 where Michel Taride and family will be able to live in the property on a subsidized rent basis.
· Michel Taride must pay rent on a monthly basis as follows:
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July 2011 through June 2012 |
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£1083/month |
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July 2012 through June 2013 |
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£3250/month |
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July 2013 through June 2014 |
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£5417/month |
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July 2014 through June 2015 |
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£7583/month |
· Michel Taride’s income tax liability (which arises because of the subsidized rent) will be reimbursed by the Company through June 2015 or up to the date this property is purchased by Michel Taride, if sooner.
· It is open to Michel Taride to purchase the property for its then appraised fair market value at any time through June 2015 but he is under no obligation to do so.
· In the event of Michel Taride purchasing the property, any increase in the value of the property (defined as the difference between the appraised fair market value at the time of purchase and the current appraised fair market value of £3,500,000) will be shared under an agreed formula between the Company and Michel Taride.
· This agreed formula operates as follows: Any increase in value will be shared on the basis of two-thirds of the increase benefiting the Company and one-third of the increase benefiting Michel Taride.
· The Company reserves the right to refuse to sell the property at a price below the current appraised fair market value of £3,500,000. Should the Company waive this right and sell the property anyway, then Michel Taride will be liable for one-third of any loss suffered against current appraised fair market value of £3,500,000.
· Unless otherwise agreed by the parties, this agreement will terminate and Michel Taride agrees to vacate the premises: (1) within a period of one month from the earlier of; (a) the end of this agreement (June 30, 2015), or (b) the termination of his employment by himself; or (2) if he is terminated by the Company, the greater of, ninety days following the date of his termination or the conclusion of any academic year for his children.
· The process of establishing a fair market value for the Sale of the property, and negotiating any terms/conditions of a proposed sale will be conducted by the Vice President responsible for Properties and Facilities for Hertz Europe Ltd., subject to the final approval of the Chief Executive Officer of The Hertz Corporation.
· The parties agree that if Michel Taride purchases the property from the Company or vacates the property for any reason, the Company’s obligation to provide any type of housing assistance to Michel Taride will terminate.
I acknowledge and accept the above terms as an accurate summary of our agreement.
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Signed: |
/s/ Michel Taride |
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Date: |
July 6, 2011 |
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Signed on Behalf of Hertz Europe Ltd. |
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/s/ Nuns Moodliar |
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Date: |
July 7, 2011 |
Nuns Moodliar
Company Secretary
Hertz Europe, Ltd.