Attached files
| file | filename |
|---|---|
| EX-99.1 - PRESS RELEASE - AVIS BUDGET GROUP, INC. | pressrelease.htm |
| EX-10.1 - SERIES 2010-2 SUPPLEMENT - AVIS BUDGET GROUP, INC. | series20102supplement.htm |
| EX-10.2 - SERIES 2010-3 SUPPLEMENT - AVIS BUDGET GROUP, INC. | series20103supplement.htm |
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
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): March 23,
2010 (March 23, 2010)
Avis
Budget Group, Inc.
(Exact
name of registrant as specified in its charter)
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Delaware
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1-10308
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06-0918165
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(State
or Other Jurisdiction of Incorporation)
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(Commission
File Number)
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(IRS
Employer Identification Number)
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6
Sylvan Way
Parsippany,
NJ
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07054
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(Address
of Principal Executive Offices)
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(Zip
Code)
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(973)
496-4700
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(Registrant’s
telephone number, including area code)
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N/A
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(Former
name or former address, if changed since last
report)
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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 (see General Instruction A.2. below):
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o
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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o
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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o
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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o
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item
1.01
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Entry
into a Material Definitive
Agreement.
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On March
23, 2010, our Avis Budget Rental Car Funding (AESOP) LLC subsidiary (the
“Issuer”) issued $100,000,000 aggregate principal amount of Series 2010-2 3.63%
Rental Car Asset Backed Notes, Class A, and $15,831,000 aggregate principal
amount of Series 2010-2 5.74% Rental Car Asset Backed Notes, Class B (together,
the “Series 2010-2 Notes”). On March 23, 2010, the Issuer also issued
$400,000,000 aggregate principal amount of Series 2010-3 4.64% Rental Car Asset
Backed Notes, Class A and $62,658,000 aggregate principal amount of Series
2010-3 6.74% Rental Car Asset Backed Notes, Class B (together, the “Series
2010-3 Notes”, and, together with the Series 2010-2 Notes, the
“Notes”). The Issuer issued the Series 2010-2 Notes under the Series
2010-2 Supplement (the “2010-2 Supplement”), dated March 23, 2010, between the
Issuer and The Bank of New York Mellon Trust Company, N.A. (“BNYMellon”),
as trustee and as Series 2010-2 Agent, to the Second Amended and Restated Base
Indenture (the “Base Indenture”), dated as of June 3, 2004, as amended, between
the Issuer and BNYMellon, as trustee. The Issuer issued the
Series 2010-3 Notes under the Series 2010-3 Supplement (the “2010-3
Supplement”), dated March 23, 2010, between the Issuer and BNYMellon, as trustee
and as Series 2010-3 Agent, to the Base Indenture.
The Notes
are secured under the Base Indenture primarily by vehicles in our domestic fleet
and other related assets. A copy of the 2010-2 Supplement and the
2010-3 Supplement are attached hereto as Exhibit 10.1 and
Exhibit 10.2,
respectively, and are incorporated by reference herein, and a copy of the
press release announcing the closing is attached hereto as Exhibit 99.1
and is incorporated by reference herein.
Certain of the purchasers of the Notes,
and the trustee, and their respective affiliates, have performed and may in the
future perform, various commercial banking, investment banking and other
financial advisory services for us and our subsidiaries for which they have
received, and will receive, customary fees and expenses.
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Item
2.03
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Creation
of a Direct Financial Obligation or an Obligation under an Off-Balance
Sheet Arrangement of a Registrant.
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The
information described above under “Item 1.01 Entry into a Material Definitive
Agreement” is incorporated herein by reference.
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Item
9.01
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Financial
Statements and Exhibits.
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(d) Exhibits.
The following exhibits are filed as
part of this report:
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Exhibit
No.
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Description
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10.1
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Series
2010-2 Supplement, dated as of March 23, 2010, among Avis Budget Rental
Car Funding (AESOP) LLC and The Bank of New York Mellon Trust Company,
N.A., as trustee and as Series 2010-2 Agent.
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10.2
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Series
2010-3 Supplement, dated as of March 23, 2010, among Avis Budget Rental
Car Funding (AESOP) LLC and The Bank of New York Mellon Trust Company,
N.A., as trustee and Series 2010-3 Agent.
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99.1
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Press
Release dated March 23, 2010.
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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 hereto
duly authorized.
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AVIS
BUDGET GROUP, INC.
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By:
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/s/ Jean
M. Sera
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Name:
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Jean
M. Sera
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Title:
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Senior
Vice President and Secretary
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Date:
March 23, 2010
AVIS
BUDGET GROUP, INC.
CURRENT
REPORT ON FORM 8-K
Report
Dated March 23, 2010
(March 23, 2010)
EXHIBIT
INDEX
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Exhibit
No.
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Description
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10.1
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Series
2010-2 Supplement, dated as of March 23, 2010, among Avis Budget Rental
Car Funding (AESOP) LLC and The Bank of New York Mellon Trust Company,
N.A., as trustee and as Series 2010-2 Agent.
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10.2
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Series
2010-3 Supplement, dated as of March 23, 2010, among Avis Budget Rental
Car Funding (AESOP) LLC and The Bank of New York Mellon Trust Company,
N.A., as trustee and Series 2010-3 Agent.
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99.1
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Press
Release dated March 23, 2010.
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