Avis Budget Group Inc.

03/18/2024 | Press release | Distributed by Public on 03/18/2024 14:33

Material Agreement - Form 8-K

Item 1.01 Entry into a Material Definitive Agreement.

On March 12, 2024 (the "Closing Date"), our Avis Budget Rental Car Funding (AESOP) LLC subsidiary ("ABRCF") issued $400 million of asset-backed securities with a maturity of three years, comprised of $316.8 million aggregate principal amount of Series 2024-2 5.13%, Class A notes, $50.6 million aggregate principal amount of Series 2024-2 5.57%, Class B notes and $32.6 million aggregate principal amount of Series 2024-2 6.01%, Class C notes. ABRCF also issued $22 million aggregate principal amount of Series 2024-2 7.942%, Class R notes, which are subordinated to the Class A notes, the Class B notes and the Class C notes and were issued to comply with applicable U.S. risk retention rules. The Class R notes are held by our AESOP Leasing L.P. subsidiary. The notes were issued under the Series 2024-2 Supplement, dated as of the Closing Date, between ABRCF and The Bank of New York Mellon Trust Company, N.A., as trustee and Series 2024-2 Agent (the "Series 2024-2 Supplement"), to the Second Amended and Restated Base Indenture, dated as of June 3, 2004 (as amended, the "Base Indenture").

On the Closing Date, ABRCF also issued $700 million of asset-backed securities with a maturity of five years, comprised of $554.4 million aggregate principal amount of Series 2024-3 5.23%, Class A notes, $88.55 million aggregate principal amount of Series 2024-3 5.58%, Class B notes and $57.05 million aggregate principal amount of Series 2024-3 6.11%, Class C notes. ABRCF also issued $38.5 million aggregate principal amount of Series 2024-3 8.062%, Class R notes, which are subordinated to the Class A notes, the Class B notes and the Class C notes and were issued to comply with applicable U.S. risk retention rules. The Class R notes are held by our AESOP Leasing L.P. subsidiary. The notes were issued under the Series 2024-3 Supplement, dated as of the Closing Date, between ABRCF and The Bank of New York Mellon Trust Company, N.A., as trustee and Series 2024-3 Agent (the "Series 2024-3 Supplement"), to the Base Indenture.

The notes are secured under the Base Indenture by vehicles in our domestic fleet and other related assets. The foregoing summary of the notes is qualified in its entirety by reference to the full text of the Series 2024-2 Supplement, a copy of which is attached hereto as Exhibit 10.1, and the Series 2024-3 Supplement, a copy of which is attached hereto as Exhibit 10.2, respectively, each of which is incorporated by reference herein.

Certain purchasers of the notes, 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.