Hertz Global Holdings entered into a stock and asset purchase agreement to sell substantially all of the assets of its wholly-owned subsidiary, Donlen Corporation, a fleet management and financing provider, to Athene Holding, a financial services company, for an anticipated cash payment of $825 million before adjustments for fleet equity, working capital and assumed debt. Hertz anticipates that these adjustments will result in a purchase price at closing of at least $875 million.
“The agreement to sell our Donlen business is another significant accomplishment for Hertz during our financial restructuring, following the $1.65 billion debtor-in-possession financing and $4 billion fleet financing recently approved by the bankruptcy court,” Paul Stone, president and CEO of Hertz, said. “As we continue to work to position Hertz and our business for the future, we believe this transaction provides significant additional flexibility to help us achieve our strategic and financial objectives. At the same time, customers will continue to be able to benefit from Donlen’s commitment to excellence in fleet management solutions and service.”
“We are pleased with this opportunity to position Donlen’s business for continued long-term success and appreciate Athene’s commitment to continuing our tradition of high-quality service, customer satisfaction and award-winning fleet management, working with our talented employees,” Tom Callahan, president of Donlen, said. “Our fleet customers remain our top priority and we look forward to continuing to be a trusted partner providing high levels of customer satisfaction, impactful technology and fleet solutions.”
“We are excited about the opportunity to partner with the strong team at Donlen to acquire an industry-leading fleet management franchise that is well-suited to meet our objective of sourcing attractive, differentiated long-term investments for our growing portfolio,” Jim Belardi, chairman and CEO of Athene, said. “In support of the business, strengthening the balance sheet and its significant growth opportunity, we are making an upfront investment of approximately $1 billion, and we are prepared to provide incremental capital that would support approximately $2 billion of additional growth in the fleet. We plan to support Donlen with resources to invest in technology and grow their team, which will enable them to continue offering best-in-class service to their long-standing customer base.”
The agreement with Athene was reached following an initial marketing process. If approved by the bankruptcy court at a hearing anticipated for Dec. 16, the agreement with Athene will serve as the “stalking horse bid” in a court-supervised sales process, and the agreement will establish a minimum sale price for Donlen. Hertz expects to conduct an auction process pursuant to bidding procedures that will be subject to approval by the bankruptcy court to ensure Hertz receives the highest and best offer for the Donlen business.
White & Case is serving as legal advisor, Moelis & Co. is serving as investment banker and FTI Consulting is serving as financial advisor to Hertz.