Avis Budget Group Inc. filed SEC Form 8-K: Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation, Financial Statements and Exhibits
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| Item 1.01 | Entry into a Material Definitive Agreement. |
On May 28, 2025 (the “Closing Date”), our Avis Budget Rental Car Funding (AESOP) LLC subsidiary (“ABRCF”) issued $736.5 million of asset-backed securities with a maturity of three years and five years, respectively, comprised of $199.0 million aggregate principal amount of Series 2025-1 4.80%, Class A notes, $29.75 million aggregate principal amount of Series 2025-1 5.24%, Class B notes, $21.25 million aggregate principal amount of Series 2025-1 5.87%, Class C notes and $33.29 million aggregate principal amount of Series 2025-1 7.48%, Class D notes, as well as $318.4 million aggregate principal amount of Series 2025-2 5.12%, Class A notes, $47.6 million aggregate principal amount of Series 2025-2 5.51%, Class B notes, $34.0 million aggregate principal amount of Series 2025-2 6.24%, Class C notes and $53.26 million aggregate principal amount of Series 2025-2 7.84%, Class D notes. The Class D notes were retained by ABRCF and may be sold on a future date. ABRCF also issued $15.6 million aggregate principal amount of Series 2025-1 9.424%, Class R notes and $25.0 million aggregate principal amount of Series 2025-2 9.795%, Class R notes, each of which are subordinated to the Class A notes, the Class B notes, the Class C notes and the Class D notes of the respective Series, and which 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 2025-1 Supplement, dated as of the Closing Date, between ABRCF and The Bank of New York Mellon Trust Company, N.A., as trustee and Series 2025-1 Agent (the “Series 2025-1 Supplement”), to the Second Amended and Restated Base Indenture, dated as of June 3, 2004 (as amended, the “Base Indenture”) and the Series 2025-2 Supplement, dated as of the Closing Date, between ABRCF and The Bank of New York Mellon Trust Company, N.A., as trustee and Series 2025-2 Agent (the “Series 2025-2 Supplement”), to the Base Indenture, respectively.
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 2025-1 Supplement, a copy of which is attached hereto as Exhibit 10.1, and the Series 2025-2 Supplement, a copy of which is attached hereto as Exhibit 10.2, 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.
| Item 2.03 | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
The information described above under Item 1.01 of this report is incorporated into this Item 2.03 by reference.
| Item 9.01 | Financial Statements and Exhibits. |
The following exhibits are filed as part of this report:
| Exhibit No. | Description | |
| 10.1 | Series 2025-1 Supplement, dated as of May 28, 2025, between Avis Budget Group, Inc. and The Bank of New York Mellon Trust Company, N.A., as trustee and as Series 2025-1 Agent. | |
| 10.2 | Series 2025-2 Supplement, dated as of May 28, 2025, between Avis Budget Group, Inc. and The Bank of New York Mellon Trust Company, N.A., as trustee and as Series 2025-2 Agent. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURE
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.
| AVIS BUDGET GROUP, INC. | |||
| By: | /s/ Jean M. Sera | ||
| Name: | Jean M. Sera | ||
| Title: | Senior Vice President, General Counsel, Chief Compliance Officer and Corporate Secretary | ||
Date: June 2, 2025