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CK Amarillo LP, et al. – ‘SC 13D/A’ on 8/1/22 re: Hertz Global Holdings, Inc.

On:  Monday, 8/1/22, at 5:28pm ET   ·   Accession #:  1104659-22-84815   ·   File #:  5-89562

Previous ‘SC 13D’:  ‘SC 13D/A’ on 11/16/21   ·   Next:  ‘SC 13D/A’ on 10/31/22   ·   Latest:  ‘SC 13D/A’ on 11/7/23   ·   1 Reference:  By:  CK Amarillo LP – Next ‘SC 13D/A’ on 10/31/22

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 8/01/22  CK Amarillo LP                    SC 13D/A               1:69K  Hertz Global Holdings, Inc.       Toppan Merrill/FA
          Certares Opportunities LLC
          CK Amarillo GP, LLC
          Knighthead Capital Management, LLC

Amendment to Statement of Acquisition of Beneficial Ownership by an “Active” Investor   —   Schedule 13D   —   WA’68

Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: SC 13D/A    Amendment to Statement of Acquisition of            HTML     67K 
                Beneficial Ownership by an "Active" Investor                     


This is an HTML Document rendered as filed.  [ Alternative Formats ]



 

SC 13D/A

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 

 

 

SCHEDULE 13D/A

(Rule 13d-101)

 

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO

§ 240.13d-l(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a)

(Amendment No. 2 )*

 

 

 

Hertz Global Holdings, Inc.

(Name of issuer)

 

Common Stock, par value $0.01 per share

(Title of class of securities)

 

42806J304

(CUSIP number)

 

Laura Torrado

c/o Knighthead Capital Management, LLC

280 Park Avenue, 22nd Floor

New York, New York 10017

(212) 356-2900

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

 

COPY TO:

Philippa Bond, P.C.

Kirkland & Ellis LLP

2049 Century Park East, 37th Floor

Los Angeles, California 90067

(310) 552-4200

 

July 28, 2022

(Date of event which requires filing of this statement)

 

 

 

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-l(e), 240.13d-l(f) or 240.13d-l(g), check the following box. ¨

 

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240 13d-7 for other parties to whom copies are to be sent.

 

1The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

 

 

*information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes’).

 

 

 

 C: 

 

 

 

SC 13D/A

 

1.

Name of reporting person

 

CK Amarillo LP

2.

Check the appropriate box if a member of a group

(a)       (b)

 

3.

SEC use only

 

4.

Source of funds

 

WC

5.

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

 

6.

Citizenship or place of organization

 

Delaware

  7. Sole voting power

Number of
shares
beneficially
owned by
each
reporting
person
with

   
8.

Shared voting power

 

181,455,469

9.

Sole dispositive power

 

 

10.

Shared dispositive power

 

    181,455,469
11.

Aggregate amount beneficially owned by each reporting person

 

181,455,469

12.

Check if the aggregate amount in Row (11) excludes certain shares

 

¨

13.

Percent of class represented by amount in Row (11)

 

50.35% (1)

14.

Type of reporting person

 

PN

       

(1) Based on information provided by the Issuer in its most recent 10-Q, as filed on July 28, 2022 (the “10-Q”), reflecting 360,326,081 shares of Common Stock issued and outstanding as of July 21, 2022.

 

 C: 

 

 

 

SC 13D/A

 

1.

Name of reporting person

 

CK Amarillo GP, LLC

2.

Check the appropriate box if a member of a group

(a)       (b)

 

3.

SEC use only

 

4.

Source of funds

 

AF

5.

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

 

6.

Citizenship or place of organization

 

Delaware

  7. Sole voting power

Number of
shares
beneficially
owned by
each
reporting
person
with

   
8.

Shared voting power

 

181,455,469

9.

Sole dispositive power

 

 

10.

Shared dispositive power

 

    181,455,469
11.

Aggregate amount beneficially owned by each reporting person

 

181,455,469

12.

Check if the aggregate amount in Row (11) excludes certain shares

 

¨

13.

Percent of class represented by amount in Row (11)

 

50.35%(1)

14.

Type of reporting person

 

IA

       

(1) Based on information provided by the Issuer in its most recent 10-Q, as filed on July 28, 2022, reflecting 360,326,081 shares of Common Stock issued and outstanding as of July 21, 2022.

 

 C: 

 

 

 

SC 13D/A

 

1.

Name of reporting person

 

Certares Opportunities LLC

2.

Check the appropriate box if a member of a group

(a)       (b)

 

3.

SEC use only

 

4.

Source of funds

 

AF

5.

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

 

6.

Citizenship or place of organization

 

Delaware

  7. Sole voting power

Number of
shares
beneficially
owned by
each
reporting
person
with

   
8.

Shared voting power

 

181,455,469

9.

Sole dispositive power

 

 

10.

Shared dispositive power

 

    181,455,469
11.

Aggregate amount beneficially owned by each reporting person

 

181,455,469

12.

Check if the aggregate amount in Row (11) excludes certain shares

 

¨

13.

Percent of class represented by amount in Row (11)

 

50.35%(1)

14.

Type of reporting person

 

IA

       

(1) Based on information provided by the Issuer in its most recent 10-Q, as filed on July 28, 2022, reflecting 360,326,081 shares of Common Stock issued and outstanding as of July 21, 2022.

 

 C: 

 

 

 

SC 13D/A

 

1.

Name of reporting person

 

Knighthead Capital Management, LLC

2.

Check the appropriate box if a member of a group

(a)       (b)

 

3.

SEC use only

 

4.

Source of funds

 

AF

5.

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

 

6.

Citizenship or place of organization

 

Delaware

  7. Sole voting power

Number of
shares
beneficially
owned by
each
reporting
person
with

   
8.

Shared voting power

 

181,455,469

9.

Sole dispositive power

 

 

10.

Shared dispositive power

 

    181,455,469
11.

Aggregate amount beneficially owned by each reporting person

 

181,455,469

12.

Check if the aggregate amount in Row (11) excludes certain shares

 

¨

13.

Percent of class represented by amount in Row (11)

 

50.35%(1)

14.

Type of reporting person

 

IA

       

(1) Based on information provided by the Issuer in its most recent 10-Q, as filed on July 28, 2022, reflecting 360,326,081 shares of Common Stock issued and outstanding as of July 21, 2022.

 

 C: 

 

 

 

SC 13D/A

 

The information set forth in response to each separate Item below shall be deemed to be a response to all Items where such information is relevant.

 

This Amendment (“Amendment No. 2”) amends the Schedule 13D filed with the SEC on July 12, 2021, (the “Original Schedule 13D”) as amended by Amendment No. 1, filed with the SEC on November 16, 2021, (together with the Original Schedule 13D, the “Schedule 13D”) relating to the Issuer, with respect to the Common Stock, par value $0.01 per share (the “Common Stock”) of Hertz Global Holdings, Inc., a Delaware corporation (the “Issuer” or the “Company”). Except as set forth herein, the Schedule 13D is unmodified and remains in full force and effect. Capitalized terms used herein and not otherwise defined in this Amendment No. 2 have the meanings set forth in the Schedule 13D.

 

Item 5. Interest in Securities of the Issuer.

 

The information set forth in Item 5 of the Schedule 13D is amended as follows:

 

(a) - (c) The information relating to the beneficial ownership of the Shares by each of the Reporting Persons set forth in Rows 7 through 13 of the cover pages hereto is incorporated by reference herein and is as of the date hereof. The Reporting Persons share beneficial ownership of 181,455,469 shares of the Common Stock, representing 50.35% of the Issuer’s Common Stock based on 360,326,081 shares of Common Stock outstanding as of July 21, 2022 as reported in the Issuer’s most recent 10-Q, filed with the SEC on July 28, 2022. This Amendment No. 2 is being filed to reflect a change in the percentage previously reported solely as a result of the change in the outstanding Common Shares reported by the Issuer in the 10-Q. The Reporting Person has no other material changes to the information previously reported or transactions within the prior 60 days to disclose. Neither the filing of this Statement nor any of its contents shall be deemed to constitute an admission by any of the Reporting Persons that such person is the beneficial owner of any of the shares of Common Stock referred to herein for purposes of the Act, or for any other purpose.

 

Item 7. Material to be Filed as Exhibits

 

Exhibit  99.1 Joint Filing Agreement among the Reporting Persons, dated as of July 12, 2021 and incorporated by reference to the Schedule 13D filed on such date by the Reporting Persons.
   

 

 C: 

 

 

 

SC 13D/A

 

After reasonable inquiry and to the best of each of the undersigned’s knowledge and belief, each of the undersigned certify that the information set forth in this statement is true, complete and correct.

 

Dated: August 1, 2022

   
  CK AMARILLO LP
    By: CK AMARILLO GP, LLC, its general partner,
   
  By: /s/ Tom LaMacchia
    Name: Tom LaMacchia
    Title: Authorized Signatory
   
  By: /s/ Laura Torrado
    Name: Laura Torrado
    Title: Authorized Signatory
   
  CK AMARILLO GP, LLC
   
  By: /s/ Tom LaMacchia
    Name: Tom LaMacchia
    Title: Authorized Signatory
   
  By: /s/ Laura Torrado
    Name: Laura Torrado
    Title: Authorized Signatory
   
  CERTARES OPPORTUNITIES LLC
    By: CERTARES MANAGEMENT LLC, its Sole Member,
   
  By: /s/ Tom LaMacchia
    Name: Tom LaMacchia
    Title: Managing Director & General Counsel
   
  KNIGHTHEAD CAPITAL MANAGEMENT, LLC
   
  By: /s/ Laura Torrado
    Name: Laura Torrado
    Title: General Counsel

 

 C: 

 


Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘SC 13D/A’ Filing    Date    Other Filings
Filed on:8/1/22
7/28/2210-Q,  8-K
7/21/22
11/16/214,  SC 13D/A
7/12/213,  SC 13D
 List all Filings 


1 Subsequent Filing that References this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

10/31/22  CK Amarillo LP                    SC 13D/A   10/28/22    1:74K  Hertz Global Holdings, Inc.       Toppan Merrill/FA
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