Cover
Cover - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Feb. 09, 2024 | Jun. 30, 2023 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2023 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Transition Report | false | ||
Entity File Number | 001-33139 | ||
Entity Registrant Name | HERC HOLDINGS INC. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 20-3530539 | ||
Entity Address, Address Line One | 27500 Riverview Center Blvd. | ||
Entity Address, City or Town | Bonita Springs | ||
Entity Address, State or Province | FL | ||
Entity Address, Postal Zip Code | 34134 | ||
City Area Code | 239 | ||
Local Phone Number | 301-1000 | ||
Title of 12(b) Security | Common Stock, par value $0.01 per share | ||
Trading Symbol | HRI | ||
Security Exchange Name | NYSE | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Auditor Attestation Flag | true | ||
Document Financial Statement Error Correction | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 3,420 | ||
Entity Common Stock, Shares Outstanding | 28,320,161 | ||
Documents Incorporated by Reference | Certain portions, as expressly described in this report, of the Registrant's Proxy Statement for its 2024 annual meeting of stockholders, to be filed within 120 days of December 31, 2023 (the "Proxy Statement"), are incorporated by reference into Part III. | ||
Entity Central Index Key | 0001364479 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2023 | ||
Amendment Flag | false |
Audit Information
Audit Information | 12 Months Ended |
Dec. 31, 2023 | |
Auditor Information [Abstract] | |
Auditor Name | PricewaterhouseCoopers LLP |
Auditor Location | Tampa, Florida |
Auditor Firm ID | 238 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
ASSETS | ||
Cash and cash equivalents | $ 71 | $ 54 |
Receivables, net of allowances of $20 and $18, respectively | 563 | 523 |
Other current assets | 77 | 67 |
Assets held for sale | 21 | 0 |
Total current assets | 732 | 644 |
Rental equipment, net | 3,831 | 3,485 |
Property and equipment, net | 465 | 392 |
Right-of-use lease assets | 665 | 552 |
Intangible assets, net | 467 | 431 |
Goodwill | 483 | 419 |
Other long-term assets | 10 | 34 |
Assets held for sale | 408 | 0 |
Total assets | 7,061 | 5,957 |
LIABILITIES AND EQUITY | ||
Current maturities of long-term debt and financing obligations | 19 | 16 |
Current maturities of operating lease liabilities | 37 | 42 |
Accounts payable | 212 | 318 |
Accrued liabilities | 221 | 228 |
Liabilities held for sale | 19 | 0 |
Total current liabilities | 508 | 604 |
Long-term debt, net | 3,673 | 2,922 |
Financing obligations, net | 104 | 108 |
Operating lease liabilities | 646 | 528 |
Deferred tax liabilities | 743 | 647 |
Other long-term liabilities | 46 | 40 |
Liabilities held for sale | 68 | 0 |
Total liabilities | 5,788 | 4,849 |
Commitments and contingencies (Note 17) | ||
Equity: | ||
Preferred stock, $0.01 par value, 13.3 shares authorized, no shares issued and outstanding | 0 | 0 |
Common stock, $0.01 par value, 133.3 shares authorized, 33.1 and 32.7 shares issued and 28.2 and 28.9 shares outstanding | 0 | 0 |
Additional paid-in capital | 1,820 | 1,820 |
Retained earnings | 498 | 224 |
Accumulated other comprehensive loss | (118) | (129) |
Treasury stock, at cost, 4.9 shares and 3.8 shares | (927) | (807) |
Total equity | 1,273 | 1,108 |
Total liabilities and equity | $ 7,061 | $ 5,957 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Receivables, allowance for doubtful accounts | $ 20 | $ 18 |
Preferred stock, par value (in USD per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 13,300,000 | 13,300,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in USD per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 133,300,000 | 133,300,000 |
Common stock, shares issued (in shares) | 33,100,000 | 32,700,000 |
Common stock, shares outstanding (in shares) | 28,200,000 | 28,900,000 |
Treasury stock, shares (in shares) | 4,900,000 | 3,800,000 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Millions, $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Revenues: | |||
Total revenues | $ 3,282 | $ 2,740 | $ 2,073 |
Expenses: | |||
Direct operating | 1,139 | 1,029 | 782 |
Depreciation of rental equipment | 643 | 536 | 420 |
Cost of sales of rental equipment | 252 | 89 | 94 |
Cost of sales of new equipment, parts and supplies | 25 | 21 | 21 |
Selling, general and administrative | 448 | 411 | 310 |
Non-rental depreciation and amortization | 112 | 95 | 68 |
Interest expense, net | 224 | 122 | 86 |
Other expense (income), net | (8) | 3 | 1 |
Total expenses | 2,835 | 2,306 | 1,782 |
Income before income taxes | 447 | 434 | 291 |
Income tax provision | (100) | (104) | (67) |
Net income | $ 347 | $ 330 | $ 224 |
Weighted average shares outstanding: | |||
Basic (in shares) | 28.5 | 29.6 | 29.6 |
Diluted (in shares) | 28.7 | 30.2 | 30.4 |
Earnings per share: | |||
Basic (in USD per share) | $ 12.18 | $ 11.15 | $ 7.57 |
Diluted (in USD per share) | $ 12.09 | $ 10.92 | $ 7.37 |
Equipment rental | |||
Revenues: | |||
Total revenues | $ 2,870 | $ 2,552 | $ 1,910 |
Sales of rental equipment | |||
Revenues: | |||
Total revenues | 346 | 125 | 113 |
Sales of new equipment, parts and supplies | |||
Revenues: | |||
Total revenues | 38 | 36 | 31 |
Service and other revenue | |||
Revenues: | |||
Total revenues | $ 28 | $ 27 | $ 19 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Statement of Comprehensive Income [Abstract] | |||
Net income | $ 347 | $ 330 | $ 224 |
Other comprehensive income (loss): | |||
Foreign currency translation adjustments | 7 | (17) | 1 |
Pension and postretirement benefit liability adjustments: | |||
Amortization of net losses and settlement losses included in net periodic pension cost | 1 | 2 | 1 |
Pension and postretirement benefit liability adjustments arising during the period | 3 | (13) | 5 |
Income tax provision related to pension and postretirement plans | 0 | (1) | 0 |
Total other comprehensive income (loss) | 11 | (29) | 7 |
Total comprehensive income | $ 358 | $ 301 | $ 231 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY - USD ($) $ in Millions | Total | Common Stock | Additional Paid-In Capital | Retained Earnings (Accumulated Deficit) | Accumulated Other Comprehensive Income (Loss) | Treasury Stock |
Beginning balance (in shares) at Dec. 31, 2020 | 29,400,000 | |||||
Beginning balance at Dec. 31, 2020 | $ 742 | $ 0 | $ 1,818 | $ (277) | $ (107) | $ (692) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 224 | 224 | ||||
Other comprehensive income (loss) | 7 | 7 | ||||
Stock-based compensation charges | 23 | 23 | ||||
Dividends declared | (15) | (15) | ||||
Net settlement on vesting of equity awards (in shares) | 200,000 | |||||
Net settlement on vesting of equity awards | (9) | (9) | ||||
Employee stock purchase plan (in shares) | 100,000 | |||||
Employee stock purchase plan | 3 | 3 | ||||
Exercise of stock options | 2 | 2 | ||||
Ending balance (in shares) at Dec. 31, 2021 | 29,700,000 | |||||
Ending balance at Dec. 31, 2021 | 977 | $ 0 | 1,822 | (53) | (100) | (692) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 330 | 330 | ||||
Other comprehensive income (loss) | (29) | (29) | ||||
Stock-based compensation charges | 27 | 27 | ||||
Dividends declared | (71) | (18) | (53) | |||
Net settlement on vesting of equity awards (in shares) | 300,000 | |||||
Net settlement on vesting of equity awards | (15) | (15) | ||||
Employee stock purchase plan | 4 | 4 | ||||
Repurchase of common stock (in shares) | (1,100,000) | |||||
Repurchase of common stock | $ (115) | (115) | ||||
Ending balance (in shares) at Dec. 31, 2022 | 28,900,000 | 28,900,000 | ||||
Ending balance at Dec. 31, 2022 | $ 1,108 | $ 0 | 1,820 | 224 | (129) | (807) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 347 | 347 | ||||
Other comprehensive income (loss) | 11 | 11 | ||||
Stock-based compensation charges | 18 | 18 | ||||
Dividends declared | (73) | (73) | ||||
Net settlement on vesting of equity awards (in shares) | 300,000 | |||||
Net settlement on vesting of equity awards | (25) | (25) | ||||
Employee stock purchase plan | $ 4 | 4 | ||||
Exercise of stock options (in shares) | 76,583 | 100,000 | ||||
Exercise of stock options | $ 3 | 3 | ||||
Repurchase of common stock (in shares) | (1,100,000) | |||||
Repurchase of common stock | $ (120) | (120) | ||||
Ending balance (in shares) at Dec. 31, 2023 | 28,200,000 | 28,200,000 | ||||
Ending balance at Dec. 31, 2023 | $ 1,273 | $ 0 | $ 1,820 | $ 498 | $ (118) | $ (927) |
CONSOLIDATED STATEMENTS OF CH_2
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (Parenthetical) - $ / shares | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Statement of Stockholders' Equity [Abstract] | |||
Dividends declared (in USD per share) | $ 2.53 | $ 2.30 | $ 0.50 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Cash flows from operating activities: | |||
Net income | $ 347 | $ 330 | $ 224 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation of rental equipment | 643 | 536 | 420 |
Depreciation of property and equipment | 71 | 64 | 56 |
Amortization of intangible assets | 41 | 31 | 12 |
Amortization of deferred debt and financing obligations costs | 4 | 4 | 4 |
Stock-based compensation charges | 18 | 27 | 23 |
Provision for receivables allowance | 65 | 52 | 28 |
Deferred taxes | 89 | 83 | 53 |
Gain on sale of rental equipment | (94) | (36) | (19) |
Other | 1 | 5 | 5 |
Changes in assets and liabilities: | |||
Receivables | (98) | (172) | (92) |
Other assets | (22) | (15) | (10) |
Accounts payable | 7 | (23) | 23 |
Accrued liabilities and other long-term liabilities | 14 | 31 | 16 |
Net cash provided by operating activities | 1,086 | 917 | 743 |
Cash flows from investing activities: | |||
Rental equipment expenditures | (1,320) | (1,168) | (594) |
Proceeds from disposal of rental equipment | 325 | 121 | 107 |
Non-rental capital expenditures | (156) | (104) | (47) |
Proceeds from disposal of property and equipment | 15 | 7 | 5 |
Acquisitions, net of cash acquired | (430) | (515) | (431) |
Other investing activities | (15) | (23) | 0 |
Net cash used in investing activities | (1,581) | (1,682) | (960) |
Cash flows from financing activities: | |||
Proceeds from revolving lines of credit and securitization | 2,127 | 2,618 | 1,132 |
Repayments on revolving lines of credit and securitization | (1,387) | (1,616) | (880) |
Principal payments under finance lease and financing obligations | (16) | (15) | (13) |
Payment of debt financing costs | (1) | (8) | 0 |
Dividends paid | (73) | (68) | (15) |
Net settlement on vesting of equity awards | (25) | (15) | (9) |
Proceeds from employee stock purchase plan | 4 | 4 | 3 |
Proceeds from exercise of stock options | 3 | 0 | 2 |
Repurchase of common stock | (120) | (115) | 0 |
Net cash provided by financing activities | 512 | 785 | 220 |
Effect of foreign exchange rate changes on cash and cash equivalents | 0 | (1) | (1) |
Net change in cash and cash equivalents during the period | 17 | 19 | 2 |
Cash and cash equivalents at beginning of period | 54 | 35 | 33 |
Cash and cash equivalents at end of period | 71 | 54 | 35 |
Supplemental disclosures of cash flow information: | |||
Cash paid for interest | 221 | 114 | 83 |
Cash paid for income taxes, net | 30 | 22 | 23 |
Supplemental disclosures of non-cash investing activity: | |||
Purchases of rental equipment in accounts payable | 0 | 38 | 129 |
Non-rental capital expenditures in accounts payable | 0 | 17 | 0 |
Supplemental disclosures of non-cash investing and financing activity: | |||
Equipment acquired through finance lease | $ 24 | $ 24 | $ 23 |
Organization and Description of
Organization and Description of Business | 12 Months Ended |
Dec. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Description of Business | Organization and Description of Business Herc Holdings Inc. ("Herc Holdings" or the "Company") is one of the leading equipment rental suppliers with 397 locations in North America as of December 31, 2023. The Company conducts substantially all of its operations through subsidiaries, including Herc Rentals Inc. ("Herc"). With over 58 years of experience, the Company is a full-line equipment rental supplier offering a broad portfolio of equipment for rent. In addition to its principal business of equipment rental, the Company sells used equipment and contractor supplies such as construction consumables, tools, small equipment and safety supplies; provides repair, maintenance, equipment management services and safety training to certain of its customers; offers equipment re-rental services and provides on-site support to its customers; and provides ancillary services such as equipment transport, rental protection, cleaning, refueling and labor. The Company's fleet includes aerial, earthmoving, material handling, trucks and trailers, air compressors, compaction, lighting, trench shoring, and studio and production equipment. The Company's equipment rental business is supported by ProSolutions®, its industry-specific solutions-based services, which includes power generation, climate control, remediation and restoration, and pumps, and its ProContractor professional grade tools. |
Basis of Presentation and Signi
Basis of Presentation and Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Significant Accounting Policies | Basis of Presentation and Significant Accounting Policies Basis of Presentation The Company prepares its consolidated financial statements in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP"). The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and footnotes. Actual results could differ materially from those estimates. Significant estimates inherent in the preparation of the consolidated financial statements include receivables allowances, depreciation of rental equipment, the recoverability of long-lived assets, useful lives and impairment of long-lived tangible and intangible assets including goodwill and trade name, valuation of acquired intangible assets, pension and postretirement benefits, valuation of stock-based compensation, reserves for litigation and other contingencies and accounting for income taxes, among others. Principles of Consolidation The consolidated financial statements include the accounts of Herc Holdings and its wholly owned subsidiaries. In the event that the Company is a primary beneficiary of a variable interest entity, the assets, liabilities and results of operations of the variable interest entity are included in the Company's consolidated financial statements. The Company accounts for investments in joint ventures using the equity method when it has significant influence but not control and is not the primary beneficiary. All significant intercompany transactions have been eliminated in consolidation. Cash and Cash Equivalents Cash and cash equivalents include cash on hand and highly liquid investments with an original maturity of three months or less. Concentration of Credit Risk The Company's cash and cash equivalents are held in checking accounts, various investment grade institutional money market accounts or bank term deposits. Deposits held at banks may exceed the amount of insurance provided on such deposits. Generally, these deposits may be redeemed upon demand and are maintained with financial institutions with reputable credit and therefore bear minimal credit risk. The Company seeks to mitigate such risks by spreading the risk across multiple counterparties and monitoring the risk profiles of these counterparties. In addition, the Company has credit risk from financial instruments used in hedging activities, when appropriate. The Company limits its exposure relating to financial instruments by diversifying the financial instruments among various counterparties, which consist of major financial institutions. No single customer accounted for more than 3% of the Company’s equipment rental revenue during the years ended December 31, 2023, 2022 and 2021. As of December 31, 2023 and 2022, no single customer accounted for more than 5% of accounts receivable. Receivables Receivables are stated net of allowances and represent credit extended to customers and manufacturers that satisfy defined credit criteria. The estimate of the allowance for doubtful accounts is based on the Company's historical experience and its judgment as to the likelihood of ultimate collection. Actual receivables are written-off against the allowance for doubtful accounts when the Company determines the balance will not be collected. Estimates for future credit memos are based on historical experience and are reflected as reductions to revenue, while the provision for bad debt for rental transactions is reflected as a component of "Selling, general and administrative expenses" in the Company's consolidated statements of operations. Rental Equipment Rental equipment is stated at cost, net of related discounts, with holding periods ranging from one year to 15 years. Generally, when rental equipment is acquired, the Company estimates the period that it will hold the asset, primarily based on historical measures of the amount of rental activity (e.g. equipment usage) and the targeted age of equipment at the time of disposal. The Company also estimates the residual value of the applicable rental equipment at the expected time of disposal. The residual value for rental equipment is affected by factors which include equipment age and amount of usage. Depreciation is recorded over the estimated holding period. Depreciation rates are reviewed on a quarterly basis based on management's ongoing assessment of present and estimated future market conditions, their effect on residual values at the time of disposal and the estimated holding periods. Market conditions for used equipment sales can also be affected by external factors such as the economy, natural disasters, fuel prices, supply of similar used equipment, the market price for similar new equipment and incentives offered by manufacturers of new equipment. These key factors are considered when estimating future residual values and assessing depreciation rates. As a result of this ongoing assessment, the Company makes periodic adjustments to depreciation rates of rental equipment in response to changed market conditions. Property and Equipment Property and equipment are stated at cost and are depreciated utilizing the straight-line method over the estimated useful lives of the related assets. Leasehold improvements are amortized over the estimated useful lives of the related assets or leases, whichever is shorter. Useful lives are as follows: Buildings 8 to 33 years Service vehicles 3 to 13 years Machinery and equipment 1 to 15 years Computer equipment 1 to 5 years Furniture and fixtures 2 to 10 years Leasehold improvements The lesser of the asset life or expected lease term including lease extension options. The Company follows the practice of charging routine maintenance and repairs, including the cost of minor replacements, to maintenance expense. Costs of major replacements are capitalized and depreciated. Leases Leases are classified as either finance or operating at inception of the lease, with classification affecting the pattern of expense recognition in the income statement. Operating and finance leases result in the recognition of right-of-use ("ROU") assets and lease liabilities on the balance sheet. ROU assets represent the Company's right to use the leased asset for the lease term and lease liabilities represent the obligation to make lease payments. The liability is calculated as the present value of the remaining minimum lease payments for existing operating leases using either the rate implicit in the lease or, if none exists, the Company's incremental borrowing rate. Operating lease cost is recorded on a straight-line basis over the remaining lease term. Finance lease cost includes amortization of the ROU assets on a straight-line basis and interest on the lease liabilities using the effective interest method. In certain instances, the Company may sell property and enter into an arrangement to lease the property back from the landlord. In these instances, the Company performs a sale-leaseback analysis to determine if the assets can be removed from the balance sheet. If certain criteria are met, the Company recognizes the transaction as a sale, removes the assets from its balance sheet and reflects the future lease payments as rent expense. If the criteria for sale is not met, such as available repurchase options or continuing involvement with the property, the Company is considered the owner for accounting purposes. In these instances, the Company is precluded from derecognizing the assets from its balance sheet and will continue to depreciate the assets over the expected lease term. In conjunction with these arrangements, the Company records a financing obligation equal to the cash proceeds or fair market value of the assets received from the landlord. Lease payments for these properties are recognized as interest expense and a reduction of the financing obligation using the effective interest method. At the end of the lease term, including exercise of any renewal options, the net remaining financing obligation over the net carrying value of the fixed asset will be recognized as a non-cash gain on sale of the property. Reserves for Self-Insured Claims The obligation for public liability and property damage on self-insured equipment represents an estimate for both reported accident claims not yet paid, and claims incurred but not yet reported. The related liabilities are recorded on a non-discounted basis. Reserve requirements are based on actuarial evaluations of historical accident claim experience and trends, as well as future projections of ultimate losses, expenses, premiums and administrative costs. The adequacy of the liability is regularly monitored based on evolving accident claim history and insurance-related state legislation changes. If the Company's estimates change or if actual results differ from these assumptions, the amount of the recorded liability is adjusted to reflect these results. The Company is exposed to various claims relating to our business, including those for which we provide self-insurance. Claims for which we self-insure include: (i) workers compensation claims; (ii) general liability claims by third parties for injury or property damage caused by our equipment or personnel; (iii) automobile liability claims; and (iv) employee health insurance claims. These types of claims may take a substantial amount of time to resolve and, accordingly, the ultimate liability associated with a particular claim, including claims incurred but not reported as of a period-end reporting date, may not be known for an extended period of time. The Company's methodology for developing self-insurance reserves is based on management estimates and independent third party actuarial estimates. The estimation process considers, among other matters, the cost of known claims over time, cost inflation and incurred but not reported claims. These estimates may change based on, among other things, changes in the Company's claim history or receipt of additional information relevant to assessing the claims and the amount of the recorded liability is adjusted to reflect these changes. The long-term portion of our self-insurance reserves is included in "Other long-term liabilities" in the consolidated balance sheet. Defined Benefit Pension Plans and Other Employee Benefits The Company's employee pension costs and obligations are developed from actuarial valuations. Inherent in these valuations are key assumptions, including discount rates, salary growth, long-term return on plan assets, retirement rates, mortality rates and other factors. The selection of assumptions is based on historical trends and known economic and market conditions at the time of valuation, as well as independent studies of trends performed by actuaries. However, actual results may differ substantially from the estimates that were based on the assumptions. The Company uses a December 31 measurement date for all of the plans. Actual results that differ from the Company's assumptions are accumulated and amortized over future periods and, therefore, generally affect its recognized expense in such future periods. While management believes that the assumptions used are appropriate, significant differences in actual experience or significant changes in assumptions would affect the Company's pension costs and obligations. Foreign Currency Translation and Transactions Assets and liabilities of international subsidiaries whose functional currency is the local currency are translated at the rate of exchange in effect on the balance sheet date; income and expenses are translated at the average exchange rates throughout the year. The related translation adjustments are reflected in “Accumulated other comprehensive income (loss)” in the equity section of the Company's consolidated balance sheets. Foreign currency gains and losses resulting from transactions are included in earnings. Business Combinations The Company has made multiple acquisitions and may continue to make acquisitions in the future. The assets acquired and liabilities assumed are recorded based on their respective fair values at the date of acquisition. Long-lived assets (principally rental equipment), goodwill and other intangible assets generally represent the largest components of the acquisitions. Rental equipment is valued utilizing either a cost or market approach, or a combination of these methods, depending on the asset being valued and the availability of market data. The intangible assets that the Company has acquired are non-compete agreements, customer relationships, and trade names and associated trademarks. The estimated fair values of these intangible assets reflect various assumptions about discount rates, revenue growth rates, operating margins, terminal values, useful lives and other prospective financial information. Goodwill is calculated as the excess of the cost of the acquired entity over the net of the fair value of the assets acquired and the liabilities assumed. Non-compete agreements, customer relationships, and trade names and associated trademarks are valued based on an excess earnings or income approach based on projected cash flows and may be amortized over the useful life if they are determined to be finite-lived intangible assets. Determining the fair value of the assets and liabilities acquired is judgmental in nature and can involve the use of significant estimates and assumptions. As part of an acquisition, the Company will also acquire other assets and assume liabilities. These other assets and liabilities typically include, but are not limited to, parts inventory, accounts receivable, accounts payable and other working capital items. Because of their short-term nature, the fair values of these other assets and liabilities generally approximate the book values on the acquired entities' balance sheets. Goodwill and Indefinite-Lived Intangible Assets On an annual basis and at interim periods when circumstances require, the Company tests the recoverability of its goodwill. The analysis is conducted as of October 1 each year. The Company has one reporting unit and compares the carrying value of its reporting unit to its fair value. If the carrying value of the reporting unit is greater than its fair value, the Company recognizes an impairment charge for the amount equal to that excess. The Company may first assess qualitative factors to determine whether it is more-likely-than-not that the fair value of a reporting unit is less than its carrying amount as a basis for determining whether it is necessary to perform the quantitative goodwill impairment test. If a quantitative impairment test is performed, the fair value of the reporting unit is estimated using a combination of an income approach on the present value of estimated future cash flows and a market approach based on published earnings multiples of comparable entities with similar operations and economic characteristics as well as acquisition multiples paid in recent transactions. The Company’s discounted cash flows are based upon reasonable and appropriate assumptions, which are weighted for their likely probability of occurrence, about the underlying business activities of the Company. Indefinite-lived intangible assets, primarily the Company's trade name, are not amortized but are evaluated annually for impairment and whenever events or changes in circumstances indicate that the carrying amount of this asset may exceed its fair value. If the carrying value of an indefinite-lived intangible asset exceeds its fair value, an impairment charge is recognized in an amount equal to that excess. Finite-Lived Intangible and Long-Lived Assets Intangible assets include technology, customer relationships and other intangibles. Intangible assets with finite lives are amortized over the estimated economic lives of the assets, which range from five amortized using the straight-line method, however, certain assets may be amortized using an accelerated method that reflects the economic benefit to the Company. Long-lived assets, including intangible assets with finite lives, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. Determination of recoverability is based on an estimate of undiscounted future cash flows resulting from the use of the asset and its eventual disposition. Measurement of an impairment loss for long-lived assets that management expects to hold and use is based on the estimated fair value of the asset. Long-lived assets, or disposal groups comprising assets and liabilities, that are expected to be recovered primarily through sale rather than through continuing use are classified as assets held for sale. Upon designation as an asset held for sale, the carrying value of each long-lived asset or disposal group is recorded at the lower of its carrying value or its estimated fair value, less estimated costs to sell, and depreciation expense is no longer recorded. Revenue Recognition The Company is principally engaged in the business of renting equipment. Ancillary to the Company’s principal equipment rental business, the Company also sells used rental equipment, new equipment and parts and supplies and offers certain services to support its customers. The Company’s rental transactions are accounted for under ASC Topic 842, Leases, ("Topic 842"). Equipment rental revenue includes revenue generated from renting equipment to customers, including re-rent revenue, and is recognized on a straight-line basis over the length of the rental contract. Other equipment rental revenues include fees for the Company's rental protection program and environmental charges and are recognized on a straight-line basis over the length of the rental contract. The Company’s sale of rental and new equipment, parts and supplies along with certain services provided to customers are recognized under ASC Topic 606, Revenue from Contracts with Customers, ("Topic 606"). The Company recognizes revenue when it satisfies a performance obligation by transferring control over a product or service to a customer. The amount of revenue recognized reflects the consideration the Company expects to be entitled to in exchange for such products or services. See Note 3, "Revenue Recognition" for further discussion of the Company's revenue accounting. Stock Based Compensation Under the Company's stock based compensation plans, certain employees and members of the Company's board of directors have received grants of restricted stock units, performance stock units and stock options for Herc Holdings common stock. The Company measures the cost of employee services received in exchange for an award of equity instruments based on the grant date fair value of the award. That cost is recognized over the period during which the employee is required to provide service in exchange for the award. The Company estimates the fair value of stock options issued at the date of grant using a Black-Scholes option-pricing model, which includes assumptions related to volatility, expected term, dividend yield and risk-free interest rate. The Company accounts for restricted stock unit and performance stock unit awards as equity classified awards. For restricted stock units, the expense is based on the grant date fair value of the stock and the number of shares that vest, recognized over the service period. For performance stock units, the expense is based on the grant date fair value of the stock, recognized over a service period depending upon the applicable performance condition. For performance stock units, the Company re-assesses the probability of achieving the applicable performance condition each reporting period and adjusts the recognition of expense accordingly. Income Taxes The Company applies the provisions of ASC Topic 740, Income Taxes, ("Topic 740"), and computes the provision for income taxes on a Separate Return Basis. Under Topic 740, deferred tax assets and liabilities are determined based on differences between the financial statement carrying amounts and tax bases of assets and liabilities and are measured using the enacted tax rates that are expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect of a change in tax rates is recognized in the statement of operations in the period that includes the enactment date. The Company records valuation allowances to reduce its deferred tax assets by the amount that is more likely than not to be realized. Subsequent changes to enacted tax rates and changes in the interpretations thereof will result in deferred taxes and changes to any related valuation allowances. Provisions are not made for income taxes on undistributed earnings of international subsidiaries that are intended to be indefinitely reinvested outside of the United States or are expected to be remitted free of taxes. Future distributions, if any, from these international subsidiaries to the United States or changes in U.S. tax rules may require a charge to reflect tax on these amounts. In accordance with Topic 740, the Company recognizes, in its consolidated financial statements, the impact of the Company's tax positions that are more likely than not to be sustained upon examination. The Company will determine whether it is more likely than not that a tax position will be sustained upon examination, including resolution of any related appeals or litigation processes, based on the technical merits of the position. In evaluating whether a tax position has met the more-likely-than-not recognition threshold, the Company presumes that the position will be examined by the appropriate taxing authority with full knowledge of all relevant information. Upon determination that a tax position meets the more-likely-than-not recognition threshold, it is measured to determine the amount of benefit to recognize in the financial statements. The Company recognizes interest and penalties for uncertain tax positions in income tax expense. Recently Issued Accounting Pronouncements Not Yet Adopted Improvements to Reportable Segment Disclosures In November 2023, the FASB issued Accounting Standards Update No. 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures” (“ASU 2023-07”), which is intended to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. The guidance is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. The guidance is to be applied retrospectively to all prior periods presented in the financial statements. Upon transition, the segment expense categories and amounts disclosed in the prior periods should be based on the significant segment expense categories identified and disclosed in the period of adoption. The Company is currently evaluating the potential impact of adopting this new guidance on its consolidated financial statements and related disclosures. Improvements to Income Tax Disclosures |
Revenue Recognition
Revenue Recognition | 12 Months Ended |
Dec. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | Revenue Recognition The Company is principally engaged in the business of renting equipment. Ancillary to the Company’s principal equipment rental business, the Company also sells used rental equipment, new equipment and parts and supplies and offers certain services to support its customers. The Company operates in North America with revenue from the United States representing approximately 92.0%, 91.2% and 92.1% of total revenue for the years ended December 31, 2023, 2022 and 2021, respectively. The Company’s rental transactions are accounted for under Topic 842. The Company’s sale of rental and new equipment, parts and supplies along with certain services provided to customers are accounted for under Topic 606. The Company recognizes revenue when it satisfies a performance obligation by transferring control over a product or service to a customer. The amount of revenue recognized reflects the consideration the Company expects to be entitled to in exchange for such products or services. The following summarizes the applicable accounting guidance for the Company’s revenues (in millions): Years Ended December 31, 2023 2022 2021 Topic 842 Topic 606 Total Topic 842 Topic 606 Total Topic 842 Topic 606 Total Revenues: Equipment rental $ 2,577 $ — $ 2,577 $ 2,284 $ — $ 2,284 $ 1,729 $ — $ 1,729 Other rental revenue: Delivery and pick-up — 188 188 — 170 170 — 110 110 Other 105 — 105 98 — 98 71 — 71 Total other rental revenues 105 188 293 98 170 268 71 110 181 Total equipment rentals 2,682 188 2,870 2,382 170 2,552 1,800 110 1,910 Sales of rental equipment — 346 346 — 125 125 — 113 113 Sales of new equipment, parts and supplies — 38 38 — 36 36 — 31 31 Service and other revenues — 28 28 — 27 27 — 19 19 Total revenues $ 2,682 $ 600 $ 3,282 $ 2,382 $ 358 $ 2,740 $ 1,800 $ 273 $ 2,073 Topic 842 revenues Equipment Rental Revenue The Company offers a broad portfolio of equipment for rent on a daily, weekly or monthly basis, with substantially all rental agreements cancellable upon the return of the equipment. Virtually all customer contracts can be canceled by the customer with no penalty by returning the equipment within one day; therefore, the Company does not allocate the transaction price between the different contract elements. Equipment rental revenue includes revenue generated from renting equipment to customers and is recognized on a straight-line basis over the length of the rental contract. As part of this straight-line methodology, when the equipment is returned, the Company recognizes as incremental revenue the excess, if any, between the amount the customer is contractually required to pay, which is based on the rental contract period applicable to the actual number of days the equipment was out on rent, over the cumulative amount of revenue recognized to date. In any given accounting period, the Company will have customers return equipment and be contractually required to pay more than the cumulative amount of revenue recognized to date under the straight-line methodology. Also included in equipment rental revenue is re-rent revenue in which the Company will rent specific pieces of equipment from vendors and then re-rent that equipment to its customers. Provisions for discounts, rebates to customers and other adjustments are provided for in the period the related revenue is recorded. Other Other equipment rental revenue is primarily comprised of fees for the Company’s rental protection program and environmental charges. Fees paid for the rental protection program allow customers to limit the risk of financial loss in the event the Company’s equipment is damaged or lost. Fees for the rental protection program and environmental recovery fees are recognized on a straight-line basis over the length of the rental contract. Topic 606 revenues Delivery and pick-up Delivery and pick-up revenue associated with renting equipment is recognized when the services are performed. Sales of rental equipment, New equipment, Parts and supplies The Company sells its used rental equipment, new equipment, parts and supplies. Revenues recorded for each category are as follows (in millions): Years Ended December 31, 2023 2022 2021 Sales of rental equipment $ 346 $ 125 $ 113 Sales of new equipment 14 8 9 Sales of parts and supplies 24 28 22 Total $ 384 $ 161 $ 144 The Company recognizes revenue from the sale of rental equipment, new equipment, parts and supplies when control of the asset transfers to the customer, which is typically when the asset is picked up by or delivered to the customer and when significant risks and rewards of ownership have passed to the customer. Sales and other tax amounts collected from customers and remitted to government authorities are accounted for on a net basis and, therefore, excluded from revenue. The Company routinely sells its used rental equipment in order to manage repair and maintenance costs, as well as the composition, age and size of its fleet. The Company disposes of used equipment through a variety of channels including retail sales to customers and other third parties, sales to wholesalers, brokered sales and auctions. The Company also sells new equipment, parts and supplies. The types of new equipment that the Company sells vary by location and include a variety of ProContractor tools and supplies, small equipment (such as work lighting, generators, pumps, compaction equipment and power trowels), safety supplies and expendables. Under Topic 606, the accounts receivable balance, prior to allowances for doubtful accounts, for the sale of rental equipment, new equipment, parts and supplies, was approximately $11 million and $9 million as of December 31, 2023 and 2022, respectively. Service and other revenues Service and other revenues primarily include revenue earned from equipment management and similar services for rental customers which includes providing customer support functions such as dedicated in-plant operations, plant management services, equipment and safety training, and repair and maintenance services particularly to industrial customers who request such services. The Company recognizes revenue for service and other revenues as the services are provided. Service and other revenues are typically invoiced together with a customer’s rental amounts and, therefore, it is not practical for the Company to separate the accounts receivable amount related to services and other revenues that are accounted for under Topic 606; however, such amount is not considered material. Receivables and contract assets and liabilities Most of the Company's equipment rental revenue is accounted for under Topic 842. The customers that are responsible for the remaining equipment rental revenue that is accounted for under Topic 606 are generally the same customers that rent the Company's equipment. Concentration of credit risk with respect to the Company's accounts receivable is limited because a large number of geographically diverse customers makes up its customer base. No single customer makes up more than 3% of the Company's equipment rental revenue or more than 5% of its accounts receivable balance for the last three years. The Company manages credit risk associated with its accounts receivable at the customer level through credit approvals, credit limits and other monitoring procedures. The Company maintains allowances for doubtful accounts that reflect the Company's estimate of the amount of receivables that the Company will be unable to collect based on its historical write-off experience. The Company does not have material contract assets or contract liabilities associated with customer contracts. The Company's contracts with customers do not generally result in material amounts billed to customers in excess of recognizable revenue. The Company did not recognize material revenue during the years ended December 31, 2023, 2022 or 2021 that was included in the contract liability balance as of the beginning of each period. Performance obligations Most of the Company's revenue recognized under Topic 606 is recognized at a point-in-time, rather than over time. Accordingly, in any particular period, the Company does not generally recognize a significant amount of revenue from performance obligations satisfied (or partially satisfied) in previous periods, and the amount of such revenue recognized during the years ended December 31, 2023, 2022 and 2021 was not material. We also do not expect to recognize material revenue in the future related to performance obligations that were unsatisfied (or partially unsatisfied) as of December 31, 2023. Contract estimates and judgments The Company's revenues accounted for under Topic 606 generally do not require significant estimates or judgments, primarily for the following reasons: • The transaction price is generally fixed and stated on the Company's contracts; • As noted above, the Company's contracts generally do not include multiple performance obligations, and accordingly do not generally require estimates of the standalone selling price for each performance obligation; • The Company's revenues do not include material amounts of variable consideration; and • Most of the Company's revenue is recognized as of a point-in-time and the timing of the satisfaction of the applicable performance obligations is readily determinable. As noted above, the revenue recognized under Topic 606 is generally recognized at the time of delivery to, or pick-up by, the customer. The Company monitors and reviews its estimated standalone selling prices on a regular basis. |
Rental Equipment
Rental Equipment | 12 Months Ended |
Dec. 31, 2023 | |
Rental Equipment [Abstract] | |
Rental Equipment | Rental Equipment Rental equipment consists of the following (in millions): December 31, 2023 December 31, 2022 Rental equipment $ 5,785 $ 5,408 Less: Accumulated depreciation (1,954) (1,923) Rental equipment, net $ 3,831 $ 3,485 |
Property and Equipment
Property and Equipment | 12 Months Ended |
Dec. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and Equipment Property and equipment consists of the following (in millions): December 31, 2023 December 31, 2022 Land and buildings $ 131 $ 143 Service vehicles 488 396 Leasehold improvements 122 112 Machinery and equipment 27 25 Computer equipment and software 81 79 Furniture and fixtures 18 17 Construction in progress 20 20 Property and equipment, gross 887 792 Less: accumulated depreciation (422) (400) Property and equipment, net $ 465 $ 392 Depreciation expense for the years ended December 31, 2023, 2022 and 2021 was $71 million, $64 million and $56 million, respectively, and is included in "Non-rental depreciation and amortization" in the Company's consolidated statements of operations. The Company leases certain of its service vehicles and office equipment under finance leases. Depreciation of assets held under finance leases is included in depreciation expense. The gross amounts of property and equipment and related depreciation recorded under finance leases, included in the table above, were as follows (in millions): December 31, 2023 December 31, 2022 Service vehicles $ 109 $ 98 Furniture and fixtures 2 2 111 100 Less: accumulated depreciation (37) (36) $ 74 $ 64 The Company has entered into financing obligations to lease certain of its properties as discussed further in Note 12, "Financing Obligations." Depreciation of assets held under financing obligations is included in depreciation expense. The gross amounts of land, building and leasehold improvements and related depreciation recorded under financing obligations, included in the table above, were as follows (in millions): December 31, 2023 December 31, 2022 Land, building and leasehold improvements $ 72 $ 72 Less: accumulated depreciation (40) (39) $ 32 $ 33 |
Business Combinations
Business Combinations | 12 Months Ended |
Dec. 31, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
Business Combinations | Note 6—Business Combinations Cloverdale Acquisition On April 19, 2022, the Company completed the acquisition of Cloverdale Equipment Company ("Cloverdale"). Cloverdale was a full-service general equipment rental company comprised of approximately 120 employees and four locations serving industrial and construction customers with core operations in the metropolitan areas of Detroit and Grand Rapids, Michigan; Cleveland, Ohio; and Pittsburgh, Pennsylvania. The aggregate consideration was approximately $178 million. The acquisition and related fees and expenses were funded through available cash and drawings on the senior secured asset-based revolving credit facility. The following table summarizes the purchase price allocation of the assets acquired and liabilities assumed (in millions): Cloverdale Accounts receivable $ 8 Other current assets 2 Rental equipment 125 Property and equipment 4 Intangibles (a) 11 Total identifiable assets acquired 150 Current liabilities 2 Long term liabilities 20 Net identifiable assets acquired 128 Goodwill (b) 50 Net assets acquired $ 178 (a) The following table reflects the fair values and useful lives of the acquired intangible assets identified (in millions): Cloverdale Life (years) Customer relationships $ 10 10 Non-compete agreements 1 5 $ 11 (b) The level of goodwill that resulted from the acquisitions is primarily reflective of operational synergies that the Company expects to achieve that are not associated with identifiable assets, the value of Cloverdale's assembled workforce and new customer relationships expected to arise from the acquisition. All of the goodwill is expected to be deductible for income tax purposes. The assets and liabilities for Cloverdale were recorded as of April 19, 2022 and the results of operations have been included in the Company's consolidated results of operations since that date. Total revenue and income before taxes for Cloverdale included in the consolidated statement of operations since the acquisition date through December 31, 2022 are $42 million and $8 million, respectively. Pro Forma Supplementary Data The unaudited pro forma supplementary data presented in the table below (in millions) gives effect to the acquisitions of Cloverdale as if it had been included in the Company's consolidated results for the period reflected below. The unaudited pro forma supplementary data is provided for informational purposes only and is not indicative of the Company's results of operations had the acquisitions been included for the periods presented, nor is it indicative of the Company's future results. Year Ended December 31, 2022 Herc Cloverdale Total Historic/pro forma total revenues $ 2,740 $ 25 $ 2,765 Historic/combined pretax income (loss) 434 8 442 Pro forma adjustments to consolidated pretax income (loss): Impact of fair value adjustments/useful life changes on depreciation (a) 2 2 Intangible asset amortization (b) (1) (1) Interest expense (c) (1) (1) Elimination of historic interest (d) 1 1 Elimination of merger related costs (e) 1 1 Pro forma pretax income $ 444 (a) Depreciation of rental equipment was adjusted for the fair value at acquisition and changes in useful lives of equipment acquired. (b) Intangible asset amortization was adjusted to include amortization of the acquired intangible assets. (c) As discussed above, the Company funded the Cloverdale acquisition primarily using drawings on its senior secured asset-based revolving credit facility. Interest expense was adjusted to reflect interest on such borrowings. (d) Historic interest on debt that is not part of the combined entity was eliminated. (e) Merger related direct costs primarily comprised of financial and legal advisory fees associated with the Cloverdale acquisition was eliminated as they were assumed to have been recognized prior to the pro forma acquisition date. Other Acquisitions During the year ended December 31, 2023, the Company acquired 12 companies with a total of 21 branches. In addition to the acquisition of Cloverdale disclosed above, during the year ended December 31, 2022, the Company acquired 17 companies totaling 25 locations. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 12 Months Ended |
Dec. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Goodwill The Company performed its annual goodwill impairment test as of October 1 and determined that no impairment existed for the years ended December 31, 2023 and 2022. The following summarizes the Company's goodwill (in millions): Years Ended December 31, 2023 2022 Balance at the beginning of the period: Goodwill $ 1,088 $ 907 Accumulated impairment losses (669) (675) 419 232 Goodwill classified as held for sale (65) — Additions 128 190 Currency translation 1 (3) Balance at the end of the period: Goodwill 1,154 1,088 Accumulated impairment losses (671) (669) $ 483 $ 419 Intangible Assets The Company performed its annual impairment test of indefinite-lived intangible assets as of October 1 and assessed finite-lived intangible assets for impairment triggers and determined that no impairment existed for the years ended December 31, 2023 and 2022. Intangible assets, net, consisted of the following major classes (in millions): December 31, 2023 Gross Carrying Amount Accumulated Amortization Net Carrying Value Finite-lived intangible assets: Customer-related and non-compete agreements $ 248 $ (69) $ 179 Internally developed software (a) 64 (47) 17 Total 312 (116) 196 Indefinite-lived intangible assets: Trade name 271 — 271 Total intangible assets, net $ 583 $ (116) $ 467 (a) Includes capitalized costs of $3 million yet to be placed into service. December 31, 2022 Gross Carrying Accumulated Net Carrying Value Finite-lived intangible assets: Customer-related and non-compete agreements $ 181 $ (38) $ 143 Internally developed software (a) 57 (39) 18 Total 238 (77) 161 Indefinite-lived intangible assets: Trade name 270 — 270 Total intangible assets, net $ 508 $ (77) $ 431 (a) Includes capitalized costs of $3 million yet to be placed into service. For all intangible assets acquired during the year ended December 31, 2023, customer relationships have a weighted-average useful life of 12.8 years and non-compete agreements have a weighted-average useful life of 5.0 years. |
Assets Held for Sale
Assets Held for Sale | 12 Months Ended |
Dec. 31, 2023 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Assets Held for Sale | Assets Held for Sale As of December 31, 2023, the Company's assets held for sale consisted of the Cinelease studio entertainment and lighting and grip equipment rental business ("Cinelease"). The film and studio entertainment industry has shifted to a studio centric model where owning or managing a large footprint of studios is becoming more important to be a competitive equipment rental provider, requiring significant investment in fully managed studios. This business model is a departure from the Company's stated growth strategy. Cinelease has been actively marketed for sale and management expects a transaction to be completed within the next 12 months. The following table summarizes the assets and liabilities held for sale (in millions): December 31, 2023 Assets held for sale: Cash and cash equivalents $ 1 Receivables 8 Other current assets 12 Total current assets held for sale $ 21 Rental equipment, net $ 183 Property and equipment, net 34 Right-of-use lease assets 75 Intangible assets, net 4 Goodwill 65 Other long-term assets 47 Total long-term assets held for sale $ 408 Liabilities held for sale: Current maturities of operating lease liabilities $ 8 Accounts payable 6 Accrued liabilities 5 Total current liabilities held for sale $ 19 Operating lease liabilities $ 68 Total long-term liabilities held for sale $ 68 |
Leases
Leases | 12 Months Ended |
Dec. 31, 2023 | |
Leases [Abstract] | |
Leases | Leases The Company leases real estate, office equipment and service vehicles. The Company's leases have remaining lease terms of up to 20 years, some of which include options to extend the leases for up to 20 years. The Company determines the lease term used to record each lease by including the initial lease term and, in the case where there are options to extend, will include the option to extend if it has determined that it reasonably certain that the Company would exercise those options. The Company also leases certain equipment that it rents to its customers where the payments vary based upon the amount of time the equipment is on rent. There are no fixed payments on these leases and, therefore, no lease liability or ROU assets have been recorded. Leases with an initial term of 12 months or less are not recorded on the balance sheet. Lease expense for these leases is recognized on a straight-line basis over the lease term. The components of lease expense consist of the following (in millions): Year Ended December 31, Classification 2023 2022 Operating lease cost (a) Direct operating $ 132 $ 141 Finance lease cost: Amortization of ROU assets Depreciation and amortization 23 22 Interest on lease liabilities Interest expense, net 2 2 Sublease income Equipment rental revenue (61) (84) Net lease cost $ 96 $ 81 (a) Includes short-term leases of $52 million and $73 million for the year ended December 31, 2023 and 2022, respectively, and variable lease costs of $3 million for the years ended December 31, 2023 and 2022. Balance sheet information related to leases consists of the following (in millions): Classification December 31, 2023 December 31, 2022 Assets Operating lease ROU assets Right-of-use assets $ 665 $ 552 Finance lease ROU assets Property and equipment, net (a) 74 64 Total leased assets $ 739 $ 616 Liabilities Current Operating Current maturities of operating lease liabilities $ 37 $ 42 Finance Current maturities of long-term debt and financing obligations 15 12 Non-current Operating Operating lease liabilities 646 528 Finance Long-term debt, net 61 52 Total lease liabilities $ 759 $ 634 (a) Finance lease right-of-use assets are recorded net of accumulated amortization of $37 million and $36 million for the year ended December 31, 2023 and 2022, respectively. Years Ended December 31, 2023 2022 Weighted average remaining lease term: Operating leases 16.8 15.7 Finance leases 5.4 5.5 Weighted average discount rate: Operating leases 3.95 % 3.29 % Finance leases 4.01 % 3.35 % Cash flow information related to leases consists of the following (in millions): Years Ended December 31, 2023 2022 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 49 $ 46 Operating cash flows from finance leases 2 2 Financing cash flows from finance leases 12 12 Right-of-use assets obtained in exchange for lease obligations: Operating leases 291 239 Finance leases 24 24 Maturities of lease liabilities are as follows (in millions): Operating Leases Finance Leases 2024 $ 64 $ 18 2025 65 17 2026 62 16 2027 58 11 2028 55 10 Thereafter 689 13 Total lease payments 993 85 Less: Interest (310) (9) Present value of lease liabilities $ 683 $ 76 |
Leases | Leases The Company leases real estate, office equipment and service vehicles. The Company's leases have remaining lease terms of up to 20 years, some of which include options to extend the leases for up to 20 years. The Company determines the lease term used to record each lease by including the initial lease term and, in the case where there are options to extend, will include the option to extend if it has determined that it reasonably certain that the Company would exercise those options. The Company also leases certain equipment that it rents to its customers where the payments vary based upon the amount of time the equipment is on rent. There are no fixed payments on these leases and, therefore, no lease liability or ROU assets have been recorded. Leases with an initial term of 12 months or less are not recorded on the balance sheet. Lease expense for these leases is recognized on a straight-line basis over the lease term. The components of lease expense consist of the following (in millions): Year Ended December 31, Classification 2023 2022 Operating lease cost (a) Direct operating $ 132 $ 141 Finance lease cost: Amortization of ROU assets Depreciation and amortization 23 22 Interest on lease liabilities Interest expense, net 2 2 Sublease income Equipment rental revenue (61) (84) Net lease cost $ 96 $ 81 (a) Includes short-term leases of $52 million and $73 million for the year ended December 31, 2023 and 2022, respectively, and variable lease costs of $3 million for the years ended December 31, 2023 and 2022. Balance sheet information related to leases consists of the following (in millions): Classification December 31, 2023 December 31, 2022 Assets Operating lease ROU assets Right-of-use assets $ 665 $ 552 Finance lease ROU assets Property and equipment, net (a) 74 64 Total leased assets $ 739 $ 616 Liabilities Current Operating Current maturities of operating lease liabilities $ 37 $ 42 Finance Current maturities of long-term debt and financing obligations 15 12 Non-current Operating Operating lease liabilities 646 528 Finance Long-term debt, net 61 52 Total lease liabilities $ 759 $ 634 (a) Finance lease right-of-use assets are recorded net of accumulated amortization of $37 million and $36 million for the year ended December 31, 2023 and 2022, respectively. Years Ended December 31, 2023 2022 Weighted average remaining lease term: Operating leases 16.8 15.7 Finance leases 5.4 5.5 Weighted average discount rate: Operating leases 3.95 % 3.29 % Finance leases 4.01 % 3.35 % Cash flow information related to leases consists of the following (in millions): Years Ended December 31, 2023 2022 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 49 $ 46 Operating cash flows from finance leases 2 2 Financing cash flows from finance leases 12 12 Right-of-use assets obtained in exchange for lease obligations: Operating leases 291 239 Finance leases 24 24 Maturities of lease liabilities are as follows (in millions): Operating Leases Finance Leases 2024 $ 64 $ 18 2025 65 17 2026 62 16 2027 58 11 2028 55 10 Thereafter 689 13 Total lease payments 993 85 Less: Interest (310) (9) Present value of lease liabilities $ 683 $ 76 |
Accrued Liabilities
Accrued Liabilities | 12 Months Ended |
Dec. 31, 2023 | |
Payables and Accruals [Abstract] | |
Accrued Liabilities | Accrued Liabilities Accrued liabilities consists of the following (in millions): December 31, 2023 December 31, 2022 Accrued compensation and benefit costs $ 51 $ 62 Rebate accrual 56 43 Taxes payable 28 33 Accrued interest 37 36 Customer related deferrals 18 20 Insurance reserves 18 11 Acquisition holdbacks 3 16 Other 10 7 Total accrued liabilities $ 221 $ 228 |
Debt
Debt | 12 Months Ended |
Dec. 31, 2023 | |
Debt Disclosure [Abstract] | |
Debt | Debt The Company's debt consists of the following (in millions): Weighted Average Effective Interest Rate at December 31, 2023 Weighted Average Stated Interest Rate at December 31, 2023 Fixed or Floating Interest Rate Maturity December 31, December 31, Senior Notes 2027 Notes 5.61% 5.50% Fixed 2027 $ 1,200 $ 1,200 Other Debt ABL Credit Facility N/A 6.96% Floating 2027 2,072 1,340 AR Facility N/A 6.19% Floating 2024 345 335 Finance lease liabilities 4.01% N/A Fixed 2024-2031 76 64 Unamortized Debt Issuance Costs (a) (5) (5) Total debt 3,688 2,934 Less: Current maturities of long-term debt (15) (12) Long-term debt, net $ 3,673 $ 2,922 (a) Unamortized debt issuance costs totaling $8 million and $10 million related to the ABL Credit Facility and AR Facility (as each is defined below) as of December 31, 2023 and 2022, respectively, are included in "Other long-term assets" in the consolidated balance sheets. The effective interest rate for the fixed rate 2027 Notes (as defined below) includes the stated interest on the notes and the amortization of any debt issuance costs. Maturities The nominal principal amounts of maturities of debt for each of the periods ending December 31 are as follows (in millions): 2024 $ 15 2025 15 2026 14 2027 3,627 2028 9 Thereafter 13 Total $ 3,693 The Company's liquidity needs arise from the funding of its costs of operations and capital expenditures, debt service on its indebtedness, funding acquisitions, payment of dividends and repurchases of its shares. The Company believes that cash generated from operations and cash received from the disposal of rental and other equipment, together with amounts available under its senior secured asset-based revolving credit facility (the "ABL Credit Facility") and AR Facility (as defined below) will be adequate to permit the Company to meet its obligations over the next 12 months. Senior Notes On July 9, 2019, the Company issued $1.2 billion aggregate principal amount of its 5.50% Senior Notes due 2027 (the “2027 Notes”). Interest on the 2027 Notes accrues at the rate of 5.50% per annum and is payable semi-annually in arrears on January 15 and July 15. The 2027 Notes will mature on July 15, 2027. Ranking; Guarantees The 2027 Notes are the Company’s senior unsecured obligations, ranking equally in right of payment with all of the Company’s existing and future senior indebtedness, effectively junior to any of the Company’s existing and future secured indebtedness, including the ABL Credit Facility, to the extent of the value of the assets securing such indebtedness, and senior in right of payment to any of the Company’s existing and future subordinated indebtedness. The 2027 Notes are guaranteed on a senior unsecured basis, subject to limited exceptions including special purpose securitization subsidiaries, by the Company’s current and future domestic subsidiaries. Redemption The Company may redeem the 2027 Notes, in whole or in part, at any time (i) on or after July 15, 2023 and prior to July 15, 2024, at a price equal to 101.833% of the principal amount of the 2027 Notes, (ii) on or after July 15, 2024 and prior to July 15, 2025, at a price equal to 100.917% of the principal amount of the 2027 Notes and (iii) on or after July 15, 2025, at a price equal to 100.000% of the principal amount of the 2027 Notes, in each case, plus accrued and unpaid interest, if any, to, but not including, the applicable redemption date. Covenants The indenture governing the 2027 Notes contains certain covenants applicable to the Company and its restricted subsidiaries, including limitations on liens, indebtedness, mergers, consolidations and acquisitions, sales, transfers and other dispositions of assets, loans and other investments, dividends and other distributions, stock repurchases and redemptions and other restricted payments, restrictions affecting subsidiaries, transactions with affiliates and designations of unrestricted subsidiaries. Upon the occurrence of certain events constituting a change of control triggering event, the Company is required to make an offer to repurchase all of the 2027 Notes (unless otherwise redeemed) at a purchase price equal to 101% of their principal amount, plus accrued and unpaid interest, if any to (but excluding) the repurchase date. If the Company sells assets under certain circumstances, it must use the proceeds to make an offer to purchase the 2027 Notes at a price equal to 100% of their principal amount, plus accrued and unpaid interest, if any, to, but excluding, the repurchase date. Events of Default The indenture also provides for customary events of default, including the following (subject to any applicable cure period): nonpayment, breach of covenants in the indenture, payment defaults under or acceleration of certain other indebtedness, failure to discharge certain judgments and certain events of bankruptcy, insolvency and reorganization. If an event of default occurs or is continuing, the trustee or the holders of at least 30% in aggregate principal amount of the 2027 Notes then outstanding may declare the principal of, premium, if any, and accrued and unpaid interest, if any, to be due and payable immediately. ABL Credit Facility On July 31, 2019, Herc Holdings, Herc and certain other subsidiaries of Herc Holdings entered into a credit agreement with respect to a senior secured asset-based revolving credit facility, which was amended and extended on July 5, 2022. The aggregate amount of the revolving credit commitments is $3.5 billion (subject to availability under a borrowing base). Up to $250 million of the revolving loan facility is available for the issuance of letters of credit, subject to certain conditions including issuing lender participation. Subject to the satisfaction of certain conditions and limitations, the ABL Credit Facility allows for the addition of incremental revolving commitments and/or incremental term loans. The ABL Credit Facility was also amended to include a provision that the Company, in consultation with a Sustainability Coordinator, may establish key performance indicators (“KPIs”) with respect to certain environmental, social and governance targets of the Company and its subsidiaries, which if mutually agreed, may be incorporated into the ABL Credit Facility through an amendment (an “ESG Amendment”). Upon the effectiveness of an ESG Amendment, the commitment fee and the spreads applicable to revolving loans may be increased or decreased within certain limits based on performance against the KPIs. Maturity The ABL Credit Facility matures on July 5, 2027. Guarantees; Collateral/Security The obligations of each of the borrowers under the ABL Credit Facility are guaranteed by each of Herc Holdings’ direct and indirect U.S. and Canadian subsidiaries, with certain exceptions, including special purpose securitization subsidiaries. The obligations of the borrowers under the ABL Credit Facility and the guarantees thereof are secured by security interests in substantially all of the assets of each borrower and guarantor, including pledges of all the capital stock of all of their direct subsidiaries, with certain exceptions. The liens securing the ABL Credit Facility are subject to certain exceptions. Also, subject to certain limitations and conditions, the ABL Credit Facility permits the incurrence of future secured debt on a basis either pari passu with, or subordinated to, the liens securing the ABL Credit Facility. Interest The interest rates applicable to any loans under the ABL Credit Facility are based, at the option of the borrowers, on (i) a floating rate based on Term SOFR (for loans denominated in U.S. dollars) or CDOR (for loans denominated in Canadian dollars) plus an initial margin of 1.50% and a SOFR adjustment of 0.10% per annum or (ii) a base rate plus an initial margin of 0.50%, in each case, where margin is adjusted under the ABL Credit Facility based on the quarterly average excess availability under the ABL Credit Facility. Covenants The ABL Credit Facility contains a number of covenants that, among other things, limit or restrict the ability of the borrowers and their subsidiaries to incur additional indebtedness, prepay other indebtedness, make dividends and other restricted payments, create or incur liens, make acquisitions and other investments, engage in mergers, consolidations or sales of assets, engage in certain transactions with affiliates, and enter into certain restrictive agreements limiting the ability to create or incur liens. In addition, under the ABL Credit Facility, upon excess availability falling below certain levels, the borrowers will be required to comply with a minimum fixed charge coverage ratio of no less than 1.00:1.00. As of December 31, 2023, the appropriate levels of liquidity have been maintained, therefore this financial maintenance covenant is not applicable. Events of Default The ABL Credit Facility provides that the occurrence of any of the following events will constitute an event of default: payment default, breach of representation or warranty, covenant breach, cross default to other material indebtedness, certain bankruptcy events, dissolution, invalidity of the credit agreement or any intercreditor agreement (if any), judgment in excess of a certain monetary threshold, any security or guarantee documents cease to be in effect, an ERISA event, pension event or a change of control. Upon the occurrence and during the continuation of an event of default, the agent may exercise remedies on behalf of the lenders, including accelerating the repayment of outstanding loans under the ABL Credit Facility. Accounts Receivable Securitization Facility The accounts receivable securitization facility (the "AR Facility") was amended in August 2023 to extend the maturity date to August 31, 2024 and increase the aggregate commitments from $335 million to $370 million. In connection with the AR Facility, Herc sells its accounts receivables on an ongoing basis to Herc Receivables U.S. LLC, a wholly-owned special-purpose entity (the "SPE"). The SPE's sole business consists of the purchase by the SPE of accounts receivable from Herc and borrowing by the SPE against the eligible accounts receivable from the lenders under the facility. The borrowings are secured by liens on the accounts receivable and other assets of the SPE. Collections on the accounts receivable are used to service the borrowings. The SPE is a separate legal entity that is consolidated in the Company's financial statements. The SPE assets are owned by the SPE and are not available to settle the obligations of the Company or any of its other subsidiaries. Herc is the servicer of the accounts receivable under the AR Facility. All of the obligations of the servicer and certain indemnification obligations of the SPE under the agreements governing the AR Facility are guaranteed by Herc pursuant to a performance guarantee. The AR Facility is excluded from current maturities of long-term debt as the Company has the intent and ability to fund the AR Facility's borrowings on a long-term basis either by further extending the maturity date of the AR Facility or by utilizing the capacity available at the balance sheet date under the ABL Credit Facility. The agreements governing the AR Facility contain restrictions and covenants which include limitations applicable to Herc and the SPE on the creation of certain liens, and restrictions and covenants which include limitations applicable to the SPE on the making of certain restricted payments, and limitations applicable to Herc and the SPE with respect to certain corporate acts such as mergers, consolidations and the sale of substantially all assets, with certain exceptions. The Company was in compliance with all such covenants as of December 31, 2023. The financing agreement with the lenders provides for customary events of default (subject to customary exceptions, thresholds and grace periods) including, without limitation, failure to perform covenants, ineffectiveness of transaction documents, invalidity of security interests or failure to cooperate in the administrative agent's assumption of control of accounts, material inaccuracy of representations or warranties, failure of certain ratios related to the accounts receivables, specified cross default and cross acceleration to other material indebtedness, certain bankruptcy events, certain ERISA events, material judgments, material adverse effect and change in control. Borrowing Capacity and Availability After outstanding borrowings, the following was available to the Company under the ABL Credit Facility and AR Facility as of December 31, 2023 (in millions): Remaining Availability Under ABL Credit Facility $ 1,401 $ 1,401 AR Facility 25 — Total $ 1,426 $ 1,401 Letters of Credit |
Financing Obligations
Financing Obligations | 12 Months Ended |
Dec. 31, 2023 | |
Financing Obligation [Abstract] | |
Financing Obligations | Financing Obligations In prior years, Herc entered into sale-leaseback transactions pursuant to which it sold 44 properties located in the U.S. and certain service vehicles. The sale of the properties and service vehicles did not qualify for sale-leaseback accounting; therefore, the book value of the assets remain on the Company's consolidated balance sheet. The Company's financing obligations consist of the following (in millions): Weighted Average Effective Interest Rate at December 31, 2023 Maturity December 31, 2023 December 31, 2022 Financing obligations 5.38% 2026-2038 $ 110 $ 114 Unamortized financing issuance costs (2) (2) Total financing obligations 108 112 Less: Current maturities of financing obligations (4) (4) Financing obligations, net $ 104 $ 108 As of December 31, 2023, future minimum financing payments for the agreements referred to above are as follows (in millions): 2024 $ 10 2025 10 2026 10 2027 9 2028 9 Thereafter 80 Total minimum financing obligations payments 128 Obligations subject to non-cash gain on future sale of property 34 Less amount representing interest (at a weighted-average interest rate of 5.38%) (52) Total financing obligations $ 110 |
Employee Retirement Benefits
Employee Retirement Benefits | 12 Months Ended |
Dec. 31, 2023 | |
Retirement Benefits [Abstract] | |
Employee Retirement Benefits | Employee Retirement Benefits 401(k) Savings Plan and Other Defined Contribution Plan On July 1, 2016, the Company established the Herc Holdings Savings Plan covering all of its U.S. employees. Contributions to the plans are made by both the employee and the Company. Company contributions to these plans are based on the level of employee contributions and formulas determined by the Company. Expenses for the defined contribution plans for the years ended December 31, 2023, 2022 and 2021 were approximately $20 million, $16 million and $13 million, respectively. Defined Benefit Pension and Postretirement Plans The Company sponsors the Herc Holdings Retirement Plan (the "Plan"), a U.S. qualified pension plan. The Plan has been frozen to new participants since it was established in July 2016. Postretirement benefits, other than pensions, provide healthcare benefits, and in some instances, life insurance benefits for certain eligible retired employees in the U.S. The Company reflects the funded status of defined benefit pension and other postretirement benefit plans as an asset or liability. This amount is defined as the difference between the fair value of plan assets and the benefit obligation. The Company is required to recognize as a component of other comprehensive income (loss), net of tax, the actuarial gains/losses and prior service credits that arise but were not previously required to be recognized as components of net periodic benefit cost. Other comprehensive income (loss) is adjusted as these amounts are later recognized in the statement of operations as components of net periodic benefit cost. The Company’s policy for funded plans is to contribute, at a minimum, amounts required by applicable laws, regulations and union agreements. The Plan represents approximately 99% of the Company's defined benefit plan obligations and 100% of its plan assets. The Company made cash contributions to the Plan of $4 million for 2023, however, there were no contributions in 2022 or 2021. The level of future contributions will vary and is dependent on a number of factors including investment returns, interest rate fluctuations, plan demographics, funding regulations and the results of the final actuarial valuation. Additionally, pursuant to various collective bargaining agreements, certain union-represented employees participate in multiemployer pension plans. The following table provides a reconciliation of benefit obligations and plan assets of the Company’s pension plans and postretirement benefit plans (in millions): Pension Postretirement 2023 2022 2023 2022 Change in Projected Benefit Obligations Benefit obligations at beginning of year $ 134 $ 168 $ 1 $ 1 Interest cost 7 5 — — Plan settlements — (11) — — Benefits paid (7) — — — Actuarial loss (gain) 3 (28) — — Benefit obligations at end of year $ 137 $ 134 $ 1 $ 1 Change in Fair Value of Plan Assets Fair value of plan assets at beginning of year $ 113 $ 156 $ — $ — Actual return on plan assets 9 (32) — — Employer contribution 4 — — — Plan settlements — (11) — — Benefits paid (7) — — — Fair value of plan assets at end of year $ 119 $ 113 $ — $ — Funded Status $ (18) $ (21) $ (1) $ (1) Accumulated benefit obligations $ 137 $ 134 Pension Postretirement 2023 2022 2023 2022 Amounts Recognized in Balance Sheet Other long-term liabilities $ (18) $ (21) $ (1) $ (1) Net amount recognized $ (18) $ (21) $ (1) $ (1) Amounts Recognized in Accumulated Other Comprehensive Loss Net actuarial gain (loss) $ (19) $ (24) $ 1 $ 1 Net amount recognized $ (19) $ (24) $ 1 $ 1 Weighted‑Average Assumptions Used to Determine Projected Benefit Obligations Discount rate 5.1 % 5.4 % 5.1 % 5.4 % Average rate of increase in compensation — % — % — % — % Interest credit rate 3.8 % 3.8 % — % — % Initial healthcare cost trend rate N/A N/A 6.1 % 6.1 % Ultimate healthcare cost trend rate N/A N/A 4.0 % 4.0 % The benefit obligations and fair value of plan assets for the Company’s qualified and non-qualified pension and postretirement plans with projected benefit obligations or accumulated benefit obligations in excess of plan assets are as follows (in millions): Pension Postretirement 2023 2022 2023 2022 Plans with Benefit Obligations in Excess of Plan Assets Projected benefit obligations $ 137 $ 134 $ 1 $ 1 Accumulated benefit obligations 137 134 — — Fair value of plan assets 119 113 — — The following table sets forth the net periodic pension cost (benefit) (in millions): Years Ended December 31, 2023 2022 2021 Components of Net Periodic Pension Cost (Benefit) Interest cost $ 7 $ 5 $ 4 Expected return on plan assets (3) (6) (7) Net amortization of actuarial net loss 1 — — Settlement loss — 2 1 Net periodic pension cost (benefit) $ 5 $ 1 $ (2) Weighted‑Average Assumptions Used to Determine Net Periodic Pension Cost (Benefit) Discount rate 5.4 % 2.7 % 2.3 % Expected return on assets 6.0 % 4.6 % 4.8 % Average rate of increase in compensation — % — % — % Interest credit rate 3.8 % 3.8 % 3.8 % The net periodic postretirement cost was immaterial in 2023, 2022 and 2021. The discount rate reflects the rate the Company would have to pay to purchase high-quality investments that would provide cash sufficient to settle its current pension obligations. The discount rate is determined based on a range of factors, including the rates of return on high-quality, fixed-income corporate bonds and the related expected duration of the obligations. The discount rate for the Plan is based on the rate from the Mercer Pension Discount Curve-Above Mean Yield that is appropriate for the duration of the obligations. The discount rate used to measure the pension obligation at the end of the year is also used to measure pension cost in the following year. The expected return on plan assets for the U.S. qualified plan is based on expected future investment returns considering the target investment mix of plan assets. It reflects the average rate of earnings expected on the funds invested, or to be invested, to provide for the benefits included in the projected benefit obligations. In determining the expected long-term rate of return on plan assets, the Company considers the relative weighting of plan assets, the historical performance of total plan assets and individual asset classes and economic and other indicators of future performance. There was no average rate of increase in compensation for 2023, 2022 or 2021 as there are no longer any employees in the Plan accruing benefits. The ultimate healthcare cost trend rates for the postretirement benefit plans are expected to be reached in 2046. Plan Assets The Company has a long-term investment outlook for its Plan assets, which is consistent with the long-term nature of the Plan's respective liabilities. The Plan currently has a target asset allocation of 25% equity and 75% fixed income. The equity portion of the assets is actively managed in U.S. small/mid cap and international funds and an allocation to a passively managed U.S. large cap index fund. The fixed income portion of the assets is actively managed in long/intermediate duration government/credit funds and small allocations to an actively managed high yield fund, a bank loan fund, a preferred securities fund and an emerging market debt fund. A modest amount of cash is maintained to facilitate payment of benefits and plan expenses. The fair value measurements of most plan assets are based upon significant other observable inputs (Level 2), except for the high yield mutual fund and cash which are based upon quoted market prices in active markets for identical assets (Level 1). The following represents the Company's pension plan assets (in millions): Asset Category December 31, 2023 December 31, 2022 Cash $ 2 $ 3 Short Term Investments — 2 Equity Securities: U.S. Large Cap 13 12 U.S. Mid Cap 2 2 International Developed 12 10 International Emerging Markets 2 3 Fixed Income Securities: U.S. Treasuries 23 21 Corporate Bonds 38 36 Government Bonds 7 7 Municipal Bonds 2 2 Mortgage-Backed Securities 1 — Asset-Backed Securities 2 1 Bank Loans 6 5 Preferreds 6 6 Other 3 3 Total fair value of pension plan assets $ 119 $ 113 Estimated Future Benefit Payments The following table presents estimated future benefit payments (in millions): Pension Postretirement 2024 $ 9 $ — 2025 10 — 2026 11 — 2027 12 — 2028 13 — 2029-2033 70 — $ 125 $ — |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation On May 17, 2018, the Herc Holdings Inc. 2018 Omnibus Incentive Plan (the "2018 Omnibus Plan") was approved and replaced the Herc Holdings Inc. 2008 Omnibus Incentive Plan. The 2018 Omnibus Plan provides for grants of both equity and cash awards, including non-qualified stock options, incentive stock options, stock appreciation rights, performance awards (shares and units), restricted awards (shares and units) and deferred stock units to key executives, employees, non-management directors and non-employee consultants. The total number of common shares authorized for issuance under the 2018 Omnibus Plan is 2,200,000, of which approximately 1,305,000 remains available as of December 31, 2023 for future incentive awards. Stock-based compensation awards are measured on their grant date using a fair value method and are recognized in the statement of operations over the requisite service period. The Company's stock-based compensation expense is included in “Selling, general and administrative” expense in the Company's consolidated statements of operations. The following table summarizes the expenses and associated income tax benefits recognized (in millions): Year Ended December 31, 2023 2022 2021 Compensation expense $ 18 $ 27 $ 23 Income tax benefit (5) (7) (6) Total $ 13 $ 20 $ 17 As of December 31, 2023, there was $17 million of total unrecognized compensation cost related to non-vested restricted stock units ("RSUs") and performance stock units ("PSUs"). The total unrecognized compensation cost is expected to be recognized over the remaining 1.1 years, on a weighted average basis, of the requisite service period that began on the grant dates. Stock Options All stock options granted had a per-share exercise price of not less than the fair market value of one share of common stock on the grant date. Stock options vest based on a minimum period of service or the occurrence of events (such as a change in control, as defined in the 2018 Omnibus Plan). No stock options are exercisable after ten years from the grant date. The Company’s practice is to grant stock options at fair market value. Outstanding options vest over four years with terms of seven years to 10 years, assuming continued employment with certain exceptions. Vesting of the option awards is contingent upon meeting certain service conditions. The fair value of option grants is estimated using the Black-Scholes option pricing model. The fair value is then amortized on a straight-line basis over the requisite service periods of the awards, which is generally the vesting period. Use of a valuation model requires management to make certain assumptions with respect to selected model inputs. The risk-free interest rate is based on U.S. Treasury zero-coupon issues with a remaining term which approximates the expected life assumed at the date of grant. The compensation expense recognized for all stock-based awards is net of estimated forfeitures. Forfeitures were estimated based on an analysis of actual option forfeitures. There were no stock options granted during 2023, 2022 or 2021. A summary of option activity is presented below. Options Weighted Weighted Aggregate Intrinsic Outstanding at December 31, 2022 91,067 $ 44.12 Granted — — Exercised (76,583) 40.18 Forfeited or expired — — Outstanding at December 31, 2023 14,484 $ 64.96 Expected to Vest at December 31, 2023 — $ — — $ — Exercisable at December 31, 2023 14,484 $ 64.96 1.26 $ 1 Stock options as of December 31, 2023: Options Outstanding Options Exercisable Range of Exercise Prices Number Outstanding Weighted Weighted Number Outstanding Weighted Weighted 50.01-60.00 6,599 $ 58.76 1.42 6,599 $ 58.76 1.42 70.01-80.00 7,885 70.14 1.13 7,885 70.14 1.13 14,484 $ 64.96 14,484 $ 64.96 Additional information pertaining to stock option activity is as follows (in millions): Year Ended December 31, 2023 2022 2021 Aggregate intrinsic value of stock options exercised $ 7 $ 1 $ 5 Cash received from the exercise of stock options 3 — 2 Tax benefit realized on exercise of stock options 2 — 1 Performance Stock Units PSUs will vest based on the achievement of pre-determined performance goals over performance periods determined by the Company's Compensation Committee. Each of the units granted represent the right to receive one share of the Company's common stock on a specified future date. Compensation expense for PSUs is based on the grant date fair value and is recognized ratably over the three year vesting period. In addition to the service vesting condition, the PSUs have an additional vesting condition which stipulates the number of units to be awarded being based on the achievement of certain performance measures over the applicable measurement period and can range from 0% to 280% of the target. A summary of the PSU activity is presented below. Units Weighted Nonvested at December 31, 2022 318,985 $ 69.68 Granted 64,244 155.80 Vested (340,084) 38.94 Performance change 163,273 38.96 Forfeited (17,660) 116.41 Nonvested at December 31, 2023 188,758 $ 123.21 The weighted average per share grant-date fair values of PSUs granted during 2023, 2022 and 2021 were $155.80, $164.43 and $73.61, respectively. The total fair value of PSUs that vested during 2023, 2022 and 2021 were $13 million, $5 million and $7 million, respectively. Almost all PSUs granted in 2023, 2022 and 2021 include vesting conditions based on the achievement of the Company's return on invested capital ("ROIC") and average rental adjusted EBITDA performance measured over a three-year period starting from the year of grant. Restricted Stock Units RSUs granted under the 2018 Omnibus Plan will vest based on a minimum period of service or the occurrence of events (such as a change in control, as defined in the 2018 Omnibus Plan) specified by the Compensation Committee. Compensation expense for RSUs is based on the grant date fair value and is recognized ratably over the vesting period which generally ranges from one year to three years. A summary of the RSU activity is presented below. Units Weighted Nonvested at December 31, 2022 247,599 $ 89.18 Granted 89,928 150.58 Vested (122,028) 72.78 Forfeited (15,360) 127.27 Nonvested at December 31, 2023 200,139 $ 123.82 The weighted average per share grant date fair values of RSUs granted during 2023, 2022 and 2021 were $150.58, $155.68 and $81.35, respectively. The total fair value of RSUs that vested during 2023, 2022 and 2021 was $9 million, $9 million and $8 million, respectively. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The components of income before income taxes for the periods were as follows (in millions): Years Ended December 31, 2023 2022 2021 Domestic $ 443 $ 426 $ 281 Foreign $ 4 $ 8 $ 10 Income before income taxes $ 447 $ 434 $ 291 The provision for income taxes consists of the following (in millions): Years Ended December 31, 2023 2022 2021 Current: Foreign $ 4 $ 5 $ 1 State and local 7 15 12 Total current 11 20 13 Deferred: Federal 86 82 57 Foreign (1) — 2 State and local 4 2 (5) Total deferred 89 84 54 Total income tax provision $ 100 $ 104 $ 67 The principal items of the U.S. and foreign net deferred tax assets (liabilities) are as follows (in millions): December 31, 2023 December 31, 2022 Deferred tax assets: Employee benefit plans $ 6 $ 6 Tax credit carryforwards 3 3 Right-of-use assets 185 139 Deferred interest 58 26 Accrued expenses 55 53 Net operating loss carryforwards 108 132 Total deferred tax assets 415 359 Less: valuation allowance (2) (4) Total net deferred tax assets 413 355 Deferred tax liabilities: Lease liabilities (179) (135) Prepaid expenses (3) (2) Depreciation on tangible assets (899) (793) Intangible assets (75) (72) Total deferred tax liabilities (1,156) (1,002) Net deferred tax liability $ (743) $ (647) As of December 31, 2023, a deferred tax asset of $90 million was recorded for unutilized federal net operating loss carryforwards ("NOL carryforwards"). The total federal NOL carryforwards are $436 million and have an indefinite carryforward period. State NOL carryforwards have generated a deferred tax asset of $18 million and expire over various years beginning in 2024. As of December 31, 2023, deferred tax assets of $3 million were recorded for federal and various state tax credit carryforwards and expire in various years beginning in 2035. In determining the valuation allowance, an assessment of positive and negative evidence was performed regarding realization of the net deferred tax assets in accordance with Topic 740. This assessment included the evaluation of scheduled reversals of deferred tax liabilities, the availability of carryforwards and estimates of projected future taxable income. Based on the assessment, as of December 31, 2023, total valuation allowances of $2 million were recorded against deferred tax assets. Although realization is not assured, the Company has concluded that it is more likely than not the remaining deferred tax assets of $413 million will be realized and as such no valuation allowance has been provided on these assets. The income tax in the accompanying consolidated statements of operations differs from the income tax calculated by applying the statutory federal income tax rate to income before income taxes due to the following (in millions): Years Ended December 31, 2023 2022 2021 Income tax provision at statutory rate $ 93 $ 91 $ 61 Increases (decreases) resulting from: Foreign taxes 5 — — State and local income taxes, net of federal income tax 10 14 7 Federal and foreign permanent items (1) (1) — Change in valuation allowance (2) — — Tax credits (6) (1) (2) All other items, net 1 1 1 Income tax provision $ 100 $ 104 $ 67 As a result of the Tax Cuts and Jobs Act of 2017, previously undistributed earnings from foreign subsidiaries are deemed to have been repatriated as of December 31, 2017 for federal income tax purposes. Beginning in 2018, companies are generally able to repatriate earnings from foreign subsidiaries with no U.S. federal income tax impact. As of December 31, 2023, the Company continues to assert that earnings from foreign operations are not permanently invested. The Company, as a matter of policy, looks to repatriate foreign earnings in a tax efficient manner. Many foreign jurisdictions impose taxes on distributions to other jurisdictions. Due to the variations and complexities of these laws, the Company believes it would be impractical to calculate and accrue these taxes beyond the normal earnings and profits standard for U.S. tax purposes. As of December 31, 2023, the Company is maintaining the assertion that future earnings associated with the potential stock sale or liquidation of foreign subsidiaries are permanently reinvested. Accordingly, the Company has not recorded any deferred tax liabilities associated with these book-to-tax differences. The Company has analyzed the potential tax liability associated with these differences to be approximately $64 million. The total cumulative amount of unrecognized tax benefits is $12 million and $8 million as of December 31, 2023 and 2022, respectively. The Company files one or more income tax returns in the U.S. and non-U.S. jurisdictions. In the normal course of business, the Company is subject to examination by taxing authorities and open tax years span from 2014 to 2022. The IRS completed its audit of the Company's 2007 to 2011 consolidated income tax returns, in which Herc was included, and had no changes to the previously filed tax returns. The Company is currently under audit for the 2014 through 2016 income tax years. Several U.S. state and non-U.S. jurisdictions are under audit. The Company does not expect any material assessments resulting from these audits. The Organization for Economic Co-operation and Development (OECD) has a framework to implement a global minimum corporate tax of 15% for companies with global revenues and profits above certain thresholds (referred to as "Pillar 2"), with certain aspects of Pillar 2 effective January 1, 2024 and other aspects effective January 1, 2025. While it is uncertain whether the U.S. will enact legislation to adopt Pillar 2, certain countries have adopted legislation, and other countries are in the process of introducing legislation to implement Pillar 2. We are currently evaluating the impact of Pillar 2 on our effective tax rate, our consolidated results of operation, financial position, and cash flows. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) | 12 Months Ended |
Dec. 31, 2023 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Income (Loss) | Accumulated Other Comprehensive Income (Loss) The changes in the accumulated other comprehensive income (loss) balance by component (net of tax) are presented in the tables below (in millions): Pension and Other Post-Employment Benefits Foreign Currency Items Accumulated Other Comprehensive Income (Loss) Balance at December 31, 2022 $ (24) $ (105) $ (129) Other comprehensive loss before reclassification 3 7 10 Amounts reclassified from accumulated other comprehensive loss 1 — 1 Net current period other comprehensive loss 4 7 11 Balance at December 31, 2023 $ (20) $ (98) $ (118) Pension and Other Post-Employment Benefits Foreign Currency Items Accumulated Other Comprehensive Income (Loss) Balance at December 31, 2021 $ (12) $ (88) $ (100) Other comprehensive income before reclassification (13) (17) (30) Amounts reclassified from accumulated other comprehensive loss 1 — 1 Net current period other comprehensive income (12) (17) (29) Balance at December 31, 2022 $ (24) $ (105) $ (129) Amounts reclassified from accumulated other comprehensive income (loss) to net income were as follows (in millions): Twelve Months Ended December 31, Pension and other postretirement benefit plans 2023 2022 2021 Statement of Operations Caption Amortization of actuarial losses $ 1 $ — $ 1 Selling, general and administrative Settlement loss — 2 — Selling, general and administrative Total 1 2 1 Tax provision — (1) — Income tax provision Total reclassifications for the period $ 1 $ 1 $ 1 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Legal Proceedings The Company is subject to a number of claims and proceedings that generally arise in the ordinary conduct of its business. These matters include, but are not limited to, claims arising from the operation of rented equipment and workers' compensation claims. The Company does not believe that the liabilities arising from such ordinary course claims and proceedings will have a material adverse effect on the Company's consolidated financial position, results of operations or cash flows. The Company has established reserves for matters where the Company believes the losses are probable and can be reasonably estimated. For matters where a reserve has not been established, the ultimate outcome or resolution cannot be predicted at this time, or the amount of ultimate loss, if any, cannot be reasonably estimated. Litigation is subject to many uncertainties and there can be no assurance as to the outcome of the individual litigated matters. It is possible that certain of the actions, claims, inquiries or proceedings, could be decided unfavorably to the Company or any of its subsidiaries involved. Accordingly, it is possible that an adverse outcome from such a proceeding could exceed the amount accrued in an amount that could be material to the Company's consolidated financial condition, results of operations or cash flows in any particular reporting period. Off-Balance Sheet Commitments Indemnification Obligations In the ordinary course of business, the Company executes contracts involving indemnification obligations customary in the relevant industry and indemnifications specific to a transaction such as the sale of a business or assets or a financial transaction. These indemnification obligations might include claims relating to the following: accuracy of representations; compliance with covenants and agreements by the Company or third parties; environmental matters; intellectual property rights; governmental regulations; employment-related matters; customer, supplier and other commercial contractual relationships; condition of assets; and financial or other matters. Performance under these indemnification obligations would generally be triggered by a breach of terms of the contract or by a third-party claim. The Company regularly evaluates the probability of having to incur costs associated with these indemnification obligations and has accrued for expected losses that are probable and estimable. The types of indemnification obligations for which payments are possible include the following: The Spin-Off |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants in the principal market or, if none exists, the most advantageous market, for the specific asset or liability at the measurement date (referred to as the "exit price"). Fair value is a market-based measurement that should be determined based upon assumptions that market participants would use in pricing an asset or liability, including consideration of nonperformance risk. The Company assesses the inputs used to measure fair value using the three-tier hierarchy promulgated under U.S. GAAP. This hierarchy indicates the extent to which inputs used in measuring fair value are observable in the market. Level 1: Inputs that reflect quoted prices for identical assets or liabilities in active markets that are observable. Level 2: Inputs other than quoted prices included in Level 1 that are observable either directly or indirectly, including quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data. Level 3: Inputs that are unobservable to the extent that observable inputs are not available for the asset or liability at the measurement date and include management's judgment about assumptions that market participants would use in pricing the asset or liability. Under U.S. GAAP, entities are allowed to measure certain financial instruments and other items at fair value. The Company has not elected the fair value measurement option for any of its assets or liabilities that meet the criteria for this option. Irrespective of the fair value option previously described, U.S. GAAP requires certain financial and non-financial assets and liabilities of the Company to be measured on either a recurring basis or on a nonrecurring basis as shown in the sections that follow. Assets and Liabilities Measured at Fair Value on a Recurring Basis The fair value of cash, accounts receivable, accounts payable and accrued liabilities, to the extent the underlying liability will be settled in cash, approximates the carrying values because of the short-term nature of these instruments. The Company's assessment of goodwill and other intangible assets for impairment includes an assessment using various Level 2 (EBITDA multiples and discount rate) and Level 3 (forecasted cash flows) inputs. See Note 2, "Basis of Presentation and Significant Accounting Policies," for more information on the application of the use of fair value methodology. Cash Equivalents Cash equivalents primarily consist of money market accounts which are classified as Level 1 assets which the Company measures at fair value on a recurring basis. The Company measures the fair value of cash equivalents using a market approach based on quoted prices in active markets. The Company had $31 million and $6 million in cash equivalents at December 31, 2023 and 2022, respectively. Debt Obligations The fair values of the Company's ABL Credit Facility, AR Facility and finance lease liabilities approximated their book values as of December 31, 2023 and 2022. The fair value of the Company's 2027 Notes is estimated based on quoted market rates as well as borrowing rates currently available to the Company for loans with similar terms and average maturities (Level 2 inputs) (in millions). December 31, 2023 December 31, 2022 Nominal Unpaid Principal Balance Aggregate Fair Value Nominal Unpaid Principal Balance Aggregate Fair Value 2027 Notes $ 1,200 $ 1,180 $ 1,200 $ 1,119 |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Dec. 31, 2023 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share Basic earnings per share has been computed based upon the weighted average number of common shares outstanding. Diluted earnings per share has been computed based upon the weighted average number of common shares outstanding plus the effect of all potentially dilutive common stock equivalents, except when the effect would be anti-dilutive. The following table sets forth the computation of basic and diluted earnings per share (in millions, except per share data). Years Ended December 31, 2023 2022 2021 Basic and diluted earnings per share: Numerator: Net income, basic and diluted $ 347 $ 330 $ 224 Denominator: Basic weighted average common shares 28.5 29.6 29.6 Stock options, RSUs and PSUs 0.2 0.6 0.8 Weighted average shares used to calculate diluted earnings per share 28.7 30.2 30.4 Earnings per share: Basic $ 12.18 $ 11.15 $ 7.57 Diluted $ 12.09 $ 10.92 $ 7.37 Antidilutive stock options, RSUs and PSUs 0.1 0.1 — |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2023 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions Agreements with Carl C. Icahn The Company was party to the Nomination and Standstill Agreement, dated September 15, 2014 (the "Nomination Agreement"), with Carl C. Icahn and certain related entities and individuals. Pursuant to the Nomination Agreement, Hunter C. Gary, Steven D. Miller and Andrew J. Teno were Icahn Group designees and elected to the Company’s board of directors (the “Board”) at the 2022 annual meeting of stockholders. In March 2023, Messrs. Gary, Miller and Teno resigned from the Board as a result of the Icahn Group ceasing to hold a “net long position” above certain levels. As a result of their resignations, neither the Icahn Group nor the Company have any further duties or obligations under the Nomination Agreement, which is described below. While an Icahn Group designee was a member of the Board, the Board could not be expanded without approval from the Icahn designees then on the Board. In addition, pursuant to the Nomination Agreement, subject to certain restrictions and requirements, the Icahn Group had certain replacement rights in the event an Icahn designee resigned or was otherwise unable to serve as a director (other than as a result of not being nominated by the Board to stand for election at an annual meeting). In addition, until the date that no Icahn Group designee was a member of the Board (or otherwise deemed to be on the Board pursuant to the terms of the Nomination Agreement), the Icahn Group agreed to vote all of its shares of Company common stock in favor of the election of all of the Company’s director nominees at each annual or special meeting of stockholders and, subject to limited exceptions, the Icahn Group further agreed to (i) adhere to certain standstill obligations, including the obligation to not solicit proxies or consents or influence others with respect to the same, and (ii) not acquire or otherwise beneficially own more than 20% of the Company’s outstanding voting securities. Pursuant to the Nomination Agreement, the Company entered into a registration rights agreement, effective June 30, 2016 (the “Registration Rights Agreement”), with certain entities related to Carl C. Icahn, on behalf of any person who is a member of the “Icahn group” (as such term is defined therein) who owns applicable securities at the relevant time and is or has become a party to the Registration Rights Agreement. The Registration Rights Agreement provided for customary demand and piggyback registration rights and obligations. On June 30, 2016, the Company, in its previous form as the holding company of both the existing equipment rental operations as well as the former vehicle rental operations (in its form prior to the Spin-Off, "Hertz Holdings"), completed a spin-off (the "Spin-Off") of its global vehicle rental business through a dividend to stockholders of all of the issued and outstanding common stock of Hertz Rental Car Holding Company, Inc., which was re-named Hertz Global Holdings, Inc. ("New Hertz") in connection with the Spin-Off. New Hertz is an independent public company and continues to operate its global vehicle rental business through its operating subsidiaries including The Hertz Corporation ("THC"). In connection with the Spin-Off, the Company entered into a separation and distribution agreement (the "Separation Agreement") with New Hertz. In connection therewith, the Company also entered into various other ancillary agreements with New Hertz to effect the Spin-Off and provide a framework for its relationship with New Hertz. The following summarizes some of the most significant agreements and relationships that Herc Holdings continues to have with New Hertz. Separation and Distribution Agreement The Separation Agreement sets forth the Company's agreements with New Hertz regarding the principal actions taken in connection with the Spin-Off. It also sets forth other agreements that govern aspects of the Company's relationship with New Hertz following the Spin-Off including (i) the manner in which legal matters and claims are allocated and certain liabilities are shared between the Company and New Hertz; (ii) other matters including transfers of assets and liabilities, treatment or termination of intercompany arrangements and releases of certain claims between the parties and their affiliates; (iii) mutual indemnification clauses; and (iv) allocation of Spin-Off expenses between the parties. Tax Matters Agreement The Company entered into a tax matters agreement with New Hertz that governs the parties' rights, responsibilities and obligations after the Spin-Off with respect to tax liabilities and benefits, tax attributes, tax contests and other tax matters regarding income taxes, other taxes and related tax returns. |
Arrangements with New Hertz
Arrangements with New Hertz | 12 Months Ended |
Dec. 31, 2023 | |
Related Party Transactions [Abstract] | |
Arrangements with New Hertz | Related Party Transactions Agreements with Carl C. Icahn The Company was party to the Nomination and Standstill Agreement, dated September 15, 2014 (the "Nomination Agreement"), with Carl C. Icahn and certain related entities and individuals. Pursuant to the Nomination Agreement, Hunter C. Gary, Steven D. Miller and Andrew J. Teno were Icahn Group designees and elected to the Company’s board of directors (the “Board”) at the 2022 annual meeting of stockholders. In March 2023, Messrs. Gary, Miller and Teno resigned from the Board as a result of the Icahn Group ceasing to hold a “net long position” above certain levels. As a result of their resignations, neither the Icahn Group nor the Company have any further duties or obligations under the Nomination Agreement, which is described below. While an Icahn Group designee was a member of the Board, the Board could not be expanded without approval from the Icahn designees then on the Board. In addition, pursuant to the Nomination Agreement, subject to certain restrictions and requirements, the Icahn Group had certain replacement rights in the event an Icahn designee resigned or was otherwise unable to serve as a director (other than as a result of not being nominated by the Board to stand for election at an annual meeting). In addition, until the date that no Icahn Group designee was a member of the Board (or otherwise deemed to be on the Board pursuant to the terms of the Nomination Agreement), the Icahn Group agreed to vote all of its shares of Company common stock in favor of the election of all of the Company’s director nominees at each annual or special meeting of stockholders and, subject to limited exceptions, the Icahn Group further agreed to (i) adhere to certain standstill obligations, including the obligation to not solicit proxies or consents or influence others with respect to the same, and (ii) not acquire or otherwise beneficially own more than 20% of the Company’s outstanding voting securities. Pursuant to the Nomination Agreement, the Company entered into a registration rights agreement, effective June 30, 2016 (the “Registration Rights Agreement”), with certain entities related to Carl C. Icahn, on behalf of any person who is a member of the “Icahn group” (as such term is defined therein) who owns applicable securities at the relevant time and is or has become a party to the Registration Rights Agreement. The Registration Rights Agreement provided for customary demand and piggyback registration rights and obligations. On June 30, 2016, the Company, in its previous form as the holding company of both the existing equipment rental operations as well as the former vehicle rental operations (in its form prior to the Spin-Off, "Hertz Holdings"), completed a spin-off (the "Spin-Off") of its global vehicle rental business through a dividend to stockholders of all of the issued and outstanding common stock of Hertz Rental Car Holding Company, Inc., which was re-named Hertz Global Holdings, Inc. ("New Hertz") in connection with the Spin-Off. New Hertz is an independent public company and continues to operate its global vehicle rental business through its operating subsidiaries including The Hertz Corporation ("THC"). In connection with the Spin-Off, the Company entered into a separation and distribution agreement (the "Separation Agreement") with New Hertz. In connection therewith, the Company also entered into various other ancillary agreements with New Hertz to effect the Spin-Off and provide a framework for its relationship with New Hertz. The following summarizes some of the most significant agreements and relationships that Herc Holdings continues to have with New Hertz. Separation and Distribution Agreement The Separation Agreement sets forth the Company's agreements with New Hertz regarding the principal actions taken in connection with the Spin-Off. It also sets forth other agreements that govern aspects of the Company's relationship with New Hertz following the Spin-Off including (i) the manner in which legal matters and claims are allocated and certain liabilities are shared between the Company and New Hertz; (ii) other matters including transfers of assets and liabilities, treatment or termination of intercompany arrangements and releases of certain claims between the parties and their affiliates; (iii) mutual indemnification clauses; and (iv) allocation of Spin-Off expenses between the parties. Tax Matters Agreement The Company entered into a tax matters agreement with New Hertz that governs the parties' rights, responsibilities and obligations after the Spin-Off with respect to tax liabilities and benefits, tax attributes, tax contests and other tax matters regarding income taxes, other taxes and related tax returns. |
Segment Information
Segment Information | 12 Months Ended |
Dec. 31, 2023 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information The Company consists of a single reportable segment, North American equipment rental. The Company considered guidance in ASC Topic 280, Segment Reporting, and used the management approach in determining its reportable segments. We generate substantially all of our equipment rental revenue in North America. For each of the last three fiscal years, revenues from our external customers attributed to the U.S. and all foreign countries (primarily Canada) in total are set forth below: Years Ended December 31, 2023 2022 2021 United States $ 3,019 $ 2,499 $ 1,907 International 263 241 166 Total revenue $ 3,282 $ 2,740 $ 2,073 Geographic information for long-lived assets, which consist primarily of rental equipment and property and equipment, was as follows (in millions): December 31, 2023 December 31, 2022 Total assets United States $ 6,531 $ 5,434 International 530 523 Total $ 7,061 $ 5,957 Rental equipment, net United States $ 3,546 $ 3,179 International 285 306 Total $ 3,831 $ 3,485 Property and equipment, net United States $ 436 $ 366 International 29 26 Total $ 465 $ 392 |
Schedule II - Valuation and Qua
Schedule II - Valuation and Qualifying Accounts | 12 Months Ended |
Dec. 31, 2023 | |
SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract] | |
Schedule II - Valuation and Qualifying Accounts | SCHEDULE II VALUATION AND QUALIFYING ACCOUNTS HERC HOLDINGS INC. AND SUBSIDIARIES (In millions) Beginning Balance Provisions Translation Adjustments Deductions Ending Balance Receivables allowances: Year to date December 31, 2023 $ 18 $ 65 $ — $ (63) $ 20 Year to date December 31, 2022 14 52 — (48) 18 Year to date December 31, 2021 16 29 — (31) 14 Tax valuation allowances: Year to date December 31, 2023 $ 4 $ 1 $ — $ (3) $ 2 Year to date December 31, 2022 3 1 — — 4 Year to date December 31, 2021 3 — — — 3 |
Basis of Presentation and Sig_2
Basis of Presentation and Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The Company prepares its consolidated financial statements in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP"). The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and footnotes. Actual results could differ materially from those estimates. Significant estimates inherent in the preparation of the consolidated financial statements include receivables allowances, depreciation of rental equipment, the recoverability of long-lived assets, useful lives and impairment of long-lived tangible and intangible assets including goodwill and trade name, valuation of acquired intangible assets, pension and postretirement benefits, valuation of stock-based compensation, reserves for litigation and other contingencies and accounting for income taxes, among others. |
Principles of Consolidation | Principles of Consolidation |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents include cash on hand and highly liquid investments with an original maturity of three months or less. |
Concentration of Credit Risk | Concentration of Credit Risk The Company's cash and cash equivalents are held in checking accounts, various investment grade institutional money market accounts or bank term deposits. Deposits held at banks may exceed the amount of insurance provided on such deposits. Generally, these deposits may be redeemed upon demand and are maintained with financial institutions with reputable credit and therefore bear minimal credit risk. The Company seeks to mitigate such risks by spreading the risk across multiple counterparties and monitoring the risk profiles of these counterparties. In addition, the Company has credit risk from financial instruments used in hedging activities, when appropriate. The Company limits its exposure relating to financial instruments by diversifying the financial instruments among various counterparties, which consist of major financial institutions. |
Receivables | Receivables Receivables are stated net of allowances and represent credit extended to customers and manufacturers that satisfy defined credit criteria. The estimate of the allowance for doubtful accounts is based on the Company's historical experience and its judgment as to the likelihood of ultimate collection. Actual receivables are written-off against the allowance for doubtful accounts when the Company determines the balance will not be collected. Estimates for future credit memos are based on historical experience and are reflected as reductions to revenue, while the provision for bad debt for rental transactions is reflected as a component of "Selling, general and administrative expenses" in the Company's consolidated statements of operations. |
Rental Equipment | Rental Equipment Rental equipment is stated at cost, net of related discounts, with holding periods ranging from one year to 15 years. Generally, when rental equipment is acquired, the Company estimates the period that it will hold the asset, primarily based on historical measures of the amount of rental activity (e.g. equipment usage) and the targeted age of equipment at the time of disposal. The Company also estimates the residual value of the applicable rental equipment at the expected time of disposal. The residual value for rental equipment is affected by factors which include equipment age and amount of usage. Depreciation is recorded over the estimated holding period. Depreciation rates are reviewed on a quarterly basis based on management's ongoing assessment of present and estimated future market conditions, their effect on residual values at the time of disposal and the estimated holding periods. Market conditions for used equipment sales can also be affected by external factors such as the economy, natural disasters, fuel prices, supply of similar used equipment, the market price for similar new equipment and incentives offered by manufacturers of new equipment. These key factors are considered when estimating future residual values and assessing depreciation rates. As a result of this ongoing assessment, the Company makes periodic adjustments to depreciation rates of rental equipment in response to changed market conditions. |
Property and Equipment | Property and Equipment Property and equipment are stated at cost and are depreciated utilizing the straight-line method over the estimated useful lives of the related assets. Leasehold improvements are amortized over the estimated useful lives of the related assets or leases, whichever is shorter. Useful lives are as follows: Buildings 8 to 33 years Service vehicles 3 to 13 years Machinery and equipment 1 to 15 years Computer equipment 1 to 5 years Furniture and fixtures 2 to 10 years Leasehold improvements The lesser of the asset life or expected lease term including lease extension options. The Company follows the practice of charging routine maintenance and repairs, including the cost of minor replacements, to maintenance expense. Costs of major replacements are capitalized and depreciated. |
Leases | Leases Leases are classified as either finance or operating at inception of the lease, with classification affecting the pattern of expense recognition in the income statement. Operating and finance leases result in the recognition of right-of-use ("ROU") assets and lease liabilities on the balance sheet. ROU assets represent the Company's right to use the leased asset for the lease term and lease liabilities represent the obligation to make lease payments. The liability is calculated as the present value of the remaining minimum lease payments for existing operating leases using either the rate implicit in the lease or, if none exists, the Company's incremental borrowing rate. Operating lease cost is recorded on a straight-line basis over the remaining lease term. Finance lease cost includes amortization of the ROU assets on a straight-line basis and interest on the lease liabilities using the effective interest method. |
Reserves for Self-Insured Claims | Reserves for Self-Insured Claims The obligation for public liability and property damage on self-insured equipment represents an estimate for both reported accident claims not yet paid, and claims incurred but not yet reported. The related liabilities are recorded on a non-discounted basis. Reserve requirements are based on actuarial evaluations of historical accident claim experience and trends, as well as future projections of ultimate losses, expenses, premiums and administrative costs. The adequacy of the liability is regularly monitored based on evolving accident claim history and insurance-related state legislation changes. If the Company's estimates change or if actual results differ from these assumptions, the amount of the recorded liability is adjusted to reflect these results. |
Reserves for Claims | The Company is exposed to various claims relating to our business, including those for which we provide self-insurance. Claims for which we self-insure include: (i) workers compensation claims; (ii) general liability claims by third parties for injury or property damage caused by our equipment or personnel; (iii) automobile liability claims; and (iv) employee health insurance claims. These types of claims may take a substantial amount of time to resolve and, accordingly, the ultimate liability associated with a particular claim, including claims incurred but not reported as of a period-end reporting date, may not be known for an extended period of time. The Company's methodology for developing self-insurance reserves is based on management estimates and independent third party actuarial estimates. The estimation process considers, among other matters, the cost of known claims over time, cost inflation and incurred but not reported claims. These estimates may change based on, among other things, changes in the Company's claim history or receipt of additional information relevant to assessing the claims and the amount of the recorded liability is adjusted to reflect these changes. The long-term portion of our self-insurance reserves is included in "Other long-term liabilities" in the consolidated balance sheet. |
Defined Benefit Pension Plans and Other Employee Benefits | Defined Benefit Pension Plans and Other Employee Benefits The Company's employee pension costs and obligations are developed from actuarial valuations. Inherent in these valuations are key assumptions, including discount rates, salary growth, long-term return on plan assets, retirement rates, mortality rates and other factors. The selection of assumptions is based on historical trends and known economic and market conditions at the time of valuation, as well as independent studies of trends performed by actuaries. However, actual results may differ substantially from the estimates that were based on the assumptions. The Company uses a December 31 measurement date for all of the plans. Actual results that differ from the Company's assumptions are accumulated and amortized over future periods and, therefore, generally affect its recognized expense in such future periods. While management believes that the assumptions used are appropriate, significant differences in actual experience or significant changes in assumptions would affect the Company's pension costs and obligations. |
Foreign Currency Translation and Transactions | Foreign Currency Translation and Transactions Assets and liabilities of international subsidiaries whose functional currency is the local currency are translated at the rate of exchange in effect on the balance sheet date; income and expenses are translated at the average exchange rates throughout the year. The related translation adjustments are reflected in “Accumulated other comprehensive income (loss)” in the equity section of the Company's consolidated balance sheets. Foreign currency gains and losses resulting from transactions are included in earnings. |
Business Combinations | Business Combinations The Company has made multiple acquisitions and may continue to make acquisitions in the future. The assets acquired and liabilities assumed are recorded based on their respective fair values at the date of acquisition. Long-lived assets (principally rental equipment), goodwill and other intangible assets generally represent the largest components of the acquisitions. Rental equipment is valued utilizing either a cost or market approach, or a combination of these methods, depending on the asset being valued and the availability of market data. The intangible assets that the Company has acquired are non-compete agreements, customer relationships, and trade names and associated trademarks. The estimated fair values of these intangible assets reflect various assumptions about discount rates, revenue growth rates, operating margins, terminal values, useful lives and other prospective financial information. Goodwill is calculated as the excess of the cost of the acquired entity over the net of the fair value of the assets acquired and the liabilities assumed. Non-compete agreements, customer relationships, and trade names and associated trademarks are valued based on an excess earnings or income approach based on projected cash flows and may be amortized over the useful life if they are determined to be finite-lived intangible assets. Determining the fair value of the assets and liabilities acquired is judgmental in nature and can involve the use of significant estimates and assumptions. As part of an acquisition, the Company will also acquire other assets and assume liabilities. These other assets and liabilities typically include, but are not limited to, parts inventory, accounts receivable, accounts payable and other working capital items. Because of their short-term nature, the fair values of these other assets and liabilities generally approximate the book values on the acquired entities' balance sheets. |
Goodwill and Indefinite-Lived Intangible Assets | Goodwill and Indefinite-Lived Intangible Assets On an annual basis and at interim periods when circumstances require, the Company tests the recoverability of its goodwill. The analysis is conducted as of October 1 each year. The Company has one reporting unit and compares the carrying value of its reporting unit to its fair value. If the carrying value of the reporting unit is greater than its fair value, the Company recognizes an impairment charge for the amount equal to that excess. The Company may first assess qualitative factors to determine whether it is more-likely-than-not that the fair value of a reporting unit is less than its carrying amount as a basis for determining whether it is necessary to perform the quantitative goodwill impairment test. If a quantitative impairment test is performed, the fair value of the reporting unit is estimated using a combination of an income approach on the present value of estimated future cash flows and a market approach based on published earnings multiples of comparable entities with similar operations and economic characteristics as well as acquisition multiples paid in recent transactions. The Company’s discounted cash flows are based upon reasonable and appropriate assumptions, which are weighted for their likely probability of occurrence, about the underlying business activities of the Company. Indefinite-lived intangible assets, primarily the Company's trade name, are not amortized but are evaluated annually for impairment and whenever events or changes in circumstances indicate that the carrying amount of this asset may exceed its fair value. If the carrying value of an indefinite-lived intangible asset exceeds its fair value, an impairment charge is recognized in an amount equal to that excess. |
Finite-Lived Intangible and Long-Lived Assets | Finite-Lived Intangible and Long-Lived Assets Intangible assets include technology, customer relationships and other intangibles. Intangible assets with finite lives are amortized over the estimated economic lives of the assets, which range from five amortized using the straight-line method, however, certain assets may be amortized using an accelerated method that reflects the economic benefit to the Company. Long-lived assets, including intangible assets with finite lives, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. Determination of recoverability is based on an estimate of undiscounted future cash flows resulting from the use of the asset and its eventual disposition. Measurement of an impairment loss for long-lived assets that management expects to hold and use is based on the estimated fair value of the asset. Long-lived assets, or disposal groups comprising assets and liabilities, that are expected to be recovered primarily through sale rather than through continuing use are classified as assets held for sale. Upon designation as an asset held for sale, the carrying value of each long-lived asset or disposal group is recorded at the lower of its carrying value or its estimated fair value, less estimated costs to sell, and depreciation expense is no longer recorded. |
Revenue Recognition | Revenue Recognition The Company is principally engaged in the business of renting equipment. Ancillary to the Company’s principal equipment rental business, the Company also sells used rental equipment, new equipment and parts and supplies and offers certain services to support its customers. The Company’s rental transactions are accounted for under ASC Topic 842, Leases, ("Topic 842"). Equipment rental revenue includes revenue generated from renting equipment to customers, including re-rent revenue, and is recognized on a straight-line basis over the length of the rental contract. Other equipment rental revenues include fees for the Company's rental protection program and environmental charges and are recognized on a straight-line basis over the length of the rental contract. The Company’s sale of rental and new equipment, parts and supplies along with certain services provided to customers are recognized under ASC Topic 606, Revenue from Contracts with Customers, ("Topic 606"). The Company recognizes revenue when it satisfies a performance obligation by transferring control over a product or service to a customer. The amount of revenue recognized reflects the consideration the Company expects to be entitled to in exchange for such products or services. |
Stock Based Compensation | Stock Based Compensation Under the Company's stock based compensation plans, certain employees and members of the Company's board of directors have received grants of restricted stock units, performance stock units and stock options for Herc Holdings common stock. The Company measures the cost of employee services received in exchange for an award of equity instruments based on the grant date fair value of the award. That cost is recognized over the period during which the employee is required to provide service in exchange for the award. The Company estimates the fair value of stock options issued at the date of grant using a Black-Scholes option-pricing model, which includes assumptions related to volatility, expected term, dividend yield and risk-free interest rate. The Company accounts for restricted stock unit and performance stock unit awards as equity classified awards. For restricted stock units, the expense is based on the grant date fair value of the stock and the number of shares that vest, recognized over the service period. For performance stock units, the expense is based on the grant date fair value of the stock, recognized over a service period depending upon the applicable performance condition. For performance stock units, the Company re-assesses the probability of achieving the applicable performance condition each reporting period and adjusts the recognition of expense accordingly. |
Income Taxes | Income Taxes The Company applies the provisions of ASC Topic 740, Income Taxes, ("Topic 740"), and computes the provision for income taxes on a Separate Return Basis. Under Topic 740, deferred tax assets and liabilities are determined based on differences between the financial statement carrying amounts and tax bases of assets and liabilities and are measured using the enacted tax rates that are expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect of a change in tax rates is recognized in the statement of operations in the period that includes the enactment date. The Company records valuation allowances to reduce its deferred tax assets by the amount that is more likely than not to be realized. Subsequent changes to enacted tax rates and changes in the interpretations thereof will result in deferred taxes and changes to any related valuation allowances. Provisions are not made for income taxes on undistributed earnings of international subsidiaries that are intended to be indefinitely reinvested outside of the United States or are expected to be remitted free of taxes. Future distributions, if any, from these international subsidiaries to the United States or changes in U.S. tax rules may require a charge to reflect tax on these amounts. In accordance with Topic 740, the Company recognizes, in its consolidated financial statements, the impact of the Company's tax positions that are more likely than not to be sustained upon examination. The Company will determine whether it is more likely than not that a tax position will be sustained upon examination, including resolution of any related appeals or litigation processes, based on the technical merits of the position. In evaluating whether a tax position has met the more-likely-than-not recognition threshold, the Company presumes that the position will be examined by the appropriate taxing authority with full knowledge of all relevant information. Upon determination that a tax position meets the more-likely-than-not recognition threshold, it is measured to determine the amount of benefit to recognize in the financial statements. The Company recognizes interest and penalties for uncertain tax positions in income tax expense. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements Not Yet Adopted Improvements to Reportable Segment Disclosures In November 2023, the FASB issued Accounting Standards Update No. 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures” (“ASU 2023-07”), which is intended to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. The guidance is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. The guidance is to be applied retrospectively to all prior periods presented in the financial statements. Upon transition, the segment expense categories and amounts disclosed in the prior periods should be based on the significant segment expense categories identified and disclosed in the period of adoption. The Company is currently evaluating the potential impact of adopting this new guidance on its consolidated financial statements and related disclosures. Improvements to Income Tax Disclosures |
Basis of Presentation and Sig_3
Basis of Presentation and Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Schedule of Useful Lives | Useful lives are as follows: Buildings 8 to 33 years Service vehicles 3 to 13 years Machinery and equipment 1 to 15 years Computer equipment 1 to 5 years Furniture and fixtures 2 to 10 years Leasehold improvements The lesser of the asset life or expected lease term including lease extension options. Property and equipment consists of the following (in millions): December 31, 2023 December 31, 2022 Land and buildings $ 131 $ 143 Service vehicles 488 396 Leasehold improvements 122 112 Machinery and equipment 27 25 Computer equipment and software 81 79 Furniture and fixtures 18 17 Construction in progress 20 20 Property and equipment, gross 887 792 Less: accumulated depreciation (422) (400) Property and equipment, net $ 465 $ 392 The Company leases certain of its service vehicles and office equipment under finance leases. Depreciation of assets held under finance leases is included in depreciation expense. The gross amounts of property and equipment and related depreciation recorded under finance leases, included in the table above, were as follows (in millions): December 31, 2023 December 31, 2022 Service vehicles $ 109 $ 98 Furniture and fixtures 2 2 111 100 Less: accumulated depreciation (37) (36) $ 74 $ 64 The Company has entered into financing obligations to lease certain of its properties as discussed further in Note 12, "Financing Obligations." Depreciation of assets held under financing obligations is included in depreciation expense. The gross amounts of land, building and leasehold improvements and related depreciation recorded under financing obligations, included in the table above, were as follows (in millions): December 31, 2023 December 31, 2022 Land, building and leasehold improvements $ 72 $ 72 Less: accumulated depreciation (40) (39) $ 32 $ 33 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Accounting Guidance for the Company’s Revenues | The following summarizes the applicable accounting guidance for the Company’s revenues (in millions): Years Ended December 31, 2023 2022 2021 Topic 842 Topic 606 Total Topic 842 Topic 606 Total Topic 842 Topic 606 Total Revenues: Equipment rental $ 2,577 $ — $ 2,577 $ 2,284 $ — $ 2,284 $ 1,729 $ — $ 1,729 Other rental revenue: Delivery and pick-up — 188 188 — 170 170 — 110 110 Other 105 — 105 98 — 98 71 — 71 Total other rental revenues 105 188 293 98 170 268 71 110 181 Total equipment rentals 2,682 188 2,870 2,382 170 2,552 1,800 110 1,910 Sales of rental equipment — 346 346 — 125 125 — 113 113 Sales of new equipment, parts and supplies — 38 38 — 36 36 — 31 31 Service and other revenues — 28 28 — 27 27 — 19 19 Total revenues $ 2,682 $ 600 $ 3,282 $ 2,382 $ 358 $ 2,740 $ 1,800 $ 273 $ 2,073 |
Schedule of Disaggregation of Revenue | The Company sells its used rental equipment, new equipment, parts and supplies. Revenues recorded for each category are as follows (in millions): Years Ended December 31, 2023 2022 2021 Sales of rental equipment $ 346 $ 125 $ 113 Sales of new equipment 14 8 9 Sales of parts and supplies 24 28 22 Total $ 384 $ 161 $ 144 |
Rental Equipment (Tables)
Rental Equipment (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Rental Equipment [Abstract] | |
Schedule of Rental Equipment | Rental equipment consists of the following (in millions): December 31, 2023 December 31, 2022 Rental equipment $ 5,785 $ 5,408 Less: Accumulated depreciation (1,954) (1,923) Rental equipment, net $ 3,831 $ 3,485 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | Useful lives are as follows: Buildings 8 to 33 years Service vehicles 3 to 13 years Machinery and equipment 1 to 15 years Computer equipment 1 to 5 years Furniture and fixtures 2 to 10 years Leasehold improvements The lesser of the asset life or expected lease term including lease extension options. Property and equipment consists of the following (in millions): December 31, 2023 December 31, 2022 Land and buildings $ 131 $ 143 Service vehicles 488 396 Leasehold improvements 122 112 Machinery and equipment 27 25 Computer equipment and software 81 79 Furniture and fixtures 18 17 Construction in progress 20 20 Property and equipment, gross 887 792 Less: accumulated depreciation (422) (400) Property and equipment, net $ 465 $ 392 The Company leases certain of its service vehicles and office equipment under finance leases. Depreciation of assets held under finance leases is included in depreciation expense. The gross amounts of property and equipment and related depreciation recorded under finance leases, included in the table above, were as follows (in millions): December 31, 2023 December 31, 2022 Service vehicles $ 109 $ 98 Furniture and fixtures 2 2 111 100 Less: accumulated depreciation (37) (36) $ 74 $ 64 The Company has entered into financing obligations to lease certain of its properties as discussed further in Note 12, "Financing Obligations." Depreciation of assets held under financing obligations is included in depreciation expense. The gross amounts of land, building and leasehold improvements and related depreciation recorded under financing obligations, included in the table above, were as follows (in millions): December 31, 2023 December 31, 2022 Land, building and leasehold improvements $ 72 $ 72 Less: accumulated depreciation (40) (39) $ 32 $ 33 |
Business Combinations (Tables)
Business Combinations (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Purchase Price Allocation and Fair value and Useful Lives - 2021 | The following table summarizes the purchase price allocation of the assets acquired and liabilities assumed (in millions): Cloverdale Accounts receivable $ 8 Other current assets 2 Rental equipment 125 Property and equipment 4 Intangibles (a) 11 Total identifiable assets acquired 150 Current liabilities 2 Long term liabilities 20 Net identifiable assets acquired 128 Goodwill (b) 50 Net assets acquired $ 178 (a) The following table reflects the fair values and useful lives of the acquired intangible assets identified (in millions): Cloverdale Life (years) Customer relationships $ 10 10 Non-compete agreements 1 5 $ 11 (b) The level of goodwill that resulted from the acquisitions is primarily reflective of operational synergies that the Company expects to achieve that are not associated with identifiable assets, the value of Cloverdale's assembled workforce and new customer relationships expected to arise from the acquisition. All of the goodwill is expected to be deductible for income tax purposes. |
Schedule of Pro Forma Supplementary Data | The unaudited pro forma supplementary data presented in the table below (in millions) gives effect to the acquisitions of Cloverdale as if it had been included in the Company's consolidated results for the period reflected below. The unaudited pro forma supplementary data is provided for informational purposes only and is not indicative of the Company's results of operations had the acquisitions been included for the periods presented, nor is it indicative of the Company's future results. Year Ended December 31, 2022 Herc Cloverdale Total Historic/pro forma total revenues $ 2,740 $ 25 $ 2,765 Historic/combined pretax income (loss) 434 8 442 Pro forma adjustments to consolidated pretax income (loss): Impact of fair value adjustments/useful life changes on depreciation (a) 2 2 Intangible asset amortization (b) (1) (1) Interest expense (c) (1) (1) Elimination of historic interest (d) 1 1 Elimination of merger related costs (e) 1 1 Pro forma pretax income $ 444 (a) Depreciation of rental equipment was adjusted for the fair value at acquisition and changes in useful lives of equipment acquired. (b) Intangible asset amortization was adjusted to include amortization of the acquired intangible assets. (c) As discussed above, the Company funded the Cloverdale acquisition primarily using drawings on its senior secured asset-based revolving credit facility. Interest expense was adjusted to reflect interest on such borrowings. (d) Historic interest on debt that is not part of the combined entity was eliminated. (e) Merger related direct costs primarily comprised of financial and legal advisory fees associated with the Cloverdale acquisition was eliminated as they were assumed to have been recognized prior to the pro forma acquisition date. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | The following summarizes the Company's goodwill (in millions): Years Ended December 31, 2023 2022 Balance at the beginning of the period: Goodwill $ 1,088 $ 907 Accumulated impairment losses (669) (675) 419 232 Goodwill classified as held for sale (65) — Additions 128 190 Currency translation 1 (3) Balance at the end of the period: Goodwill 1,154 1,088 Accumulated impairment losses (671) (669) $ 483 $ 419 |
Schedule of Intangible Assets, Net (Finite Lived) | Intangible assets, net, consisted of the following major classes (in millions): December 31, 2023 Gross Carrying Amount Accumulated Amortization Net Carrying Value Finite-lived intangible assets: Customer-related and non-compete agreements $ 248 $ (69) $ 179 Internally developed software (a) 64 (47) 17 Total 312 (116) 196 Indefinite-lived intangible assets: Trade name 271 — 271 Total intangible assets, net $ 583 $ (116) $ 467 (a) Includes capitalized costs of $3 million yet to be placed into service. December 31, 2022 Gross Carrying Accumulated Net Carrying Value Finite-lived intangible assets: Customer-related and non-compete agreements $ 181 $ (38) $ 143 Internally developed software (a) 57 (39) 18 Total 238 (77) 161 Indefinite-lived intangible assets: Trade name 270 — 270 Total intangible assets, net $ 508 $ (77) $ 431 |
Schedule of Intangible Assets, Net (Indefinite-Lived) | Intangible assets, net, consisted of the following major classes (in millions): December 31, 2023 Gross Carrying Amount Accumulated Amortization Net Carrying Value Finite-lived intangible assets: Customer-related and non-compete agreements $ 248 $ (69) $ 179 Internally developed software (a) 64 (47) 17 Total 312 (116) 196 Indefinite-lived intangible assets: Trade name 271 — 271 Total intangible assets, net $ 583 $ (116) $ 467 (a) Includes capitalized costs of $3 million yet to be placed into service. December 31, 2022 Gross Carrying Accumulated Net Carrying Value Finite-lived intangible assets: Customer-related and non-compete agreements $ 181 $ (38) $ 143 Internally developed software (a) 57 (39) 18 Total 238 (77) 161 Indefinite-lived intangible assets: Trade name 270 — 270 Total intangible assets, net $ 508 $ (77) $ 431 |
Assets Held for Sale (Tables)
Assets Held for Sale (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Schedule of Assets and Liabilities Held for Sale | The following table summarizes the assets and liabilities held for sale (in millions): December 31, 2023 Assets held for sale: Cash and cash equivalents $ 1 Receivables 8 Other current assets 12 Total current assets held for sale $ 21 Rental equipment, net $ 183 Property and equipment, net 34 Right-of-use lease assets 75 Intangible assets, net 4 Goodwill 65 Other long-term assets 47 Total long-term assets held for sale $ 408 Liabilities held for sale: Current maturities of operating lease liabilities $ 8 Accounts payable 6 Accrued liabilities 5 Total current liabilities held for sale $ 19 Operating lease liabilities $ 68 Total long-term liabilities held for sale $ 68 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Leases [Abstract] | |
Schedule of Components of Lease Expense | The components of lease expense consist of the following (in millions): Year Ended December 31, Classification 2023 2022 Operating lease cost (a) Direct operating $ 132 $ 141 Finance lease cost: Amortization of ROU assets Depreciation and amortization 23 22 Interest on lease liabilities Interest expense, net 2 2 Sublease income Equipment rental revenue (61) (84) Net lease cost $ 96 $ 81 |
Schedule of Balance sheet Information Related to Leases | Balance sheet information related to leases consists of the following (in millions): Classification December 31, 2023 December 31, 2022 Assets Operating lease ROU assets Right-of-use assets $ 665 $ 552 Finance lease ROU assets Property and equipment, net (a) 74 64 Total leased assets $ 739 $ 616 Liabilities Current Operating Current maturities of operating lease liabilities $ 37 $ 42 Finance Current maturities of long-term debt and financing obligations 15 12 Non-current Operating Operating lease liabilities 646 528 Finance Long-term debt, net 61 52 Total lease liabilities $ 759 $ 634 (a) Finance lease right-of-use assets are recorded net of accumulated amortization of $37 million and $36 million for the year ended December 31, 2023 and 2022, respectively. Years Ended December 31, 2023 2022 Weighted average remaining lease term: Operating leases 16.8 15.7 Finance leases 5.4 5.5 Weighted average discount rate: Operating leases 3.95 % 3.29 % Finance leases 4.01 % 3.35 % |
Schedule of Cash Flow Information Related to Leases | Cash flow information related to leases consists of the following (in millions): Years Ended December 31, 2023 2022 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 49 $ 46 Operating cash flows from finance leases 2 2 Financing cash flows from finance leases 12 12 Right-of-use assets obtained in exchange for lease obligations: Operating leases 291 239 Finance leases 24 24 |
Schedule of Lessee, Operating Lease, Liability, Maturity | Maturities of lease liabilities are as follows (in millions): Operating Leases Finance Leases 2024 $ 64 $ 18 2025 65 17 2026 62 16 2027 58 11 2028 55 10 Thereafter 689 13 Total lease payments 993 85 Less: Interest (310) (9) Present value of lease liabilities $ 683 $ 76 |
Schedule of Finance Lease, Liability, Maturity | Maturities of lease liabilities are as follows (in millions): Operating Leases Finance Leases 2024 $ 64 $ 18 2025 65 17 2026 62 16 2027 58 11 2028 55 10 Thereafter 689 13 Total lease payments 993 85 Less: Interest (310) (9) Present value of lease liabilities $ 683 $ 76 |
Accrued Liabilities (Tables)
Accrued Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Liabilities | Accrued liabilities consists of the following (in millions): December 31, 2023 December 31, 2022 Accrued compensation and benefit costs $ 51 $ 62 Rebate accrual 56 43 Taxes payable 28 33 Accrued interest 37 36 Customer related deferrals 18 20 Insurance reserves 18 11 Acquisition holdbacks 3 16 Other 10 7 Total accrued liabilities $ 221 $ 228 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | The Company's debt consists of the following (in millions): Weighted Average Effective Interest Rate at December 31, 2023 Weighted Average Stated Interest Rate at December 31, 2023 Fixed or Floating Interest Rate Maturity December 31, December 31, Senior Notes 2027 Notes 5.61% 5.50% Fixed 2027 $ 1,200 $ 1,200 Other Debt ABL Credit Facility N/A 6.96% Floating 2027 2,072 1,340 AR Facility N/A 6.19% Floating 2024 345 335 Finance lease liabilities 4.01% N/A Fixed 2024-2031 76 64 Unamortized Debt Issuance Costs (a) (5) (5) Total debt 3,688 2,934 Less: Current maturities of long-term debt (15) (12) Long-term debt, net $ 3,673 $ 2,922 (a) Unamortized debt issuance costs totaling $8 million and $10 million related to the ABL Credit Facility and AR Facility (as each is defined below) as of December 31, 2023 and 2022, respectively, are included in "Other long-term assets" in the consolidated balance sheets. |
Schedule of Nominal Principal Amounts of Maturities of Debt | The nominal principal amounts of maturities of debt for each of the periods ending December 31 are as follows (in millions): 2024 $ 15 2025 15 2026 14 2027 3,627 2028 9 Thereafter 13 Total $ 3,693 |
Schedule of Borrowing Capacity and Availability on Line of Credit | After outstanding borrowings, the following was available to the Company under the ABL Credit Facility and AR Facility as of December 31, 2023 (in millions): Remaining Availability Under ABL Credit Facility $ 1,401 $ 1,401 AR Facility 25 — Total $ 1,426 $ 1,401 |
Financing Obligations (Tables)
Financing Obligations (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Financing Obligation [Abstract] | |
Schedule of Company's Financing Obligations | The Company's financing obligations consist of the following (in millions): Weighted Average Effective Interest Rate at December 31, 2023 Maturity December 31, 2023 December 31, 2022 Financing obligations 5.38% 2026-2038 $ 110 $ 114 Unamortized financing issuance costs (2) (2) Total financing obligations 108 112 Less: Current maturities of financing obligations (4) (4) Financing obligations, net $ 104 $ 108 |
Schedule of Future Minimum Financing Payments | As of December 31, 2023, future minimum financing payments for the agreements referred to above are as follows (in millions): 2024 $ 10 2025 10 2026 10 2027 9 2028 9 Thereafter 80 Total minimum financing obligations payments 128 Obligations subject to non-cash gain on future sale of property 34 Less amount representing interest (at a weighted-average interest rate of 5.38%) (52) Total financing obligations $ 110 |
Employee Retirement Benefits (T
Employee Retirement Benefits (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Retirement Benefits [Abstract] | |
Schedule of Reconciliation of Benefit Obligations and Plan Assets | The following table provides a reconciliation of benefit obligations and plan assets of the Company’s pension plans and postretirement benefit plans (in millions): Pension Postretirement 2023 2022 2023 2022 Change in Projected Benefit Obligations Benefit obligations at beginning of year $ 134 $ 168 $ 1 $ 1 Interest cost 7 5 — — Plan settlements — (11) — — Benefits paid (7) — — — Actuarial loss (gain) 3 (28) — — Benefit obligations at end of year $ 137 $ 134 $ 1 $ 1 Change in Fair Value of Plan Assets Fair value of plan assets at beginning of year $ 113 $ 156 $ — $ — Actual return on plan assets 9 (32) — — Employer contribution 4 — — — Plan settlements — (11) — — Benefits paid (7) — — — Fair value of plan assets at end of year $ 119 $ 113 $ — $ — Funded Status $ (18) $ (21) $ (1) $ (1) Accumulated benefit obligations $ 137 $ 134 |
Schedule of Amounts Recognized in Balance Sheet | Pension Postretirement 2023 2022 2023 2022 Amounts Recognized in Balance Sheet Other long-term liabilities $ (18) $ (21) $ (1) $ (1) Net amount recognized $ (18) $ (21) $ (1) $ (1) Amounts Recognized in Accumulated Other Comprehensive Loss Net actuarial gain (loss) $ (19) $ (24) $ 1 $ 1 Net amount recognized $ (19) $ (24) $ 1 $ 1 Weighted‑Average Assumptions Used to Determine Projected Benefit Obligations Discount rate 5.1 % 5.4 % 5.1 % 5.4 % Average rate of increase in compensation — % — % — % — % Interest credit rate 3.8 % 3.8 % — % — % Initial healthcare cost trend rate N/A N/A 6.1 % 6.1 % Ultimate healthcare cost trend rate N/A N/A 4.0 % 4.0 % |
Schedule of Defined Benefit Plan Amounts Recognized in Other Comprehensive Income (Loss) | Pension Postretirement 2023 2022 2023 2022 Amounts Recognized in Balance Sheet Other long-term liabilities $ (18) $ (21) $ (1) $ (1) Net amount recognized $ (18) $ (21) $ (1) $ (1) Amounts Recognized in Accumulated Other Comprehensive Loss Net actuarial gain (loss) $ (19) $ (24) $ 1 $ 1 Net amount recognized $ (19) $ (24) $ 1 $ 1 Weighted‑Average Assumptions Used to Determine Projected Benefit Obligations Discount rate 5.1 % 5.4 % 5.1 % 5.4 % Average rate of increase in compensation — % — % — % — % Interest credit rate 3.8 % 3.8 % — % — % Initial healthcare cost trend rate N/A N/A 6.1 % 6.1 % Ultimate healthcare cost trend rate N/A N/A 4.0 % 4.0 % |
Schedule of Assumptions Used | Pension Postretirement 2023 2022 2023 2022 Amounts Recognized in Balance Sheet Other long-term liabilities $ (18) $ (21) $ (1) $ (1) Net amount recognized $ (18) $ (21) $ (1) $ (1) Amounts Recognized in Accumulated Other Comprehensive Loss Net actuarial gain (loss) $ (19) $ (24) $ 1 $ 1 Net amount recognized $ (19) $ (24) $ 1 $ 1 Weighted‑Average Assumptions Used to Determine Projected Benefit Obligations Discount rate 5.1 % 5.4 % 5.1 % 5.4 % Average rate of increase in compensation — % — % — % — % Interest credit rate 3.8 % 3.8 % — % — % Initial healthcare cost trend rate N/A N/A 6.1 % 6.1 % Ultimate healthcare cost trend rate N/A N/A 4.0 % 4.0 % |
Schedule of Benefit Obligations in Excess of Plan Assets | The benefit obligations and fair value of plan assets for the Company’s qualified and non-qualified pension and postretirement plans with projected benefit obligations or accumulated benefit obligations in excess of plan assets are as follows (in millions): Pension Postretirement 2023 2022 2023 2022 Plans with Benefit Obligations in Excess of Plan Assets Projected benefit obligations $ 137 $ 134 $ 1 $ 1 Accumulated benefit obligations 137 134 — — Fair value of plan assets 119 113 — — |
Schedule of Net Periodic Costs | The following table sets forth the net periodic pension cost (benefit) (in millions): Years Ended December 31, 2023 2022 2021 Components of Net Periodic Pension Cost (Benefit) Interest cost $ 7 $ 5 $ 4 Expected return on plan assets (3) (6) (7) Net amortization of actuarial net loss 1 — — Settlement loss — 2 1 Net periodic pension cost (benefit) $ 5 $ 1 $ (2) Weighted‑Average Assumptions Used to Determine Net Periodic Pension Cost (Benefit) Discount rate 5.4 % 2.7 % 2.3 % Expected return on assets 6.0 % 4.6 % 4.8 % Average rate of increase in compensation — % — % — % Interest credit rate 3.8 % 3.8 % 3.8 % |
Schedule of Pension Plan Assets | The fair value measurements of most plan assets are based upon significant other observable inputs (Level 2), except for the high yield mutual fund and cash which are based upon quoted market prices in active markets for identical assets (Level 1). The following represents the Company's pension plan assets (in millions): Asset Category December 31, 2023 December 31, 2022 Cash $ 2 $ 3 Short Term Investments — 2 Equity Securities: U.S. Large Cap 13 12 U.S. Mid Cap 2 2 International Developed 12 10 International Emerging Markets 2 3 Fixed Income Securities: U.S. Treasuries 23 21 Corporate Bonds 38 36 Government Bonds 7 7 Municipal Bonds 2 2 Mortgage-Backed Securities 1 — Asset-Backed Securities 2 1 Bank Loans 6 5 Preferreds 6 6 Other 3 3 Total fair value of pension plan assets $ 119 $ 113 |
Schedule of Expected Benefit Payments | The following table presents estimated future benefit payments (in millions): Pension Postretirement 2024 $ 9 $ — 2025 10 — 2026 11 — 2027 12 — 2028 13 — 2029-2033 70 — $ 125 $ — |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of Expenses and Associated Income Tax Benefits | The following table summarizes the expenses and associated income tax benefits recognized (in millions): Year Ended December 31, 2023 2022 2021 Compensation expense $ 18 $ 27 $ 23 Income tax benefit (5) (7) (6) Total $ 13 $ 20 $ 17 |
Schedule of Stock Option Activity | A summary of option activity is presented below. Options Weighted Weighted Aggregate Intrinsic Outstanding at December 31, 2022 91,067 $ 44.12 Granted — — Exercised (76,583) 40.18 Forfeited or expired — — Outstanding at December 31, 2023 14,484 $ 64.96 Expected to Vest at December 31, 2023 — $ — — $ — Exercisable at December 31, 2023 14,484 $ 64.96 1.26 $ 1 |
Schedule of Stock Options by Exercise Price Range | Stock options as of December 31, 2023: Options Outstanding Options Exercisable Range of Exercise Prices Number Outstanding Weighted Weighted Number Outstanding Weighted Weighted 50.01-60.00 6,599 $ 58.76 1.42 6,599 $ 58.76 1.42 70.01-80.00 7,885 70.14 1.13 7,885 70.14 1.13 14,484 $ 64.96 14,484 $ 64.96 |
Schedule of Additional Information Pertaining to Option Activity | Additional information pertaining to stock option activity is as follows (in millions): Year Ended December 31, 2023 2022 2021 Aggregate intrinsic value of stock options exercised $ 7 $ 1 $ 5 Cash received from the exercise of stock options 3 — 2 Tax benefit realized on exercise of stock options 2 — 1 |
Schedule of Performance Stock Units Activity | A summary of the PSU activity is presented below. Units Weighted Nonvested at December 31, 2022 318,985 $ 69.68 Granted 64,244 155.80 Vested (340,084) 38.94 Performance change 163,273 38.96 Forfeited (17,660) 116.41 Nonvested at December 31, 2023 188,758 $ 123.21 |
Schedule of Restricted Stock Units Activity | A summary of the RSU activity is presented below. Units Weighted Nonvested at December 31, 2022 247,599 $ 89.18 Granted 89,928 150.58 Vested (122,028) 72.78 Forfeited (15,360) 127.27 Nonvested at December 31, 2023 200,139 $ 123.82 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income before Income Taxes | The components of income before income taxes for the periods were as follows (in millions): Years Ended December 31, 2023 2022 2021 Domestic $ 443 $ 426 $ 281 Foreign $ 4 $ 8 $ 10 Income before income taxes $ 447 $ 434 $ 291 |
Schedule of Provision for Income Taxes | The provision for income taxes consists of the following (in millions): Years Ended December 31, 2023 2022 2021 Current: Foreign $ 4 $ 5 $ 1 State and local 7 15 12 Total current 11 20 13 Deferred: Federal 86 82 57 Foreign (1) — 2 State and local 4 2 (5) Total deferred 89 84 54 Total income tax provision $ 100 $ 104 $ 67 |
Schedule of U.S. and Foreign Net Deferred Tax Assets (Liabilities) | The principal items of the U.S. and foreign net deferred tax assets (liabilities) are as follows (in millions): December 31, 2023 December 31, 2022 Deferred tax assets: Employee benefit plans $ 6 $ 6 Tax credit carryforwards 3 3 Right-of-use assets 185 139 Deferred interest 58 26 Accrued expenses 55 53 Net operating loss carryforwards 108 132 Total deferred tax assets 415 359 Less: valuation allowance (2) (4) Total net deferred tax assets 413 355 Deferred tax liabilities: Lease liabilities (179) (135) Prepaid expenses (3) (2) Depreciation on tangible assets (899) (793) Intangible assets (75) (72) Total deferred tax liabilities (1,156) (1,002) Net deferred tax liability $ (743) $ (647) |
Schedule of Statutory Federal Income Tax Rate to Income Before Income Taxes | The income tax in the accompanying consolidated statements of operations differs from the income tax calculated by applying the statutory federal income tax rate to income before income taxes due to the following (in millions): Years Ended December 31, 2023 2022 2021 Income tax provision at statutory rate $ 93 $ 91 $ 61 Increases (decreases) resulting from: Foreign taxes 5 — — State and local income taxes, net of federal income tax 10 14 7 Federal and foreign permanent items (1) (1) — Change in valuation allowance (2) — — Tax credits (6) (1) (2) All other items, net 1 1 1 Income tax provision $ 100 $ 104 $ 67 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Income (Loss) (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Equity [Abstract] | |
Schedule of Changes in the Accumulated Other Comprehensive Income (Loss) | The changes in the accumulated other comprehensive income (loss) balance by component (net of tax) are presented in the tables below (in millions): Pension and Other Post-Employment Benefits Foreign Currency Items Accumulated Other Comprehensive Income (Loss) Balance at December 31, 2022 $ (24) $ (105) $ (129) Other comprehensive loss before reclassification 3 7 10 Amounts reclassified from accumulated other comprehensive loss 1 — 1 Net current period other comprehensive loss 4 7 11 Balance at December 31, 2023 $ (20) $ (98) $ (118) Pension and Other Post-Employment Benefits Foreign Currency Items Accumulated Other Comprehensive Income (Loss) Balance at December 31, 2021 $ (12) $ (88) $ (100) Other comprehensive income before reclassification (13) (17) (30) Amounts reclassified from accumulated other comprehensive loss 1 — 1 Net current period other comprehensive income (12) (17) (29) Balance at December 31, 2022 $ (24) $ (105) $ (129) |
Schedule of Reclassification from Accumulated Other Comprehensive Income (Loss) | Amounts reclassified from accumulated other comprehensive income (loss) to net income were as follows (in millions): Twelve Months Ended December 31, Pension and other postretirement benefit plans 2023 2022 2021 Statement of Operations Caption Amortization of actuarial losses $ 1 $ — $ 1 Selling, general and administrative Settlement loss — 2 — Selling, general and administrative Total 1 2 1 Tax provision — (1) — Income tax provision Total reclassifications for the period $ 1 $ 1 $ 1 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Schedule of Carrying Values and Estimated Fair Values of Debt Instruments | The fair value of the Company's 2027 Notes is estimated based on quoted market rates as well as borrowing rates currently available to the Company for loans with similar terms and average maturities (Level 2 inputs) (in millions). December 31, 2023 December 31, 2022 Nominal Unpaid Principal Balance Aggregate Fair Value Nominal Unpaid Principal Balance Aggregate Fair Value 2027 Notes $ 1,200 $ 1,180 $ 1,200 $ 1,119 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of Computation of Basic and Diluted Earnings Per Share | The following table sets forth the computation of basic and diluted earnings per share (in millions, except per share data). Years Ended December 31, 2023 2022 2021 Basic and diluted earnings per share: Numerator: Net income, basic and diluted $ 347 $ 330 $ 224 Denominator: Basic weighted average common shares 28.5 29.6 29.6 Stock options, RSUs and PSUs 0.2 0.6 0.8 Weighted average shares used to calculate diluted earnings per share 28.7 30.2 30.4 Earnings per share: Basic $ 12.18 $ 11.15 $ 7.57 Diluted $ 12.09 $ 10.92 $ 7.37 Antidilutive stock options, RSUs and PSUs 0.1 0.1 — |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Segment Reporting [Abstract] | |
Schedule of Revenues from our External Customers and Geographical Information for Long-Lived Assets | For each of the last three fiscal years, revenues from our external customers attributed to the U.S. and all foreign countries (primarily Canada) in total are set forth below: Years Ended December 31, 2023 2022 2021 United States $ 3,019 $ 2,499 $ 1,907 International 263 241 166 Total revenue $ 3,282 $ 2,740 $ 2,073 Geographic information for long-lived assets, which consist primarily of rental equipment and property and equipment, was as follows (in millions): December 31, 2023 December 31, 2022 Total assets United States $ 6,531 $ 5,434 International 530 523 Total $ 7,061 $ 5,957 Rental equipment, net United States $ 3,546 $ 3,179 International 285 306 Total $ 3,831 $ 3,485 Property and equipment, net United States $ 436 $ 366 International 29 26 Total $ 465 $ 392 |
Organization and Description _2
Organization and Description of Business (Details) | 12 Months Ended |
Dec. 31, 2023 location | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of locations | 397 |
Number of experience | 58 years |
Basis of Presentation and Sig_4
Basis of Presentation and Significant Accounting Policies - Concentration of Credit Risk (Details) - Customer concentration risk | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Revenue Benchmark | |||
Concentration Risk [Line Items] | |||
Concentration risk, percentage | 3% | 3% | 3% |
Accounts Receivable | |||
Concentration Risk [Line Items] | |||
Concentration risk, percentage | 5% | 5% |
Basis of Presentation and Sig_5
Basis of Presentation and Significant Accounting Policies - Rental Equipment (Details) | 12 Months Ended |
Dec. 31, 2023 | |
Minimum | |
Rental Equipment [Line Items] | |
Holding period for revenue earning equipment | 1 year |
Maximum | |
Rental Equipment [Line Items] | |
Holding period for revenue earning equipment | 15 years |
Basis of Presentation and Sig_6
Basis of Presentation and Significant Accounting Policies - Schedule of Useful Lives (Details) | Dec. 31, 2023 |
Buildings | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property and equipment useful life | 8 years |
Buildings | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property and equipment useful life | 33 years |
Service vehicles | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property and equipment useful life | 3 years |
Service vehicles | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property and equipment useful life | 13 years |
Machinery and equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property and equipment useful life | 1 year |
Machinery and equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property and equipment useful life | 15 years |
Computer equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property and equipment useful life | 1 year |
Computer equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property and equipment useful life | 5 years |
Furniture and fixtures | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property and equipment useful life | 2 years |
Furniture and fixtures | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property and equipment useful life | 10 years |
Basis of Presentation and Sig_7
Basis of Presentation and Significant Accounting Policies - Goodwill and Indefinite-Lived Intangible Assets and Finite Lived Intangible and Long-Lived Assets (Details) | 12 Months Ended |
Dec. 31, 2023 reporting_unit | |
Accounting Policies [Abstract] | |
Number of reporting units | 1 |
Minimum | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated economic lives | 5 years |
Maximum | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated economic lives | 14 years |
Revenue Recognition - Narrative
Revenue Recognition - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Concentration Risk [Line Items] | |||
Period of time customer has to return equipment with no cancelation penalty | 1 day | ||
Contract with customer, asset, after allowance for credit loss, current | $ 11 | $ 9 | |
Customer concentration risk | Revenue Benchmark | |||
Concentration Risk [Line Items] | |||
Concentration risk, threshold, percentage | 3% | 3% | 3% |
Customer concentration risk | Accounts Receivable | |||
Concentration Risk [Line Items] | |||
Concentration risk, threshold, percentage | 5% | 5% | |
United States | Geographic Concentration Risk | Revenue Benchmark | |||
Concentration Risk [Line Items] | |||
Concentration risk, percentage | 92% | 91.20% | 92.10% |
Revenue Recognition - Schedule
Revenue Recognition - Schedule of Accounting Guidance for the Company’s Revenues (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Disaggregation of Revenue [Line Items] | |||
Topic 842 revenues | $ 2,682 | $ 2,382 | $ 1,800 |
Topic 606 revenues | 600 | 358 | 273 |
Total revenues | $ 3,282 | $ 2,740 | $ 2,073 |
Operating Lease, Lease Income, Statement of Income or Comprehensive Income [Extensible Enumeration] | Total revenues | Total revenues | Total revenues |
Equipment rental, excluding other | |||
Disaggregation of Revenue [Line Items] | |||
Topic 842 revenues | $ 2,577 | $ 2,284 | $ 1,729 |
Total revenues | 2,577 | 2,284 | 1,729 |
Delivery and pick-up | |||
Disaggregation of Revenue [Line Items] | |||
Topic 606 revenues | 188 | 170 | 110 |
Total revenues | 188 | 170 | 110 |
Other | |||
Disaggregation of Revenue [Line Items] | |||
Topic 842 revenues | 105 | 98 | 71 |
Total revenues | 105 | 98 | 71 |
Other rental | |||
Disaggregation of Revenue [Line Items] | |||
Topic 842 revenues | 105 | 98 | 71 |
Topic 606 revenues | 188 | 170 | 110 |
Total revenues | 293 | 268 | 181 |
Equipment rental | |||
Disaggregation of Revenue [Line Items] | |||
Topic 842 revenues | 2,682 | 2,382 | 1,800 |
Topic 606 revenues | 188 | 170 | 110 |
Total revenues | 2,870 | 2,552 | 1,910 |
Sales of rental equipment | |||
Disaggregation of Revenue [Line Items] | |||
Topic 606 revenues | 346 | 125 | 113 |
Total revenues | 346 | 125 | 113 |
Sales of new equipment, parts and supplies | |||
Disaggregation of Revenue [Line Items] | |||
Topic 606 revenues | 38 | 36 | 31 |
Total revenues | 38 | 36 | 31 |
Service and other revenue | |||
Disaggregation of Revenue [Line Items] | |||
Topic 606 revenues | 28 | 27 | 19 |
Total revenues | $ 28 | $ 27 | $ 19 |
Revenue Recognition - Schedul_2
Revenue Recognition - Schedule of Disaggregation of Revenue (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Disaggregation of Revenue [Line Items] | |||
Topic 606 revenues | $ 600 | $ 358 | $ 273 |
Sales of rental equipment | |||
Disaggregation of Revenue [Line Items] | |||
Topic 606 revenues | 346 | 125 | 113 |
Sales of new equipment | |||
Disaggregation of Revenue [Line Items] | |||
Topic 606 revenues | 14 | 8 | 9 |
Sales of parts and supplies | |||
Disaggregation of Revenue [Line Items] | |||
Topic 606 revenues | 24 | 28 | 22 |
Sales of rental equipment, New equipment, Parts and supplies | |||
Disaggregation of Revenue [Line Items] | |||
Topic 606 revenues | $ 384 | $ 161 | $ 144 |
Rental Equipment (Details)
Rental Equipment (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Rental Equipment [Abstract] | ||
Rental equipment | $ 5,785 | $ 5,408 |
Less: Accumulated depreciation | (1,954) | (1,923) |
Rental equipment, net | $ 3,831 | $ 3,485 |
Property and Equipment - Schedu
Property and Equipment - Schedule of Property and Equipment (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 887 | $ 792 |
Less: accumulated depreciation | (422) | (400) |
Property and equipment, net | 465 | 392 |
Land and buildings | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 131 | 143 |
Service vehicles | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 488 | 396 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 122 | 112 |
Machinery and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 27 | 25 |
Computer equipment and software | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 81 | 79 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 18 | 17 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 20 | $ 20 |
Property and Equipment - Narrat
Property and Equipment - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |||
Depreciation expense | $ 71 | $ 64 | $ 56 |
Property and Equipment - Sche_2
Property and Equipment - Schedule of Property and Equipment and Related Depreciation Recorded Under Finance Leases (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Property, Plant and Equipment [Line Items] | ||
Finance leases, gross | $ 111 | $ 100 |
Less: accumulated depreciation | (37) | (36) |
Finance leases, net | 74 | 64 |
Service vehicles | ||
Property, Plant and Equipment [Line Items] | ||
Finance leases, gross | 109 | 98 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Finance leases, gross | $ 2 | $ 2 |
Property and Equipment - Sche_3
Property and Equipment - Schedule of Gross Amounts of Land, Building And Leasehold Improvements and Related Depreciation Recorded Under Financing Obligations (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 887 | $ 792 |
Less: accumulated depreciation | (422) | (400) |
Property and equipment, net | 465 | 392 |
Land, building and leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 72 | 72 |
Less: accumulated depreciation | (40) | (39) |
Property and equipment, net | $ 32 | $ 33 |
Business Combinations - Narrati
Business Combinations - Narrative (Details) $ in Millions | 8 Months Ended | 12 Months Ended | ||
Apr. 19, 2022 USD ($) employee location | Dec. 31, 2022 USD ($) | Dec. 31, 2023 company branch | Dec. 31, 2022 company location | |
Cloverdale | ||||
Business Acquisition [Line Items] | ||||
Number of employees | employee | 120 | |||
Number of locations acquired | location | 4 | |||
Acquisition price | $ 178 | |||
Total revenue since acquisition date | $ 42 | |||
Earnings since acquisition date | $ 8 | |||
Series of Individually Immaterial Business Acquisitions | ||||
Business Acquisition [Line Items] | ||||
Number of locations acquired | location | 25 | |||
Number of companies | company | 12 | 17 | ||
Number of businesses acquired, branches | branch | 21 |
Business Combinations - Schedul
Business Combinations - Schedule of Purchase Price Allocation - 2021 (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 | Apr. 19, 2022 | Dec. 31, 2021 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 483 | $ 419 | $ 232 | |
Cloverdale | ||||
Business Acquisition [Line Items] | ||||
Accounts receivable | $ 8 | |||
Other current assets | 2 | |||
Rental equipment | 125 | |||
Property and equipment | 4 | |||
Intangibles | 11 | |||
Total identifiable assets acquired | 150 | |||
Current liabilities | 2 | |||
Long term liabilities | 20 | |||
Net identifiable assets acquired | 128 | |||
Goodwill | 50 | |||
Net assets acquired | $ 178 |
Business Combinations - Sched_2
Business Combinations - Schedule of Fair value and Useful Lives - 2021 (Details) - USD ($) $ in Millions | 12 Months Ended | |
Apr. 19, 2022 | Dec. 31, 2023 | |
Business Acquisition [Line Items] | ||
Weighted average useful life | 5 years | |
Cloverdale | ||
Business Acquisition [Line Items] | ||
Finite-lived intangible assets acquired | $ 11 | |
Customer relationships | ||
Business Acquisition [Line Items] | ||
Weighted average useful life | 12 years 9 months 18 days | |
Customer relationships | Cloverdale | ||
Business Acquisition [Line Items] | ||
Finite-lived intangible assets acquired | $ 10 | |
Weighted average useful life | 10 years | |
Non-compete agreements | Cloverdale | ||
Business Acquisition [Line Items] | ||
Finite-lived intangible assets acquired | $ 1 | |
Weighted average useful life | 5 years |
Business Combinations - Sched_3
Business Combinations - Schedule of Pro Forma Supplementary Data (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2022 USD ($) | |
Business Acquisition [Line Items] | |
Historic/pro forma total revenues | $ 2,765 |
Historic/combined pretax income (loss) | 442 |
Impact of fair value mark-ups/useful life changes on depreciation | 2 |
Intangible asset amortization | (1) |
Interest expense | (1) |
Elimination of historic interest | 1 |
Elimination of merger related costs | 1 |
Pro forma pretax income | 444 |
Herc | |
Business Acquisition [Line Items] | |
Historic/pro forma total revenues | 2,740 |
Historic/combined pretax income (loss) | 434 |
Cloverdale | |
Business Acquisition [Line Items] | |
Historic/pro forma total revenues | 25 |
Historic/combined pretax income (loss) | 8 |
Impact of fair value mark-ups/useful life changes on depreciation | 2 |
Intangible asset amortization | (1) |
Interest expense | (1) |
Elimination of historic interest | 1 |
Elimination of merger related costs | $ 1 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Narrative (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Finite-Lived Intangible Assets [Line Items] | |||
Goodwill impairment | $ 0 | $ 0 | |
Impairment of intangible assets, indefinite-lived (excluding goodwill) | $ 0 | 0 | |
Weighted average useful life | 5 years | ||
Amortization of intangible assets | $ 41,000,000 | $ 31,000,000 | $ 12,000,000 |
Customer-related and non-compete agreements | |||
Finite-Lived Intangible Assets [Line Items] | |||
Weighted average useful life | 12 years 9 months 18 days | ||
Intangible assets, excluding internally developed software yet to be placed into service | |||
Finite-Lived Intangible Assets [Line Items] | |||
2024 | $ 35,000,000 | ||
2025 | 29,000,000 | ||
2026 | 25,000,000 | ||
2027 | 17,000,000 | ||
2028 | 13,000,000 | ||
Thereafter | $ 74,000,000 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Schedule of Goodwill (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Goodwill [Roll Forward] | ||
Goodwill, beginning of the period | $ 1,088 | $ 907 |
Accumulated impairment losses, beginning of the period | (669) | (675) |
Goodwill, net, beginning of the period | 419 | 232 |
Goodwill classified as held for sale | (65) | 0 |
Additions | 128 | 190 |
Currency translation | 1 | (3) |
Goodwill, end of the period | 1,154 | 1,088 |
Accumulated impairment losses, end of the period | (671) | (669) |
Goodwill, net, end of the period | $ 483 | $ 419 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Schedule of Intangible Assets (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 312 | $ 238 |
Accumulated Amortization | (116) | (77) |
Net Carrying Value | 196 | 161 |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||
Total intangible assets, net | 583 | 508 |
Accumulated Amortization | (116) | (77) |
Intangible assets, net | 467 | 431 |
Trade name | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Trade name | 271 | 270 |
Customer-related and non-compete agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 248 | 181 |
Accumulated Amortization | (69) | (38) |
Net Carrying Value | 179 | 143 |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||
Accumulated Amortization | (69) | (38) |
Internally developed software | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 64 | 57 |
Accumulated Amortization | (47) | (39) |
Net Carrying Value | 17 | 18 |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||
Accumulated Amortization | (47) | (39) |
Software development | ||
Finite-Lived Intangible Assets [Line Items] | ||
Net Carrying Value | $ 3 | $ 3 |
Assets Held for Sale (Details)
Assets Held for Sale (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Assets held for sale: | ||
Cash and cash equivalents | $ 1 | |
Receivables | 8 | |
Other current assets | 12 | |
Total current assets held for sale | 21 | $ 0 |
Rental equipment, net | 183 | |
Property and equipment, net | 34 | |
Right-of-use lease assets | 75 | |
Intangible assets, net | 4 | |
Goodwill | 65 | |
Other long-term assets | 47 | |
Total long-term assets held for sale | 408 | 0 |
Liabilities held for sale: | ||
Current maturities of operating lease liabilities | 8 | |
Accounts payable | 6 | |
Accrued liabilities | 5 | |
Total current liabilities held for sale | 19 | 0 |
Operating lease liabilities | 68 | |
Total long-term liabilities held for sale | $ 68 | $ 0 |
Leases - Narrative (Details)
Leases - Narrative (Details) - Maximum | 12 Months Ended |
Dec. 31, 2023 | |
Lessee, Lease, Description [Line Items] | |
Remaining lease term | 20 years |
Lessee, renewal term | 20 years |
Leases - Schedule of Components
Leases - Schedule of Components of Lease Expense (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Leases [Abstract] | ||
Operating lease, cost | $ 132 | $ 141 |
Amortization of ROU assets | 23 | 22 |
Interest on lease liabilities | 2 | 2 |
Sublease income | (61) | (84) |
Net lease cost | 96 | 81 |
Short-term lease, cost | 52 | 73 |
Variable lease, cost | $ 3 | $ 3 |
Leases - Schedule of Balance sh
Leases - Schedule of Balance sheet Information Related to Leases (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
ASSETS | ||
Operating lease ROU assets | $ 665 | $ 552 |
Finance lease, right-of-use asset, statement of financial position [extensible list] | Property and equipment, net | Property and equipment, net |
Finance lease ROU assets | $ 74 | $ 64 |
Total leased assets | 739 | 616 |
Liabilities | ||
Operating lease, liability, current | $ 37 | $ 42 |
Finance lease, liability, current, statement of financial position [Extensible List] | Current maturities of long-term debt and financing obligations | Current maturities of long-term debt and financing obligations |
Finance lease, current | $ 15 | $ 12 |
Non-current | ||
Operating lease, liability, noncurrent | $ 646 | $ 528 |
Finance lease, liability, noncurrent, statement of financial position [Extensible List] | Long-term debt, net | Long-term debt, net |
Finance lease, liability, noncurrent | $ 61 | $ 52 |
Total lease liabilities | 759 | 634 |
Accumulated amortization | $ 37 | $ 36 |
Weighted average remaining lease term: | ||
Operating leases | 16 years 9 months 18 days | 15 years 8 months 12 days |
Finance leases | 5 years 4 months 24 days | 5 years 6 months |
Weighted average discount rate: | ||
Operating leases | 3.95% | 3.29% |
Finance leases | 4.01% | 3.35% |
Leases - Schedule of Cash Flow
Leases - Schedule of Cash Flow Information Related to Leases (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Leases [Abstract] | |||
Operating cash flows from operating leases | $ 49 | $ 46 | |
Operating cash flows from finance leases | 2 | 2 | |
Financing cash flows from finance leases | 12 | 12 | |
Operating leases | 291 | 239 | |
Finance leases | $ 24 | $ 24 | $ 23 |
Leases - Schedule of Maturities
Leases - Schedule of Maturities of Operating and Financing Lease Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Operating Leases | ||
2024 | $ 64 | |
2025 | 65 | |
2026 | 62 | |
2027 | 58 | |
2028 | 55 | |
Thereafter | 689 | |
Total lease payments | 993 | |
Less: Interest | (310) | |
Present value of lease liabilities | 683 | |
Finance Leases | ||
2024 | 18 | |
2025 | 17 | |
2026 | 16 | |
2027 | 11 | |
2028 | 10 | |
Thereafter | 13 | |
Total lease payments | 85 | |
Less: Interest | (9) | |
Present value of lease liabilities | $ 76 | $ 64 |
Accrued Liabilities (Details)
Accrued Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Payables and Accruals [Abstract] | ||
Accrued compensation and benefit costs | $ 51 | $ 62 |
Rebate accrual | 56 | 43 |
Taxes payable | 28 | 33 |
Accrued interest | 37 | 36 |
Customer related deferrals | 18 | 20 |
Insurance reserves | 18 | 11 |
Acquisition holdbacks | 3 | 16 |
Other | 10 | 7 |
Total accrued liabilities | $ 221 | $ 228 |
Debt - Schedule of Debt (Detail
Debt - Schedule of Debt (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 | Jul. 09, 2019 |
Debt Instrument [Line Items] | |||
Weighted Average Effective Interest Rate, Finance lease liabilities | 4.01% | 3.35% | |
Finance lease liabilities | $ 76 | $ 64 | |
Unamortized debt issuance costs | (5) | (5) | |
Total debt | 3,688 | 2,934 | |
Less: Current maturities of long-term debt | (15) | (12) | |
Long-term debt, net | $ 3,673 | 2,922 | |
2027 Notes | Senior Notes | |||
Debt Instrument [Line Items] | |||
Weighted Average Effective Interest Rate | 5.61% | ||
Weighted Average Stated Interest Rate | 5.50% | 5.50% | |
Nominal Unpaid Principal Balance | $ 1,200 | 1,200 | |
ABL Credit Facility | Line of credit | Senior secured revolving credit facility | |||
Debt Instrument [Line Items] | |||
Weighted Average Stated Interest Rate | 6.96% | ||
Nominal Unpaid Principal Balance | $ 2,072 | 1,340 | |
ABL Credit Facility | Line of credit | Senior secured revolving credit facility | Other long- term assets | |||
Debt Instrument [Line Items] | |||
Debt issuance costs, line of credit arrangements, net | $ 8 | 10 | |
AR Facility | Line of credit | |||
Debt Instrument [Line Items] | |||
Weighted Average Stated Interest Rate | 6.19% | ||
Nominal Unpaid Principal Balance | $ 345 | $ 335 |
Debt - Schedule of Nominal Prin
Debt - Schedule of Nominal Principal Amounts of Maturities of Debt (Details) $ in Millions | Dec. 31, 2023 USD ($) |
Debt Disclosure [Abstract] | |
2024 | $ 15 |
2025 | 15 |
2026 | 14 |
2027 | 3,627 |
2028 | 9 |
Thereafter | 13 |
Total | $ 3,693 |
Debt - Senior Notes (Details)
Debt - Senior Notes (Details) - 2027 Notes - USD ($) $ in Billions | 12 Months Ended | |
Dec. 31, 2023 | Jul. 09, 2019 | |
Debt instrument, redemption, period one | ||
Debt Instrument [Line Items] | ||
Redemption price percentage | 101.833% | |
Debt instrument, redemption, period two | ||
Debt Instrument [Line Items] | ||
Redemption price percentage | 100.917% | |
Debt instrument, redemption, period three | ||
Debt Instrument [Line Items] | ||
Redemption price percentage | 100% | |
Debt instrument, redemption, period four | ||
Debt Instrument [Line Items] | ||
Redemption price percentage | 101% | |
Debt instrument, redemption, period five | ||
Debt Instrument [Line Items] | ||
Redemption price percentage | 100% | |
Debt instrument, redemption, period six | ||
Debt Instrument [Line Items] | ||
Ownership percentage threshold to call debt in the event of default | 30% | |
Senior Notes | ||
Debt Instrument [Line Items] | ||
Aggregate principal amount | $ 1.2 | |
Stated rate | 5.50% | 5.50% |
Debt - ABL Credit Facility (Det
Debt - ABL Credit Facility (Details) | 12 Months Ended | ||||
Jul. 31, 2019 | Dec. 31, 2023 | Aug. 31, 2023 USD ($) | Jul. 31, 2023 USD ($) | Jul. 05, 2022 USD ($) | |
Debt Instrument [Line Items] | |||||
Fixed charge coverage ratio, minimum | 1 | ||||
AR Facility | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowing capacity | $ 370,000,000 | $ 335,000,000 | |||
Letter of credit | ABL Credit Facility | Line of credit | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowing capacity | $ 250,000,000 | ||||
Revolving Credit Facility | ABL Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowing capacity | $ 3,500,000,000 | ||||
Senior secured revolving credit facility | Revolving Credit Facility | Line of credit | Canadian Dealer Offered Rates | |||||
Debt Instrument [Line Items] | |||||
Interest rate | 1.50% | ||||
Senior secured revolving credit facility | Revolving Credit Facility | Line of credit | SOFR | |||||
Debt Instrument [Line Items] | |||||
Interest rate | 0.10% | ||||
Senior secured revolving credit facility | Revolving Credit Facility | Line of credit | Base Rate | |||||
Debt Instrument [Line Items] | |||||
Interest rate | 0.50% |
Debt - Accounts Receivable Secu
Debt - Accounts Receivable Securitization Facility (Details) - USD ($) | Aug. 31, 2023 | Jul. 31, 2023 |
AR Facility | ||
Debt Instrument [Line Items] | ||
Maximum borrowing capacity | $ 370,000,000 | $ 335,000,000 |
Debt - Schedule of Borrowing Ca
Debt - Schedule of Borrowing Capacity and Availability on Line of Credit (Details) $ in Millions | Dec. 31, 2023 USD ($) |
Debt Instrument [Line Items] | |
Remaining Capacity | $ 1,426 |
Availability Under Borrowing Base Limitation | 1,401 |
AR Facility | Line of credit | |
Debt Instrument [Line Items] | |
Remaining Capacity | 25 |
Availability Under Borrowing Base Limitation | 0 |
Senior secured revolving credit facility | ABL Credit Facility | Line of credit | |
Debt Instrument [Line Items] | |
Remaining Capacity | 1,401 |
Availability Under Borrowing Base Limitation | $ 1,401 |
Debt - Letters of Credit (Detai
Debt - Letters of Credit (Details) $ in Millions | Dec. 31, 2023 USD ($) |
Debt Instrument [Line Items] | |
Remaining Capacity | $ 1,426 |
Letter of credit | Line of credit | |
Debt Instrument [Line Items] | |
Letters of credit outstanding, amount | 27 |
Letter of credit | ABL Credit Facility | Line of credit | |
Debt Instrument [Line Items] | |
Remaining Capacity | $ 223 |
Financing Obligations - Narrati
Financing Obligations - Narrative (Details) | Oct. 31, 2017 property |
Financing Obligation | |
Sale Leaseback Transaction [Line Items] | |
Sale leaseback transaction, number of properties | 44 |
Financing Obligations - Schedul
Financing Obligations - Schedule of Company's Financing Obligations (Details) - Financing Obligation - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Debt Instrument [Line Items] | ||
Weighted Average Effective Interest Rate | 5.38% | |
Financing obligations | $ 110 | $ 114 |
Unamortized financing issuance costs | (2) | (2) |
Total financing obligations | 108 | 112 |
Less: Current maturities of financing obligations | (4) | (4) |
Financing obligations, net | $ 104 | $ 108 |
Financing Obligations - Sched_2
Financing Obligations - Schedule of Future Minimum Financing Payments (Details) - Financing Obligation $ in Millions | Dec. 31, 2023 USD ($) |
Sale Leaseback Transaction [Line Items] | |
2024 | $ 10 |
2025 | 10 |
2026 | 10 |
2027 | 9 |
2028 | 9 |
2029-2033 | 80 |
Total minimum financing obligations payments | 128 |
Obligations subject to non-cash gain on future sale of property | 34 |
Less amount representing interest (at a weighted-average interest rate of 5.38%) | (52) |
Total financing obligations | $ 110 |
Weighted Average Effective Interest Rate | 5.38% |
Employee Retirement Benefits -
Employee Retirement Benefits - Narrative (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Provision for defined contribution plans | $ 20,000,000 | $ 16,000,000 | $ 13,000,000 |
Defined benefit plan, actual benefit plan obligation allocations | 99% | ||
Asset allocation percentage | 100% | ||
Equity securities | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Asset allocation percentage | 25% | ||
Fixed income securities | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Asset allocation percentage | 75% | ||
Qualified pension plan | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Employer contribution | $ 4,000,000 | $ 0 | $ 0 |
Employee Retirement Benefits _2
Employee Retirement Benefits - Schedule of Reconciliation of Benefit Obligations and Plan Assets (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Pension | |||
Change in Projected Benefit Obligations | |||
Benefit obligations at beginning of year | $ 134,000,000 | $ 168,000,000 | |
Interest cost | 7,000,000 | 5,000,000 | $ 4,000,000 |
Plan settlements | 0 | (11,000,000) | |
Benefits paid | (7,000,000) | 0 | |
Actuarial loss (gain) | 3,000,000 | (28,000,000) | |
Benefit obligations at end of year | 137,000,000 | 134,000,000 | 168,000,000 |
Change in Fair Value of Plan Assets | |||
Fair value of plan assets at beginning of year | 113,000,000 | 156,000,000 | |
Actual return on plan assets | 9,000,000 | (32,000,000) | |
Employer contribution | 4,000,000 | 0 | 0 |
Plan settlements | 0 | (11,000,000) | |
Benefits paid | (7,000,000) | 0 | |
Fair value of plan assets at end of year | 119,000,000 | 113,000,000 | 156,000,000 |
Funded Status | (18,000,000) | (21,000,000) | |
Accumulated benefit obligations | 137,000,000 | 134,000,000 | |
Postretirement | |||
Change in Projected Benefit Obligations | |||
Benefit obligations at beginning of year | 1,000,000 | 1,000,000 | |
Interest cost | 0 | 0 | |
Plan settlements | 0 | 0 | |
Benefits paid | 0 | 0 | |
Actuarial loss (gain) | 0 | 0 | |
Benefit obligations at end of year | 1,000,000 | 1,000,000 | 1,000,000 |
Change in Fair Value of Plan Assets | |||
Fair value of plan assets at beginning of year | 0 | 0 | |
Actual return on plan assets | 0 | 0 | |
Employer contribution | 0 | 0 | |
Plan settlements | 0 | 0 | |
Benefits paid | 0 | 0 | |
Fair value of plan assets at end of year | 0 | 0 | $ 0 |
Funded Status | $ (1,000,000) | $ (1,000,000) |
Employee Retirement Benefits _3
Employee Retirement Benefits - Schedule of Amounts Recognized in Balance Sheet and Other Comprehensive Income and Assumptions Used (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Pension | ||
Amounts Recognized in Balance Sheet | ||
Other long-term liabilities | $ (18) | $ (21) |
Net amount recognized | (18) | (21) |
Amounts Recognized in Accumulated Other Comprehensive Loss | ||
Net actuarial gain (loss) | (19) | (24) |
Net amount recognized | $ (19) | $ (24) |
Weighted‑Average Assumptions Used to Determine Projected Benefit Obligations | ||
Discount rate | 5.10% | 5.40% |
Average rate of increase in compensation | 0% | 0% |
Interest credit rate | 3.80% | 3.80% |
Postretirement | ||
Amounts Recognized in Balance Sheet | ||
Other long-term liabilities | $ (1) | $ (1) |
Net amount recognized | (1) | (1) |
Amounts Recognized in Accumulated Other Comprehensive Loss | ||
Net actuarial gain (loss) | 1 | 1 |
Net amount recognized | $ 1 | $ 1 |
Weighted‑Average Assumptions Used to Determine Projected Benefit Obligations | ||
Discount rate | 5.10% | 5.40% |
Average rate of increase in compensation | 0% | 0% |
Interest credit rate | 0% | 0% |
Initial healthcare cost trend rate | 6.10% | 6.10% |
Ultimate healthcare cost trend rate | 4% | 4% |
Employee Retirement Benefits _4
Employee Retirement Benefits - Schedule of Benefit Obligations in Excess of Plan Assets (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Pension | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Projected benefit obligations | $ 137 | $ 134 |
Accumulated benefit obligations | 137 | 134 |
Fair value of plan assets | 119 | 113 |
Postretirement | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Projected benefit obligations | 1 | 1 |
Accumulated benefit obligations | 0 | 0 |
Fair value of plan assets | $ 0 | $ 0 |
Employee Retirement Benefits _5
Employee Retirement Benefits - Schedule of Net Periodic Costs (Details) - Pension - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Interest cost | $ 7 | $ 5 | $ 4 |
Expected return on plan assets | (3) | (6) | (7) |
Net amortization of actuarial net loss | 1 | 0 | 0 |
Settlement loss | 0 | 2 | 1 |
Net periodic pension cost (benefit) | $ 5 | $ 1 | $ (2) |
Weighted‑Average Assumptions Used to Determine Net Periodic Pension Cost (Benefit) | |||
Discount rate | 5.40% | 2.70% | 2.30% |
Expected return on assets | 6% | 4.60% | 4.80% |
Average rate of increase in compensation | 0% | 0% | 0% |
Interest credit rate | 3.80% | 3.80% | 3.80% |
Employee Retirement Benefits _6
Employee Retirement Benefits - Schedule of Pension Plan Assets (Details) - Pension - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Defined benefit plan, plan assets, amount | $ 119 | $ 113 | $ 156 |
Level 1 | Cash | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Defined benefit plan, plan assets, amount | 2 | 3 | |
Level 2 | Short Term Investments | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Defined benefit plan, plan assets, amount | 0 | 2 | |
Level 2 | U.S. Large Cap | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Defined benefit plan, plan assets, amount | 13 | 12 | |
Level 2 | U.S. Mid Cap | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Defined benefit plan, plan assets, amount | 2 | 2 | |
Level 2 | International Developed | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Defined benefit plan, plan assets, amount | 12 | 10 | |
Level 2 | International Emerging Markets | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Defined benefit plan, plan assets, amount | 2 | 3 | |
Level 2 | U.S. Treasuries | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Defined benefit plan, plan assets, amount | 23 | 21 | |
Level 2 | Corporate Bonds | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Defined benefit plan, plan assets, amount | 38 | 36 | |
Level 2 | Government Bonds | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Defined benefit plan, plan assets, amount | 7 | 7 | |
Level 2 | Municipal Bonds | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Defined benefit plan, plan assets, amount | 2 | 2 | |
Level 2 | Mortgage-Backed Securities | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Defined benefit plan, plan assets, amount | 1 | 0 | |
Level 2 | Asset-Backed Securities | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Defined benefit plan, plan assets, amount | 2 | 1 | |
Level 2 | Bank Loans | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Defined benefit plan, plan assets, amount | 6 | 5 | |
Level 2 | Preferreds | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Defined benefit plan, plan assets, amount | 6 | 6 | |
Level 2 | Other | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Defined benefit plan, plan assets, amount | 3 | 3 | |
Level 2 | Total fair value of pension plan assets | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Defined benefit plan, plan assets, amount | $ 119 | $ 113 |
Employee Retirement Benefits _7
Employee Retirement Benefits - Schedule of Estimated Benefit Payments (Details) $ in Millions | Dec. 31, 2023 USD ($) |
Pension | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |
2024 | $ 9 |
2025 | 10 |
2026 | 11 |
2027 | 12 |
2028 | 13 |
2029-2033 | 70 |
Total expected future benefit payments | 125 |
Postretirement | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |
2024 | 0 |
2025 | 0 |
2026 | 0 |
2027 | 0 |
2028 | 0 |
2029-2033 | 0 |
Total expected future benefit payments | $ 0 |
Stock-Based Compensation - Narr
Stock-Based Compensation - Narrative (Details) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of shares authorized (in shares) | 2,200,000 | ||
Number of shares available for grant (in shares) | 1,305,000 | ||
Unrecognized compensation cost | $ 17 | ||
Compensation cost not yet recognized, period for recognition | 1 year 1 month 6 days | ||
Granted (in shares) | 0 | 0 | 0 |
Stock option | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting period | 4 years | ||
Performance stock units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting period | 3 years | ||
Right to receive, common stock (in shares) | 1 | ||
Weighted average grant date fair value (in USD per share) | $ 155.80 | $ 164.43 | $ 73.61 |
Fair value of PSUs | $ 13 | $ 5 | $ 7 |
Performance period | 3 years | 3 years | 3 years |
Restricted stock units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Weighted average grant date fair value (in USD per share) | $ 150.58 | $ 155.68 | $ 81.35 |
Fair value of PSUs | $ 9 | $ 9 | $ 8 |
Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting rights, percentage | 280% | ||
Maximum | Stock option | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expiration period | 10 years | ||
Maximum | Restricted stock units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting period | 3 years | ||
Minimum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting rights, percentage | 0% | ||
Minimum | Stock option | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expiration period | 7 years | ||
Minimum | Restricted stock units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting period | 1 year |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of Expenses and Associated Income Tax Benefits (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Share-Based Payment Arrangement [Abstract] | |||
Compensation expense | $ 18 | $ 27 | $ 23 |
Income tax benefit | (5) | (7) | (6) |
Total | $ 13 | $ 20 | $ 17 |
Stock-Based Compensation - Sc_2
Stock-Based Compensation - Schedule of Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Options | |||
Outstanding at beginning of period (in shares) | 91,067 | ||
Granted (in shares) | 0 | 0 | 0 |
Exercised (in shares) | (76,583) | ||
Forfeited or expired (in shares) | 0 | ||
Outstanding at end of period (in shares) | 14,484 | 91,067 | |
Expected to vest at end of period (in shares) | 0 | ||
Exercisable at end of period (in shares) | 14,484 | ||
Weighted Average Exercise Price | |||
Outstanding at the beginning of the period (in USD per share) | $ 44.12 | ||
Granted (in USD per share) | 0 | ||
Exercised (in USD per share) | 40.18 | ||
Forfeited or expired (in USD per share) | 0 | ||
Outstanding at the end of the period (in USD per share) | 64.96 | $ 44.12 | |
Expected to Vest at end of period (in USD per share) | 0 | ||
Exercisable at end of period (in USD per share) | $ 64.96 | ||
Weighted-average remaining contractual term, exercisable at end of period | 1 year 3 months 3 days | ||
Aggregate intrinsic value, exercisable at end of period | $ 1 |
Stock-Based Compensation - Sc_3
Stock-Based Compensation - Schedule of Stock Options by Exercise Price Range (Details) | 12 Months Ended |
Dec. 31, 2023 $ / shares shares | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Options outstanding, number outstanding (in shares) | shares | 14,484 |
Options outstanding, weighted‑ average exercise price (in USD per share) | $ 64.96 |
Options exercisable, number outstanding (in shares) | shares | 14,484 |
Options exercisable, weighted‑ average exercise price (in USD per share) | $ 64.96 |
50.01-60.00 | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Options outstanding, number outstanding (in shares) | shares | 6,599 |
Options outstanding, weighted‑ average exercise price (in USD per share) | $ 58.76 |
Options outstanding, weighted‑ average remaining contractual term (Years) | 1 year 5 months 1 day |
Options exercisable, number outstanding (in shares) | shares | 6,599 |
Options exercisable, weighted‑ average exercise price (in USD per share) | $ 58.76 |
Options exercisable, weighted‑ average remaining contractual term (Years) | 1 year 5 months 1 day |
70.01-80.00 | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Options outstanding, number outstanding (in shares) | shares | 7,885 |
Options outstanding, weighted‑ average exercise price (in USD per share) | $ 70.14 |
Options outstanding, weighted‑ average remaining contractual term (Years) | 1 year 1 month 17 days |
Options exercisable, number outstanding (in shares) | shares | 7,885 |
Options exercisable, weighted‑ average exercise price (in USD per share) | $ 70.14 |
Options exercisable, weighted‑ average remaining contractual term (Years) | 1 year 1 month 17 days |
Stock option | 50.01-60.00 | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Range of exercise prices, lower range limit (in USD per share) | $ 50.01 |
Range of exercise prices, upper range limit (in USD per share) | 60 |
Stock option | 70.01-80.00 | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Range of exercise prices, lower range limit (in USD per share) | 70.01 |
Range of exercise prices, upper range limit (in USD per share) | $ 80 |
Stock-Based Compensation - Sc_4
Stock-Based Compensation - Schedule of Additional Information Pertaining to Option Activity (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Share-Based Payment Arrangement [Abstract] | |||
Aggregate intrinsic value of stock options exercised | $ 7 | $ 1 | $ 5 |
Cash received from the exercise of stock options | 3 | 0 | 2 |
Tax benefit realized on exercise of stock options | $ 2 | $ 0 | $ 1 |
Stock-Based Compensation - Sc_5
Stock-Based Compensation - Schedule of Performance Stock Units Activity (Details) - Performance stock units - $ / shares | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Units | |||
Nonvested at beginning of period (in shares) | 318,985 | ||
Granted (in shares) | 64,244 | ||
Vested (in shares) | (340,084) | ||
Performance change (in shares) | 163,273 | ||
Forfeited (in shares) | (17,660) | ||
Nonvested at end of period (in shares) | 188,758 | 318,985 | |
Weighted Average Grant Date Fair Value | |||
Nonvested at beginning of period (in USD per share) | $ 69.68 | ||
Granted (in USD per share) | 155.80 | $ 164.43 | $ 73.61 |
Vested (in USD per share) | 38.94 | ||
Performance change (in USD per share) | 38.96 | ||
Forfeited (in USD per share) | 116.41 | ||
Nonvested at end of period (in USD per share) | $ 123.21 | $ 69.68 |
Stock-Based Compensation - Sc_6
Stock-Based Compensation - Schedule of Restricted Stock Units Activity (Details) - Restricted stock units - $ / shares | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Units | |||
Nonvested at beginning of period (in shares) | 247,599 | ||
Granted (in shares) | 89,928 | ||
Vested (in shares) | (122,028) | ||
Forfeited (in shares) | (15,360) | ||
Nonvested at end of period (in shares) | 200,139 | 247,599 | |
Weighted Average Grant Date Fair Value | |||
Nonvested at beginning of period (in USD per share) | $ 89.18 | ||
Granted (in USD per share) | 150.58 | $ 155.68 | $ 81.35 |
Vested (in USD per share) | 72.78 | ||
Forfeited (in USD per share) | 127.27 | ||
Nonvested at end of period (in USD per share) | $ 123.82 | $ 89.18 |
Income Taxes - Schedule of Comp
Income Taxes - Schedule of Components of Income before Income Taxes (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |||
Domestic | $ 443 | $ 426 | $ 281 |
Foreign | 4 | 8 | 10 |
Income before income taxes | $ 447 | $ 434 | $ 291 |
Income Taxes - Schedule of Prov
Income Taxes - Schedule of Provision for Income Taxes (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Current: | |||
Foreign | $ 4 | $ 5 | $ 1 |
State and local | 7 | 15 | 12 |
Total current | 11 | 20 | 13 |
Deferred: | |||
Federal | 86 | 82 | 57 |
Foreign | (1) | 0 | 2 |
State and local | 4 | 2 | (5) |
Total deferred | 89 | 84 | 54 |
Total income tax provision | $ 100 | $ 104 | $ 67 |
Income Taxes - Schedule of U.S.
Income Taxes - Schedule of U.S. and Foreign Net Deferred Tax Assets (Liabilities) (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Deferred tax assets: | ||
Employee benefit plans | $ 6 | $ 6 |
Tax credit carryforwards | 3 | 3 |
Right-of-use assets | 185 | 139 |
Deferred interest | 58 | 26 |
Accrued expenses | 55 | 53 |
Net operating loss carryforwards | 108 | 132 |
Total deferred tax assets | 415 | 359 |
Less: valuation allowance | (2) | (4) |
Total net deferred tax assets | 413 | 355 |
Deferred tax liabilities: | ||
Lease liabilities | (179) | (135) |
Prepaid expenses | (3) | (2) |
Depreciation on tangible assets | (899) | (793) |
Intangible assets | (75) | (72) |
Total deferred tax liabilities | (1,156) | (1,002) |
Net deferred tax liability | $ (743) | $ (647) |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Income Tax Contingency [Line Items] | ||
Deferred tax assets for federal alternative minimum tax | $ 3 | |
Valuation allowance against deferred tax assets | 2 | $ 4 |
Deferred tax assets, net | 413 | 355 |
Potential tax liability | 64 | |
Unrecognized tax benefits | 12 | $ 8 |
Federal | ||
Income Tax Contingency [Line Items] | ||
Deferred tax assets unutilized for net operating losses | 90 | |
NOL subject to expiration | 436 | |
State and Local Jurisdiction | ||
Income Tax Contingency [Line Items] | ||
Deferred tax assets associated with operating loss carryforwards subject to expiration | $ 18 |
Income Taxes - Schedule of Stat
Income Taxes - Schedule of Statutory Federal Income Tax Rate to Income Before Income Taxes (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |||
Income tax provision at statutory rate | $ 93 | $ 91 | $ 61 |
Foreign taxes | 5 | 0 | 0 |
State and local income taxes, net of federal income tax | 10 | 14 | 7 |
Federal and foreign permanent items | (1) | (1) | 0 |
Change in valuation allowance | (2) | 0 | 0 |
Tax credits | (6) | (1) | (2) |
All other items, net | 1 | 1 | 1 |
Total income tax provision | $ 100 | $ 104 | $ 67 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Income (Loss) - Schedule of Changes in the Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning balance | $ 1,108 | $ 977 | $ 742 |
Other comprehensive income (loss) before reclassification | 10 | (30) | |
Amounts reclassified from accumulated other comprehensive loss | 1 | 1 | |
Total other comprehensive income (loss) | 11 | (29) | 7 |
Ending balance | 1,273 | 1,108 | 977 |
Pension and Other Post-Employment Benefits | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning balance | (24) | (12) | |
Other comprehensive income (loss) before reclassification | 3 | (13) | |
Amounts reclassified from accumulated other comprehensive loss | 1 | 1 | |
Total other comprehensive income (loss) | 4 | (12) | |
Ending balance | (20) | (24) | (12) |
Foreign Currency Items | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning balance | (105) | (88) | |
Other comprehensive income (loss) before reclassification | 7 | (17) | |
Amounts reclassified from accumulated other comprehensive loss | 0 | 0 | |
Total other comprehensive income (loss) | 7 | (17) | |
Ending balance | (98) | (105) | (88) |
Accumulated Other Comprehensive Income (Loss) | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning balance | (129) | (100) | (107) |
Ending balance | $ (118) | $ (129) | $ (100) |
Accumulated Other Comprehensi_4
Accumulated Other Comprehensive Income (Loss) - Schedule of Reclassification from Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||
Selling, general and administrative | $ 448 | $ 411 | $ 310 |
Total | (447) | (434) | (291) |
Tax provision | 100 | 104 | 67 |
Total reclassifications for the period | (347) | (330) | (224) |
Reclassification out of Accumulated Other Comprehensive Income | |||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||
Total reclassifications for the period | 1 | 1 | 1 |
Reclassification out of Accumulated Other Comprehensive Income | Amortization of actuarial losses | |||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||
Selling, general and administrative | 1 | 0 | 1 |
Reclassification out of Accumulated Other Comprehensive Income | Settlement loss | |||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||
Selling, general and administrative | 0 | 2 | 0 |
Reclassification out of Accumulated Other Comprehensive Income | Pension and other postretirement benefit plans | |||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||
Total | 1 | 2 | 1 |
Tax provision | $ 0 | $ (1) | $ 0 |
Commitments and Contingencies (
Commitments and Contingencies (Details) | 12 Months Ended |
Dec. 31, 2023 | |
THC | |
Loss Contingencies [Line Items] | |
Related party indemnification percentage | 15% |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Carrying Values and Estimated Fair Values of Debt Instruments (Details) - 2027 Notes - Senior Notes - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Derivatives, Fair Value [Line Items] | ||
Nominal Unpaid Principal Balance | $ 1,200 | $ 1,200 |
Estimate of fair value measurement | ||
Derivatives, Fair Value [Line Items] | ||
Aggregate Fair Value | $ 1,180 | $ 1,119 |
Fair Value Measurements - Narra
Fair Value Measurements - Narrative (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Level 1 | Fair Value, Measurements, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds | $ 31 | $ 6 |
Earnings Per Share - Schedule o
Earnings Per Share - Schedule of Computation of Basic and Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Numerator: | |||
Net income, basic and diluted | $ 347 | $ 330 | $ 224 |
Denominator: | |||
Basic weighted average common shares (in shares) | 28.5 | 29.6 | 29.6 |
Stock options, RSUs and PSUs (in shares) | 0.2 | 0.6 | 0.8 |
Weighted average shares used to calculate diluted earnings per share (in shares) | 28.7 | 30.2 | 30.4 |
Earnings per share: | |||
Basic (in USD per share) | $ 12.18 | $ 11.15 | $ 7.57 |
Diluted (in USD per share) | $ 12.09 | $ 10.92 | $ 7.37 |
Antidilutive stock options, RSUs and PSUs | |||
Earnings per share: | |||
Antidilutive stock options, RSUs and PSUs (in shares) | 0.1 | 0.1 | 0 |
Related Party Transactions (Det
Related Party Transactions (Details) | 12 Months Ended |
Dec. 31, 2023 | |
Nomination and standstill agreement | Director | |
Related Party Transaction [Line Items] | |
Ownership percentage limit (no more than) | 20% |
Segment Information - Narrative
Segment Information - Narrative (Details) | 12 Months Ended |
Dec. 31, 2023 segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 1 |
Segment Information - Schedule
Segment Information - Schedule of Revenues from our External Customers (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Total revenue | $ 3,282 | $ 2,740 | $ 2,073 |
United States | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Total revenue | 3,019 | 2,499 | 1,907 |
International | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Total revenue | $ 263 | $ 241 | $ 166 |
Segment Information - Schedul_2
Segment Information - Schedule of Geographical Information for Long-Lived Assets (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Segment Reporting Information [Line Items] | ||
Total assets | $ 7,061 | $ 5,957 |
Rental equipment, net | 3,831 | 3,485 |
Property and equipment, net | 465 | 392 |
United States | ||
Segment Reporting Information [Line Items] | ||
Total assets | 6,531 | 5,434 |
Rental equipment, net | 3,546 | 3,179 |
Property and equipment, net | 436 | 366 |
International | ||
Segment Reporting Information [Line Items] | ||
Total assets | 530 | 523 |
Rental equipment, net | 285 | 306 |
Property and equipment, net | $ 29 | $ 26 |
Schedule II - Valuation of Qual
Schedule II - Valuation of Qualifying Accounts (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Receivables allowances: | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Beginning Balance | $ 18 | $ 14 | $ 16 |
Provisions | 65 | 52 | 29 |
Translation Adjustments | 0 | 0 | 0 |
Deductions | (63) | (48) | (31) |
Ending Balance | 20 | 18 | 14 |
Tax valuation allowances: | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Beginning Balance | 4 | 3 | 3 |
Provisions | 1 | 1 | 0 |
Translation Adjustments | 0 | 0 | 0 |
Deductions | (3) | 0 | 0 |
Ending Balance | $ 2 | $ 4 | $ 3 |