www.hertz.com

Board Presentation28th June 2016

Creating an Autonomous Rental Car Leader

Overview of Google, Structure & Leadership

Sundar Pichai

Larry Page

Astro Teller

Google Self Driving Car Project

Prototype

Retrofitting

Overview of Hertz, Structure & Leadership

The Hertz Corporation

John P. Tague

Car Rental Equipment

The Hertz CorporationCar Rental

Equipment

Hertz Rental/Equipment Spinoff

30th June 2016 - Date of Spinoff

Massive Business Opportunities for Alphabet (Self Driving Car Projects)

Create New Consumer Market (First Mover Advantage)

At least $7.6 B of Cost Savings for the Autonomous Car Business

The Best Timing for Acquisition with the Historically Lowest Price of Hertz - $5.2 B(Carl Icahn - Controlling Influencing Activist: significant equity of Hertz, eager to sell)

High Return on Investment Opportunity - IRR 64%

Significant Growth Rate of EBITDA with New Business

Future Distribution Channel for Google Cars

Compelling Strategic Rationale Highlights

Autonomous Car Development Business

Hertz - Currently undervalued | Disrupt Rental Car ArenaStrong Trust Factor Extensive distribution channelsInfrastructure spanning over 150 countries

Google | Opportunity to Diversify Product Portfolio

Added Value | Existing CustomersLeverage new trends - accessibility versus ownership

Business Opportunities Post Acquisition

Transaction Highlights - Acquisition of only Hertz Rental

Transaction Price - $12.27 per share (after spinoff)50% premium based on volume weighted price avg of 90 days ($8.18 per share)

Purchasing Price - $5.2B (after spinoff)

Cash Consideration - Payment in CashGoogle: Liquidity - $16.549 billion

Management - 2 year contracts + Incentives/Severance Pay

Termination Fees - 3% of Purchasing Price

Transaction Closing - 30 December 2016

Hertz will be Delisted

Financial Benefits for Alphabet - “Cost Savings”

At least $7.6 B of Cost Savings for the Autonomous Business

❏ The number of Vehicles owned by Hertz: 600,000 globally

❏ The Value of Vehicles and Facilities of Hertz: $12.5B FY2016E

❏ Avg. Cost of buying a new car: $33,560

❏ Expected Cost of buying new 600,000 vehicles: $20.1 B

❏ Expected Cost Savings = $20.1 Billion - $12.5 Billion = $7.6 B

$7.6B

“Best Timing For Acquisition”

Hertz Global Holdings, Inc. (HTZ)10.73 -1.13(-9.53%) NYSE - As of 4:02PM EDT The Stock Price Before Spin-off

The best timing for acquisition with the historically lowest price level

❏ Saturated Business Model. Decreasing Growth and Profitability, Competition against rivals as well as sharing car companies.

❏ The lowest stock price range during the recent 5 years

❏ The highest price: $31.61 Aug 18th, 2014

❏ The lowest price: $7.49 Feb 8th, 2016

❏ Transaction Price proposed: $12.27

❏ $12B value of PP&E with $4.5B Market Cap

“High Return on Investment” High ROI opportunity for the Autonomous Rental Car business of Hertz

Multiples & Price Rental IT Car

Price / Sales Multiples 1.09 3.47 0.58

Stock Price (P/S) 45.01 143.29 23.95

Price / EPS Multiples 13.03 27.49 12.67

Stock Price (P/E) 8.12 17.14 7.9

IRR: 64% 78%

233%

❏ Expected IRR : 64% (FCF Model, 5 year projections)

❏ WACC: 8.09% / Growth rate for T.V.: 3%❏ Estimated Intrinsic Value of Hertz: $21.86❏ Expected Transaction Price : $12.27 (considering

spinoff)❏ Avg. Price by P/E & P/S Multiples from 3

Industries: $40.09

Financial Benefits for Hertz - “Short Term Premium” 35% ~ 50% Immediate Profit for Hertz Shareholders

❏ Transaction price : $12.27

❏ 90 days Volume Weighted Average Price: $8.18 Immediate Profit: 50%

❏ Current Stock Price : $9.12

❏ Immediate Profit: 35%

35%

50%

“Cost Savings”

Cost of Equity

Beta of Hertz: 2.26 Vs. Beta of Google: 1.03

CAPM of Hertz reduced → Cost of Equity decreased

Value of Hertz increased

Ba1

Aa2

Cost of Debt

Debt ratings of Hertz: Ba1 Vs. Debt ratings Google: Aa2

Subsidiary of Alphabet: Benefit from Improved Debt Ratings

Refinancing → Cost Savings for low Interest Expenses

“Significant Growth”

CAGR of EBITDA. 14.35%

Significant Growth Rate of EBITDA with new business

❏ FY2013 ~ FY2016E : Negative growth. Tough Competition in the market.

❏ New Business Model: Autonomous Rental Car taking a first mover advantage in the Blue Ocean.

❏ FY2016E ~ FY2021E : Compounding Avg. Growth Rate of EBITDA. 14.35%

❏ EBITDA. FY2016E ~ FY2021E : $3.1 B ~ $6.1 B

Current management will receive offers to extend their contracts and lock them in for at least 2 years to keep the current business running and also help through the transition phase to the new business model/ added avenue of revenue. We recommend google incentivize them with bonuses/ stock options.An adapted capability maturity model should be implemented on both sides, hertz and google in order to facilitate a seamless transition and capability building on either side where needed to support the proposed business venture involving the software google brings with the automotive expertise brought by the Hertz personnel. Severance pay: Employees will be offered severance pay comparable to what Hertz employees currently receive.Payment : employees will continue to be employed with google with comparable pay or benefits of current employees.

Terms of Social Issues

Risks associated with Acquisition - “Transaction”

The failure to obtain the requisite company vote

Events that could result in termination of contract:Governmental restrictionsBreach of merger agreement (eg:NDAs, customer relationships, suppliers, employee commitments)

Intense Competition Hertz revenues could be harmed due to:Companies retrofitting autonomous driving software to vehicles - Eg: Cruise, OttoShared Economies - Uber & LyftOther car rental services - Enterprise

Economic Downturn Operating cash flows may not be sufficient to pay debt obligations, forcing google to pour money to the business

Stock Price FluctuationsShare price changing constantly - from $30 to $10 to $8 within a span of 2 years

Risks associated with Acquisition - “Transaction”

Foreign Currency Operating across 150 countries can expose the company to potential fluctuations

Old Car FleetHigh repair charges and new car acquisition costs

Customer Preference Changes & Cyclical Demand

Risk of Increasing Accident Claims and damage repair charges

High Insurance Fees due to risky nature of the business, hence high insurance premium

Car fleet Asset Value could be overvalued due to under valuation of depreciation

Goodwill may be overvalued

Regulations

No Antitrust laws Issues

Changes in the legal and regulatory environment

Technology changes faster than adoption

Certain countries not equipped for self driving cars

Ethical issues - who is responsible for accidents?

Massive Business Opportunities for Alphabet (self driving car projects)

Create New Consumer Market (First Mover Advantage)

At least $7.6 B of Cost Savings for the Autonomous Car Business

The Best Timing for Acquisition with the Historically Lowest Price of Hertz (Carl Ichan - Controlling Influencing Activist: significant equity of Hertz, eager to sell)

High Return on Investment Opportunity

Significant Growth Rate of EBITDA with New Business

Future Distribution Channel for Google Cars

Reasons to Acquire NOW! 30th December 2016

Appendix

Pro forma Income Statement of Hertz

Pro forma Balance Sheet of Hertz

Inputs for the Selected Scenario of Hertz

Forecasts for 5 years projections of Hertz

Valuations of Hertz

Financial Benefit Calculations for Google and Hertz