NOTICE BUDGET GROUP, INC. : Entering into a Material Definitive Agreement, Creating a Direct Financial Obligation or Obligation Under an Off-Balance Sheet Registrant Arrangement, Financial Statements and Exhibits (Form 8-K)

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Item 1.01 Conclusion of Significant Definitive Agreements.

On April 14, 2022 (the “Closing Date”), our Avis Budget Rental Car Funding (AESOP) LLC subsidiary (“ABRCF”) issued $750 million asset-backed securities with a maturity of six years, consisting of $540 million aggregate principal amount of Series 2022-1 Notes 3.83%, Class A, $71.25 million aggregate principal amount of Series 2022-1 Notes 4.30%, Class B, $48.75 million aggregate principal amount of Series 2022-1 Notes 4.84%, Class C and $90 million aggregate principal amount of Series 2022-1 6.79% Class D Notes. The ABRCF has also issued $41.25 million
the aggregate principal amount of the Series 2022-1 7.767% Class R Notes that are subordinate to the Class A, Class B, Class C and Class D Notes and issued to its sole member, Leasing AESOP SEC The Notes have been issued pursuant to Series 2022-1 Supplement dated April 14, 2022Between ABRCF and The Bank of New York Mellon Trust Company, NAas Trustee and Agent for Series 2022-1, to the Second Amended and Restated Basic Trust Indenture, dated June 3, 2004 (as amended, the “Basic Trust Indenture”).

Moreover, on April 14, 2022ABRCF has completed an amendment and renewal of its asset-backed variable finance facilities, which provide part of the financing for our rental car fleet in United States. This financing consists of two facilities, referred to as Series 2010-6 Notes and Series 2015-3 Notes, each consisting of Class A Notes, Class Notes B and class R Noteswith a maximum available amount of (x) in the case of Series 2010-6 Notes, (i) on the Closing Date up to but excluding October 31, 2022, $3.4 billionmade up of $2.98 billion category A tickets, $227.5 million of class Notes B and
$192.45 million of class R Notes and (ii) on and after October 31, 2022, $2.8 billionmade up of $2.5 billion category A tickets, $136.5 million of class Notes B and $158.19 million of class R Notes and (y) in the case of the Series 2015-3 Notes, (i) on the Closing Date up to but excluding October 31, 2022, $342 millionmade up of $300 million category A tickets, $22.5 million of class Notes B and $19.35 million of class R Notes and (ii) on and after October 31, 2022, $279 millionmade up of $250 million category A tickets, $13.5 million of class Notes B and $15.8 million of class R Notes, respectively. For each of the Series 2010-6 Notes and the Series 2015-3 Notes, the Class A Notes and the Class R Notes have a duration of two years and a maturity of April 1, 2024 and the class Notes B have a term of one year and a maturity of March 31, 2023. The Series 2010-6 Notes are issued pursuant to the Fifth Amended and Restated Series 2010-6 Supplement, dated April 14, 2022among the ABRCF, Avis Budget Car Rental, LLCas administrator, JPMorgan Chase Bank, North America., as Administrative Agent, Non-Conduct Purchasers, CP Conduit Purchasers, Committed Note Purchasers, APA Banks and Funding Agents named therein, and Bank of New York Mellon Trust Company, NA, as Trustee and as Series 2010-6 Agent, to the Basic Deed. Series 2015-3 Notes are issued pursuant to Amended and Restated Third Supplement to Series 2015-3, dated April 14, 2022among the ABRCF, Avis Budget Car Rental, LLCas administrator, JPMorgan Chase Bank, North America., as Administrative Agent, Non-Conduct Purchasers, CP Conduit Purchasers, Committed Note Purchasers, APA Banks and Funding Agents named therein, and Bank of New York Mellon Trust Company, NAas Trustee and as Series 2015-3 Agent, to the Basic Deed.

The Notes are secured under the Basic Deed primarily by vehicles in our national fleet and other related assets.

The above summary of notes is qualified in its entirety by reference to the full text of Supplement Series 2022-1, a copy of which is attached hereto as Exhibit 10.1, the Fifth Supplement Series 2010-6 Amended and updated, a copy of which is attached hereto as Exhibit 10.2, and the Amended and Restated Third Supplement of Series 2015-3, a copy of which is attached hereto as Exhibit 10.3, respectively, and , in each case, which is incorporated by reference herein.

Certain purchasers of the Notes, the Trustee and their respective affiliates have provided, and may in the future provide, various commercial banking, investment banking and other financial advisory services for us and our affiliates for which they have received and will receive customary fees and expenses.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under a

           Off-Balance Sheet Arrangement of a Registrant.



The information described above under Section 1.01 of this report is incorporated into this Section 2.03 by reference.

Item 9.01 Financial statements and supporting documents.

The following documents are filed as part of this report:



Exhibit
  No.                                   Description
10.1         Series 2022-1 Supplement, dated as of April 14, 2022, between Avis
           Budget Rental Car Funding (AESOP) LLC and The Bank of New York Mellon
           Trust Company, N.A., as trustee and Series 2022-1 Agent.
10.2         Fifth Amended and Restated Series 2010-6 Supplement, dated as of
           April 14, 2022, by and among Avis Budget Rental Car Funding (AESOP)
           LLC, as Issuer, Avis Budget Car Rental, LLC, as Administrator,
           JPMorgan Chase Bank, N.A., as Administrative Agent, the Non-Conduit
           Purchasers, the CP Conduit Purchasers, the Committed Note Purchasers,
           the APA Banks and the Funding Agents named therein and The Bank of New
           York Mellon Trust Company, N.A., as Trustee and as Series 2010-6
           Agent.
10.3         Third Amended and Restated Series 2015-3 Supplement, dated as of
           April 14, 2022, by and among Avis Budget Rental Car Funding (AESOP)
           LLC, as Issuer, Avis Budget Car Rental, LLC, as Administrator,
           JPMorgan Chase Bank, N.A., as Administrative Agent, the Non-Conduit
           Purchasers, the CP Conduit Purchasers, the Committed Note Purchasers,
           the APA Banks and the Funding Agents named therein and The Bank of New
           York Mellon Trust Company, N.A., as Trustee and as Series 2015-3
           Agent.
104        The cover page from this Current Report on Form 8-K formatted in
           Inline XBRL (included as Exhibit 101).






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