Management's discussion and analysis of financial condition and results of
operations ("MD&A") should be read in conjunction with the unaudited condensed
consolidated financial statements and accompanying notes included in Part I,
Item 1 of this Quarterly Report, which include additional information about our
accounting policies, practices and the transactions underlying our financial
results. The preparation of our unaudited condensed consolidated financial
statements in conformity with accounting principles generally accepted in the
United States of America ("U.S. GAAP") requires us to make estimates and
assumptions that affect the reported amounts in our unaudited condensed
consolidated financial statements and the accompanying notes including
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, pension and postretirement
benefits, valuation of stock-based compensation, reserves for litigation and
other contingencies, accounting for income taxes and other matters arising
during the normal course of business. We apply our best judgment, our knowledge
of existing facts and circumstances and our knowledge of actions that we may
undertake in the future in determining the estimates that will affect our
condensed consolidated financial statements. We evaluate our estimates on an
ongoing basis using our historical experience, as well as other factors we
believe appropriate under the circumstances, such as current economic
conditions, and adjust or revise our estimates as circumstances change. As
future events and their effects cannot be determined with precision, actual
results may differ from these estimates.

OVERVIEW OF OUR BUSINESS AND OPERATING ENVIRONMENT



We are engaged principally in the business of renting equipment. Ancillary to
our principal business of equipment rental, we also sell used rental equipment,
sell new equipment and consumables and offer certain services and support to our
customers. Our profitability is dependent upon a number of factors including the
volume, mix and pricing of rental transactions and the utilization of equipment.
Significant changes in the purchase price or residual values of equipment or
interest rates can have a significant effect on our profitability depending on
our ability to adjust pricing for these changes. Our business requires
significant expenditures for equipment, and consequently we require substantial
liquidity to finance such expenditures. See "Liquidity and Capital Resources"
below.

Our revenues primarily are derived from rental and related charges and consist of:



•Equipment rental (includes all revenue associated with the rental of equipment
including ancillary revenue from delivery, rental protection programs and
fueling charges);
•Sales of rental equipment and sales of new equipment, parts and supplies; and
•Service and other revenue (primarily relating to training and labor provided to
customers).

Our expenses primarily consist of:



•Direct operating expenses (primarily wages and related benefits, facility costs
and other costs relating to the operation and rental of rental equipment, such
as delivery, maintenance and fuel costs);
•Cost of sales of rental equipment, new equipment, parts and supplies;
•Depreciation expense relating to rental equipment;
•Selling, general and administrative expenses; and
•Interest expense.

Impacts of COVID-19



In December 2019, a novel strain of coronavirus (COVID-19) was identified in
China and has since spread globally. In March 2020, the World Health
Organization characterized COVID-19 as a pandemic. Federal, state and local
efforts to contain the spread of COVID-19 intensified in March 2020 when most
states in the United States, including Florida where we are headquartered,
enacted shelter in place orders, declared states of emergency, took steps to
restrict travel, enacted temporary closures of non-essential businesses and took
other restrictive measures in response to the COVID-19 pandemic. Our business
was deemed essential and was allowed to remain open, however, many industries in
which our customers operate were required to temporarily close their facilities
or delay or cancel projects and events. We have reduced our capital spending in
the short-
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term and, where possible, we are also reducing operating expenses while ensuring
ongoing safe and reliable operations. Additionally, as the timing of the removal
of these measures and the residual economic impact of the pandemic remains
unclear, we estimate that we will experience a year-over-year decrease in volume
of fleet on rent of approximately 8% to 13% and this reduction in volume is
likely to have a negative impact on our equipment rental revenue of
approximately 10% to 15% during the second half of 2020. The impact of the
COVID-19 pandemic continues to evolve as state and local governments are
re-opening businesses in multiple phases and, in certain jurisdictions,
reversing re-opening decisions. Therefore, we cannot predict the extent to which
our financial condition, results of operations or cash flows will ultimately be
impacted.

We remain focused on the safety and well-being of our employees, customers and
communities as we maintain a high-level of service to our customers. We continue
to communicate frequently throughout the organization to reinforce our health
and safety guidelines, based on the Center for Disease Control recommendations.
Within our operations, a number of adjustments have been made to minimize
physical interactions. These include utilizing our information technology
platforms to accommodate as many employees as possible to work remotely from
their homes. At the operations level, we have implemented new policies to expand
the washing of equipment and sanitization of high-touch areas such as dashboards
and steering wheels. We have reduced access to or closed our customer showrooms
and have implemented curb-side pick-up and drop-off of equipment at our branches
requiring customers and vendors to call before they visit. We are supplying
personal protective equipment for those employees who interact with customers
and employed remediation companies to assist in cleaning branches where
necessary.

Seasonality



Our business is usually seasonal, with demand for our rental equipment tending
to be lower in the winter months, particularly in the northern United States and
Canada. Our equipment rental business, especially in the construction industry,
has historically experienced decreased levels of business from December until
late spring and heightened activity during our third and fourth quarters until
December. We have the ability to manage certain costs to meet market demand,
such as fleet capacity, the most significant portion of our cost structure. For
instance, to accommodate increased demand, we increase our available fleet and
staff during the second and third quarters of the year. A number of our other
major operating costs vary directly with revenues or transaction volumes;
however, certain operating expenses, including rent, insurance and
administrative overhead, remain fixed and cannot be adjusted for seasonal
demand, typically resulting in higher profitability in periods when our revenues
are higher, and lower profitability in periods when our revenues are lower. To
reduce the impact of seasonality, we are focused on expanding our customer base
through specialty products that serve different industries with less seasonality
and different business cycles.

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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS (CONTINUED)

RESULTS OF OPERATIONS
                                                      Three Months Ended June 30,                                                                                 Six Months Ended June 30,
($ in millions)                        2020              2019           $ Change          % Change             2020             2019           $ Change          % Change
Equipment rental                   $   327.6          $ 407.6          $ (80.0)              (19.6) %       $ 714.1          $ 785.2          $ (71.1)               (9.1) %
Sales of rental equipment               31.4             51.3            (19.9)              (38.8)            71.4            136.4            (65.0)              (47.7)
Sales of new equipment, parts and
supplies                                 7.0             13.2             (6.2)              (47.0)            14.0             24.1            (10.1)              (41.9)
Service and other revenue                2.0              3.0             (1.0)              (33.3)             4.7              5.1             (0.4)               (7.8)
Total revenues                         368.0            475.1           (107.1)              (22.5)           804.2            950.8           (146.6)              (15.4)
Direct operating                       144.7            188.5            (43.8)              (23.2)           333.9            377.6            (43.7)              (11.6)
Depreciation of rental equipment       101.4            100.9              0.5                 0.5            201.8            200.9              0.9                 0.4
Cost of sales of rental equipment       29.6             50.0            (20.4)              (40.8)            72.0            133.5            (61.5)              (46.1)
Cost of sales of new equipment,
parts and supplies                       5.1             10.4             (5.3)              (51.0)            10.2             18.6             (8.4)              (45.2)
Selling, general and
administrative                          56.8             73.5            (16.7)              (22.7)           126.6            145.0            (18.4)              (12.7)
Restructuring                            0.7              7.8             (7.1)              (91.0)             0.7              7.8             (7.1)              (91.0)
Impairment                               3.2                -              3.2               100.0              9.5                -              9.5               100.0
Interest expense, net                   23.3             31.6             (8.3)              (26.3)            47.7             64.5            (16.8)              (26.0)
Other expense (income), net              3.1             (2.6)             5.7               NM                 4.3             (2.3)             6.6               NM
Income (loss) before income taxes        0.1             15.0            (14.9)              (99.3)            (2.5)             5.2             (7.7)             (148.1)
Income tax benefit (provision)           1.9             (5.3)             7.2              135.8               0.8             (2.2)             3.0              136.4
Net income ( loss)                 $     2.0          $   9.7          $  (7.7)              (79.4) %       $  (1.7)         $   3.0          $  (4.7)             (156.7) %


NM - not meaningful

Three Months Ended June 30, 2020 Compared with Three Months Ended June 30, 2019



Equipment rental revenue decreased $80.0 million, or 19.6%, during the second
quarter of 2020 when compared to the second quarter of 2019. The decrease was
primarily attributable to lower volume (including re-rent and delivery revenue)
primarily related to the impact of the regulatory orders addressing COVID-19
("COVID-19 Orders") as customers we serve that were not designated essential
businesses were closed throughout a significant portion of the quarter.
Additionally, pricing declined 0.3% during the second quarter of 2020.

Sales of rental equipment decreased $19.9 million, or 38.8%, during the second
quarter of 2020 when compared to the second quarter of 2019. During the second
quarter of 2020, the volume of sales declined due to COVID-19 related impact to
sales channels and decreased demand for used rental equipment. We expect
continued reductions in the volume of sales for the remainder of 2020. The
corresponding cost of sales of rental equipment as a percentage of the related
revenue was 94.3% in the second quarter of 2020 compared to 97.5% in the second
quarter of 2019. The increase in margin on sale of rental equipment in the
second quarter of 2020 was primarily due to a lower proportion of sales through
the lower-margin auction channel.

Sales of new equipment, parts and supplies decreased $6.2 million, or 47.0%,
during the second quarter of 2020 when compared to the second quarter of 2019,
driven by the impact of the COVID-19 Orders. The cost of sales of new equipment,
parts and supplies as a percentage of the related revenue was 72.9% for the
second quarter of 2020 compared to 78.8% for the second quarter of 2019. The
increase in margin was attributable to the mix of equipment sold.

Direct operating expenses in the second quarter of 2020 decreased $43.8 million,
or 23.2%, when compared to the second quarter of 2019, however, within direct
operating expenses were the following fluctuations:

•Fleet and related expenses decreased $27.1 million as a result of (i) a
decrease in delivery and freight expenses of $9.7 million due to the decrease in
deliveries related to the impact of the COVID-19 Orders and better management of
transportation costs; (ii) a decrease in maintenance expense of $6.0 million as
more rental equipment was idle during the second quarter of 2020; (iii) a
decrease in re-rent expense of $5.0 million due to the decrease in re-rent
revenue and
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(iv) a decrease in fuel expense of $4.9 million due to the decrease in volume of equipment on rent and a decrease in the price of fuel.



•Personnel-related expenses decreased $16.2 million primarily due to a reduction
in wages related to furloughs implemented during the second quarter of 2020 and
limitations on overtime in response to reduced volume due to the COVID-19
Orders.

•Other direct operating costs decreased $0.5 million primarily due to decreased
field facilities expense resulting from rent abatements received from landlords
during the quarter.

Selling, general and administrative expenses decreased $16.7 million, or 22.7%,
in the second quarter of 2020 when compared to the second quarter of 2019. The
decline was primarily due to decreases in selling expense of $4.0 million,
travel expense of $3.7 million and various other expenses due to cost
containment measures management has taken primarily due to the decreased volume
associated with the COVID-19 Orders.

Restructuring expense was $0.7 million during the second quarter of 2020 related
to personnel reductions and additional costs related to a prior restructuring
plan. Restructuring expense was $7.8 million during the second quarter of 2019
as a result of our plan of restructuring in Canada, which included right-of-use
("ROU") assets and related leasehold improvement impairment of $5.5 million and
severance charges of $2.3 million.

Impairment expense was $3.2 million during the second quarter of 2020, including
$1.5 million related to certain assets that were deemed held for sale at June
30, 2020, and $1.7 million related to an ROU asset impairment charge for two
previously closed locations.

Interest expense, net decreased $8.3 million, or 26.0%, during the three months
ended June 30, 2020 when compared with the same period in 2019 primarily due to
the lower interest rates on our 2027 Notes and lower average outstanding
balances on our ABL Credit Facility.

Income tax benefit was $1.9 million during the three months ended June 30, 2020
when compared with a provision of $5.3 million for the same period in 2019. The
benefit in the second quarter of 2020 was primarily driven by the level of
pre-tax income, offset by non-deductible expenses, stock-based compensation,
valuation allowances recorded on losses generated by certain foreign loss
jurisdictions, IRS audit adjustments and related refunds from foreign
jurisdictions.

Six Months Ended June 30, 2020 Compared with Six Months Ended June 30, 2019



Equipment rental revenue decreased $71.1 million, or 9.1%, during the first half
of 2020 when compared to the first half of 2019. The decrease was primarily
attributable to lower volume (including re-rent and delivery revenue) primarily
related to the impact of the COVID-19 Orders as customers we serve that were not
designated essential businesses were closed throughout a significant portion of
the second quarter of 2020. The decrease was partially offset by pricing
increases of 1.1% during the first half of 2020.

Sales of rental equipment decreased $65.0 million, or 47.7%, during the first
half of 2020 when compared to the first half of 2019. During the first half of
2020, the volume of sales declined due to COVID-19 related impact to sales
channels and decreased demand for used rental equipment. We expect continued
reductions in the volume of sales for the remainder of 2020. The corresponding
cost of sales of rental equipment as a percentage of the related revenue was
100.8% in the first half of 2020 compared to 97.9% in the first half of 2019.
The reduction in margin on sale of rental equipment in the first half of 2020
was primarily due to a higher proportion of sales through the lower-margin
auction channel during the first quarter of 2020.

Sales of new equipment, parts and supplies decreased $10.1 million, or 41.9%,
during the first half of 2020 when compared to the first half of 2019, driven by
the impact of the COVID-19 Orders. The cost of sales of new equipment, parts and
supplies as a percentage of the related revenue was 72.9% for the second quarter
of 2020 compared to 77.2% for the second quarter of 2019. The increase in margin
was attributable to the mix of equipment sold.

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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)

Direct operating expenses overall in the first half of 2020 decreased $43.7 million, or 11.6% when compared to the fist half of 2019, however, within direct operating expenses were the following fluctuations:



•Fleet and related expenses decreased $33.8 million as a result of (i) a
decrease in delivery and freight expenses of $17.1 million due to the decrease
in deliveries related to the impact of the COVID-19 Orders and better management
of transportation costs; (ii) a decrease in maintenance expense of $7.9 million
as more rental equipment was idle during the second quarter of 2020; (iii) a
decrease in re-rent of $4.7 million due to the decrease in re-rent revenue and
(iv) a decrease in fuel expense of $3.9 million due to the decrease in volume of
equipment on rent and a decrease in the price of fuel.

•Personnel-related expenses decreased $12.4 million primarily due to a reduction
in wages related to furloughs implemented during the second quarter of 2020 and
a limitations on overtime in response to reduced volume due to the COVID-19
Orders.

•Other direct operating costs increased $2.5 million primarily due to increased
field facilities expenses of $1.0 million related to new branches that were
opened during the second half of 2019 and increases due to recurring lease
renewals on existing locations, partially offset by rent abatements received
from landlords during the quarter.

Selling, general and administrative expenses decreased $18.4 million, or 12.7%,
in the first half of 2020 when compared to the first half of 2019. The decline
was primarily due to decreases in selling expense of $3.7 million, travel
expense of $3.7 million, professional fees of $3.5 million and commissions and
incentives of $3.2 million due to cost containment measures management has taken
primarily due to the decreased volume associated with the COVID-19 Orders.

Restructuring expense was $0.7 million during the first half of 2020 related to
personnel reductions and additional costs related to a prior restructuring plan.
Restructuring expense was $7.8 million during the first half of 2019 as a result
of our plan of restructuring in Canada which included right-of-use assets and
related leasehold improvement impairment of $5.5 million and severance charges
of $2.3 million.

Impairment expense was $9.5 million during the first half of 2020 and consisted
of $6.3 million related to the partial impairment of a long-term receivable
related to the sale of our former joint venture, $1.7 million related to an ROU
asset impairment charge for two previously closed locations and $1.5 million
related to certain assets that were deemed held for sale at June 30, 2020.

Interest expense, net decreased $16.8 million, or 26.3%, during the first half
of 2020 when compared with the same period in 2019 primarily due to the lower
interest rates on our 2027 Notes and lower average outstanding balances on our
ABL Credit Facility.

Income tax benefit was $0.8 million during the six months ended June 30, 2020
when compared with a provision of $2.2 million for the same period in 2019. The
benefit in the first half of 2020 was primarily driven by the level of pre-tax
loss, non-deductible expenses, stock-based compensation, valuation allowances
recorded on losses generated by certain foreign loss jurisdictions, IRS audit
adjustments and related refunds from foreign jurisdictions.

LIQUIDITY AND CAPITAL RESOURCES



Our primary liquidity needs include the payment of operating expenses, purchases
of rental equipment to be used in our operations and servicing of debt. Our
primary sources of funding are operating cash flows, cash received from the
disposal of equipment and borrowings under our debt arrangements. As of June 30,
2020, we had approximately $2.0 billion of total nominal indebtedness
outstanding. A substantial portion of our liquidity needs arise from debt
service on our indebtedness and from the funding of our costs of operations and
capital expenditures.

Our liquidity as of June 30, 2020 consisted of cash and cash equivalents of
$83.2 million and unused commitments of $1.2 billion under our ABL Credit
Facility and AR Facility. See "Borrowing Capacity and Availability" below for
further discussion. Our practice is to maintain sufficient liquidity through
cash from operations, our ABL Credit Facility and our AR Facility to mitigate
the impacts of any adverse financial market conditions on our operations. Based
on the impacts of
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COVID-19, we expect to reduce our net rental equipment expenditures to
approximately half of our 2019 levels to effectively manage our fleet and
liquidity. Notwithstanding the COVID-19 pandemic, we believe that cash generated
from operations and cash received from the disposal of equipment, together with
amounts available under the ABL Credit Facility and the AR Facility or other
financing arrangements will be sufficient to meet working capital requirements
and anticipated reduced capital expenditures, and other strategic uses of cash,
if any, and debt payments, if any, over the next twelve months.

Cash Flows



Significant factors driving our liquidity position include cash flows generated
from operating activities and capital expenditures. Historically, we have
generated and expect to continue to generate positive cash flow from operations.
Our ability to fund our capital needs will be affected by our ongoing ability to
generate cash from operations and access to capital markets.

The following table summarizes the change in cash and cash equivalents for the
periods shown (in millions):
                                                 Six Months Ended June 30,
                                              2020           2019        $ Change
Cash provided by (used in):
Operating activities                      $   280.4       $ 272.6       $   7.8
Investing activities                         (101.6)       (147.9)         46.3
Financing activities                         (128.7)       (125.0)         (3.7)
Effect of exchange rate changes                 0.1           0.4          

(0.3)

Net change in cash and cash equivalents $ 50.2 $ 0.1 $ 50.1





Operating Activities

During the six months ended June 30, 2020, we generated $7.8 million more cash
from operating activities compared with the same period in 2019. The increase
was primarily related to improved collections on accounts receivable, partially
offset by timing of payments on accounts payable during the six months ended
June 30, 2020 as compared to the same period in 2019.

Investing Activities



Cash used in investing activities decreased $46.3 million during the six months
ended June 30, 2020 when compared with the prior-year period. Our primary use of
cash in investing activities is for the acquisition of rental equipment and
non-rental capital expenditures, which we reduced during the first half of 2020
due to the impact of the COVID-19 pandemic. Generally, we rotate our equipment
and manage our fleet of rental equipment in line with customer demand and
continue to invest in our information technology, service vehicles and
facilities. Changes in our net capital expenditures are described in more detail
in the "Capital Expenditures" section below.

Financing Activities



Cash used in financing activities increased $3.7 million during the six months
ended June 30, 2020 when compared with the prior-year period. Cash used in
financing activities during the six months ended June 30, 2020 primarily
represents our changes in debt, which included net repayments of $119.7 million
on our revolving lines of credit and securitization during the six months of
2020. Net repayments in the prior year period were $121.4 million, partially
offset by proceeds from the sale-leaseback transaction in the first quarter of
2019 of $4.7 million.

In order to reduce future cash interest payments, as well as future amounts due
at maturity or upon redemption, we may from time to time repurchase our debt,
including our notes, bonds, loans or other indebtedness, in privately
negotiated, open market or other transactions and upon such terms and at such
prices as we may determine. We will evaluate any such transactions in light of
then-existing market conditions, taking into account our current liquidity and
prospects for future access to capital.  The repurchases may be material and
could relate to a substantial proportion of a particular class or series, which
could reduce the trading liquidity of such class or series.
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Capital Expenditures

Our capital expenditures relate largely to purchases of rental equipment, with
the remaining portion representing purchases of property, equipment and
information technology. The table below sets forth the capital expenditures
related to our rental equipment and related disposals for the periods noted (in
millions).
                                                    Six Months Ended June 30,
                                                   2020                      2019
Rental equipment expenditures                $      161.5                 $ 257.1
Disposals of rental equipment                       (67.9)                 (123.7)

    Net rental equipment expenditures        $       93.6                 $

133.4





Net capital expenditures for rental equipment decreased $39.8 million during the
six months ended June 30, 2020 compared to the same period in 2019. During the
first half of 2020, we reduced rental equipment expenditures and disposals to
effectively manage our fleet and liquidity in light of the uncertainty
surrounding the COVID-19 pandemic. We also reduced disposals during the first
half of 2020 in response to improvements over the past year in the mix and age
of equipment as part of our long-term capital expenditure plans. We expect to
continue reductions in our net rental equipment expenditures for the remainder
of 2020.
Borrowing Capacity and Availability

Our ABL Credit Facility and AR Facility (together, the "Facilities") provide our
borrowing capacity and availability. Creditors under the Facilities have a claim
on specific pools of assets as collateral as identified in each credit
agreement. Our ability to borrow under the Facilities is a function of, among
other things, the value of the assets in the relevant collateral pool. We refer
to the amount of debt we can borrow given a certain pool of assets as the
"Borrowing Base."

The accounts receivable and other assets of the SPE are encumbered in favor of
the lenders under our AR Facility. 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. Substantially all of the remaining assets of Herc and certain of
its U.S. and Canadian subsidiaries are encumbered in favor of our lenders under
our ABL Credit Facility. None of such assets are available to satisfy the claims
of our general creditors. See Note 10, "Debt" to the notes to our consolidated
financial statements included in Part II, Item 8 "Financial Statements" included
in our Annual Report on Form 10-K for the year ended December 31, 2019, and Note
7, "Debt" included in Part I, Item 1 "Financial Statements" of this Report for
more information.

With respect to the Facilities, we refer to "Remaining Capacity" as the maximum
principal amount of debt permitted to be outstanding under the Facilities
(i.e., the amount of debt we could borrow assuming we possessed sufficient
assets as collateral) less the principal amount of debt then-outstanding under
the Facility. We refer to "Availability Under Borrowing Base Limitation" as the
lower of Remaining Capacity or the Borrowing Base less the principal amount of
debt then-outstanding under the Facility (i.e., the amount of debt we could
borrow given the collateral we possess at such time).

As of June 30, 2020, the following was available to us (in millions):


                                                        Availability Under
                                        Remaining         Borrowing Base
                                         Capacity           Limitation
               ABL Credit Facility     $ 1,147.4       $         1,147.4
               AR Facility                  45.0                    13.4
               Total                   $ 1,192.4       $         1,160.8



As of June 30, 2020, $25.6 million of standby letters of credit were issued and
outstanding under the ABL Credit Facility, none of which have been drawn upon.
The ABL Credit Facility had $224.4 million available under the letter of credit
facility sublimit, subject to borrowing base restrictions.
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Covenants

Our ABL Credit Facility, our AR Facility and our 2027 Notes contain a number of
covenants that, among other things, limit or restrict our ability to dispose of
assets, incur additional indebtedness, incur guarantee obligations, prepay
certain indebtedness, make certain restricted payments (including paying
dividends, redeeming stock or making other distributions), create liens, make
investments, make acquisitions, engage in mergers, fundamentally change the
nature of our business, make capital expenditures, or engage in certain
transactions with certain affiliates.

Under the terms of our ABL Credit Facility, our AR Facility and our 2027 Notes,
we are not subject to ongoing financial maintenance covenants; however, under
the ABL Credit Facility, failure to maintain certain levels of liquidity will
subject us to a contractually specified fixed charge coverage ratio of not less
than 1:1 for the four quarters most recently ended. As of June 30, 2020, the
appropriate levels of liquidity have been maintained, therefore this financial
maintenance covenant is not applicable.

Additional information on the terms of our 2027 Notes, ABL Credit Facility and
AR Facility is included in Note 10, "Debt" to the notes to our consolidated
financial statements included in Part II, Item 8 "Financial Statements" included
in our Annual Report on Form 10-K for the year ended December 31, 2019. For a
discussion of the risks associated with our indebtedness, see Part I, Item 1A
"Risk Factors" contained in our Annual Report on Form 10-K for the year ended
December 31, 2019.

Dividends

Our payment of dividends on our common stock will be determined by our board of
directors in its sole discretion and will depend on our business conditions,
financial condition, earnings, liquidity and capital requirements, contractual
restrictions and other factors. The amounts available to pay cash dividends are
restricted by our debt agreements. As of the date of this Report, we have no
plans to pay dividends on our common stock.

CONTRACTUAL OBLIGATIONS



As of June 30, 2020, there have been no material changes outside the ordinary
course of business to our known contractual obligations as set forth in the
Contractual Obligations table included in Part II, Item 7, "Management's
Discussion and Analysis of Financial Condition and Results of Operations" of our
Annual Report on Form 10-K for the year ended December 31, 2019.

OFF-BALANCE SHEET COMMITMENTS AND ARRANGEMENTS



As of June 30, 2020, there have been no material changes to our indemnification
obligations as disclosed in Note 16, "Commitments and Contingencies" in our
Annual Report on Form 10-K for the year ended December 31, 2019. For further
information, see the discussion on indemnification obligations included in Note
11, "Commitments and Contingencies" in Part I, Item 1 "Financial Statements" of
this Report.

For information concerning the ongoing securities litigation and other contingencies, including environmental contingencies and the amount currently held in reserve for environmental matters, see Note 11, "Commitments and Contingencies" in Part I, Item 1 "Financial Statements" of this Report.

RECENT ACCOUNTING PRONOUNCEMENTS

For a discussion of recent accounting pronouncements, see Note 2, "Basis of Presentation and Recently Issued Accounting Pronouncements" in Part I, Item 1 "Financial Statements" of this Report.


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HERC HOLDINGS INC. AND SUBSIDIARIES

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