ERAC USA Finance in $600 Million Notes Offering

March 15, 2012

Cleary Gottlieb represented the initial purchasers, led by Goldman Sachs, J.P. Morgan Securities and RBS Securities, in a recent debt offering by ERAC USA Finance guaranteed by Enterprise Holdings. ERAC issued $300 million of 2.750% Notes due March 15, 2017 and $300 million of 5.625% Notes due March 15, 2042, guaranteed as to payment of principal, premium (if any) and interest by Enterprise. The notes were offered for sale in the United States pursuant to Rule 144A and abroad pursuant to Reg. S. The deal closed on March 15.

Enterprise is the world’s largest provider of rental cars and its primary business is home city rentals. Enterprise provides replacement rental cars to drivers who temporarily have lost the use of their vehicles due to causes such as accidents, mechanical repairs or thefts. Enterprise also rents vehicles to leisure travelers and local business customers.

Cleary Gottlieb previously represented the initial purchasers in ERAC’s January and May 2011 issuances of notes.