In a 13D filing with the Securities and Exchange Commission, Karthik Sarma‘s SRS Investment Management reiterated its position in Avis Budget Group Inc. (NASDAQ:CAR). SRS reported holding 9.50 million shares, the stake amassing 9.5% of the company’s outstanding stock. In addition, the filing stated:
“On January 25, 2016, the Investment Manager, along with the Funds (collectively, the “SRS Parties”), entered into a cooperation agreement with the Issuer (the “Cooperation Agreement”) whereby the parties agreed, among other things, and subject to certain conditions, that: (i) the Issuer will increase the size of the Board to twelve directors and appoint Brian Choi, a senior employee of the Investment Manager, to the Board no later than two business days following the execution and delivery of the Cooperation Agreement; (ii) the Issuer will increase the size of its Board and appoint a reasonably acceptable additional independent director recommended by the SRS Parties (the “Subsequent New Director” and, together with Mr. Choi, the “New Directors”); (iii) the Company will include the previously appointed New Directors in its slate of nominees for election as directors at the 2016 annual meeting of stockholders (the “2016 Annual Meeting”) and on certain committees of the Board; (iv) the SRS Parties will abide by certain standstill provisions during the Standstill Period (as defined in the Cooperation Agreement); and (v) the SRS Parties will vote their shares of Common Stock in favor of the Issuer’s nominees and other ordinary course proposals at the 2016 Annual Meeting.”
You can access the original SEC filing by clicking here.
Ownership Summary Table
| Name | Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | Aggregate Amount Owned Power | Percent of Class |
|---|---|---|---|---|---|---|
| SRS INVESTMENT MANAGEMENT, LLC2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) (b) | 9,500,000 | 9,500,000 | 9,500,000 | 9.5% | ||
| KARTHIK R. SARMA2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) (b) | 9,500,000 | 9,500,000 | 9,500,000 | 9.5% |
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Page 1 of 7 SEC Filing
| SECURITIES AND EXCHANGE COMMISSION | |
| Washington, D.C. 20549 | |
| SCHEDULE 13D | |
| Under the Securities Exchange Act of 1934 | |
| AVIS | |
| (Name of Issuer) | |
| Common | |
| (Title of Class of Securities) | |
| 053774105 | |
| (CUSIP Number) | |
| David SRS Investment One Bryant 39th New York, (212) with Marc Eleazer Schulte 919 Third New York, (212) | |
| (Name, Address and Telephone Number of Person | |
| Authorized to Receive Notices and Communications) | |
| January | |
| (Date of Event Which Requires Filing of This Statement) | |
If the filing person has previously
filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule
because of Rule 13d-1(e), Rule 13d-1(f) or Rule 13d-1(g), check the following box. [X]
(Page 1
of 7 Pages)
______________________________
* The remainder of this cover
page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities,
and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
The information required on the remainder
of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act
of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other
provisions of the Act (however, see the Notes).
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Page 2 of 7 SEC Filing
| 1 | NAME OF REPORTING PERSON SRS INVESTMENT | |||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ¨ (b) ¨ | ||
| 3 | SEC USE ONLY | |||
| 4 | SOURCE OF FUNDS AF | |||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | ¨ | ||
| 6 | CITIZENSHIP OR PLACE Delaware, United | |||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: | 7 | SOLE VOTING POWER | ||
| 8 | SHARED VOTING POWER 9,500,000 shares | |||
| 9 | SOLE DISPOSITIVE POWER | |||
| 10 | SHARED DISPOSITIVE POWER 9,500,000 shares | |||
| 11 | AGGREGATE AMOUNT BENEFICIALLY 9,500,000 shares | |||
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | ¨ | ||
| 13 | PERCENT OF CLASS REPRESENTED 9.5%(see | |||
| 14 | TYPE OF REPORTING PERSON IA, OO | |||
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Page 3 of 7 SEC Filing
| 1 | NAME OF REPORTING PERSON KARTHIK R. SARMA | |||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ¨ (b) ¨ | ||
| 3 | SEC USE ONLY | |||
| 4 | SOURCE OF FUNDS AF | |||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | ¨ | ||
| 6 | CITIZENSHIP OR PLACE India | |||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: | 7 | SOLE VOTING POWER | ||
| 8 | SHARED VOTING POWER 9,500,000 shares | |||
| 9 | SOLE DISPOSITIVE POWER | |||
| 10 | SHARED DISPOSITIVE POWER 9,500,000 shares | |||
| 11 | AGGREGATE AMOUNT BENEFICIALLY 9,500,000 shares | |||
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | ¨ | ||
| 13 | PERCENT OF CLASS REPRESENTED 9.5% (see Item | |||
| 14 | TYPE OF REPORTING PERSON IN | |||
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Page 4 of 7 SEC Filing
| Item 1. | SECURITY AND ISSUER |
| This statement relates to the shares of common stock, par value $0.01 per share (the “Common Stock”), of Avis Budget Group, Inc., a Delaware corporation (the “Issuer”). The Issuer’s principal executive offices are located at 6 Sylvan Way, Parsippany, NJ 07054. | |
| Item 2. | IDENTITY AND BACKGROUND |
| (a) This Schedule 13D is filed by (i) SRS Investment Management, LLC, a Delaware limited liability company (the “Investment Manager”), and (ii) Karthik R. Sarma, an Indian citizen (“Mr. Sarma,” and, together with the Investment Manager, the “Reporting Persons”). This Schedule 13D relates to the shares of Common Stock held for the accounts of SRS Partners US, LP, a Delaware limited partnership, and SRS Partners Master Fund LP, a limited partnership formed in the Cayman Islands, investment funds managed by the Investment Manager (collectively with SRS Special Opportunities Master II, LP, a limited partnership formed in the Cayman Islands, and SRS Long Opportunities Master Fund, LP, a limited partnership formed in the Cayman Islands, other funds managed by the Investment Manager as disclosed below, the “Funds”). The Investment Manager serves as investment manager to the Funds. SRS Investment Management, LP (“SRS IM”), a Delaware limited partnership, is the managing member of the Investment Manager. SRS Investment Management GP, LLC, a Delaware limited liability company (“SRS IM GP”), is the general partner of SRS IM. Mr. Sarma is the managing member and principal of SRS IM GP. In such capacities, Mr. Sarma and the Investment Manager may be deemed to have voting and dispositive power with respect to the shares of Common Stock held for the Funds. | |
| (b) The business address of each of the Reporting Persons is 1 Bryant Park, 39th Floor, New York, NY 10036. | |
| (c) The principal business of the Investment Manager is investing in securities and related instruments. The principal business of Mr. Sarma is serving as the sole Managing Member of the Investment Manager. | |
| (d) During the last five years, none of the Reporting Persons have been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). | |
| (e) None of the Reporting Persons has, during the last five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree, or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. | |
| (f) The place of organization of the Investment Manager is Delaware, United States of America. Mr. Sarma is a citizen of India. | |
| Item 3. | SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION |
| The Reporting Persons used approximately $123,537,487 (including brokerage commissions) of the working capital of the applicable Funds in the aggregate to purchase the shares of Common Stock reported in this Schedule 13D. Such shares of Common Stock are or may be held from time to time by the applicable Funds in margin accounts established with their respective brokers or banks and a portion of the purchase price for the Common Stock may be obtained through margin borrowing. Securities positions which may be held in the margin accounts, including the Common Stock, may be pledged as collateral security for the repayment of debit balances in the margin accounts. | |
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Page 5 of 7 SEC Filing
| Item 4. | PURPOSE OF TRANSACTION |
| The Reporting Persons acquired the shares of Common Stock reported herein for investment purposes in the ordinary course of business. The Reporting Persons acquired such shares of Common Stock because they believed that the shares of Common Stock reported herein, when purchased, represented an attractive investment opportunity. The Investment Manager and its representatives On January 25, 2016, the The foregoing summary of the The Investment Manager intends to review its investment in the Issuer on a |
| Item 5. | INTEREST IN SECURITIES OF THE ISSUER |
| (a) The aggregate number of shares Pursuant to certain cash-settled | |
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Page 6 of 7 SEC Filing
(b) Each of the Reporting Persons
has the shared power to vote or to direct the vote or to dispose or to direct the disposition of 9,500,000 shares of Common Stock.
(c) None.
(d) Not applicable.
(e) Not applicable.
| Item 6. | CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER |
| On January 25, 2016, the The Reporting Persons are The Reporting Persons may Except as set forth herein, | |
| Item 7. | MATERIAL TO BE FILED AS EXHIBITS | |
| Exhibit 1 2 | Description Cooperation Agreement, dated Joint Filing Agreement, dated | |
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Page 7 of 7 SEC Filing
SIGNATURES
After
reasonable inquiry and to the best of his or its knowledge and belief, each of the undersigned certifies that the information
set forth in this statement is true, complete and correct.
Date: January 25, 2016
| SRS INVESTMENT MANAGEMENT, LLC | |
| By: | /s/ David B. Zales |
| Name: David B. Zales | |
| Title: General Counsel | |
| KARTHIK R. SARMA | |
| /s/ Karthik R. Sarma | |
