EXHIBIT 2
CENDANT CORPORATION TO ACQUIRE OUTSTANDING
AVIS GROUP SHARES FOR $33.00 PER SHARE IN CASH
New York and Garden City, NY, 11-13-2000 -- Cendant
Corporation (NYSE: CD) and Avis Group Holdings, Inc. (NYSE: AVI) today
announced that they have entered into a definitive agreement for Cendant to
acquire all of the outstanding shares of Avis Group that are not currently
owned by Cendant at a price of $33.00 per share in cash. Approximately 25.6
million outstanding shares of Avis Group common stock, and options to
purchase an additional approximately 7.9 million Avis Group shares, are not
owned by Cendant. Accordingly, the transaction has an equity value of
approximately $935 million, net of option proceeds.
The shares will be acquired at a price of $33.00 per share
in a cash merger pursuant to which Avis Group will be merged with an
indirect wholly owned subsidiary of Cendant. Upon completion of the
transaction, Avis Group will become a subsidiary of Cendant. The merger is
conditioned upon, among other things, approval of a majority of the votes
cast by Avis Group stockholders who are unaffiliated with Cendant and
customary regulatory approvals. The transaction is expected to close in the
first quarter of 2001.
"We expect this transaction to be immediately accretive to
Cendant's earnings," said Cendant Chairman, President and Chief Executive
Officer, Henry R. Silverman. "Additionally we look forward to the
combination with Avis Group to enhance both our off-line and online travel
strategies."
"We're very pleased that our successful business strategy
has now resulted in a substantial increase in shareholder value -
approximately 74% over the past year," said Avis Group Chairman and Chief
Executive Officer A. Barry Rand. "Over the past 12 months, we have
successfully transformed Avis Group into the leading comprehensive vehicle
management solutions provider with award-winning technology. We have
substantially strengthened our balance sheet and significantly improved our
free cash flow, while attaining our 13th consecutive quarter of PS growth
above 20%. Now, we look forward to combining with Cendant, a company with
significant financial strength and broad travel industry assets."
About Avis Group Holdings, Inc.
Avis Group Holdings, Inc. is one of the world's leading service and
information providers for comprehensive automotive transportation and
vehicle management solutions. Avis Group operates Avis Rent A Car, the
world's second largest general-use car rental business, with locations in
the United States, Canada, Australia, New Zealand and the Latin American
Caribbean region; PHH Arval, one of the world's leading vehicle management
companies; and Wright Express, the world's largest fleet card provider. For
additional information and news concerning Avis Group, please log onto the
Avis web site at www.avis.com or call Company News on Call (800-758-5804,
access code #078975).
About Cendant Corporation
Cendant Corporation is a global provider of real estate,
travel and direct marketing related consumer and business services. The
Company's core competencies include building franchise systems, providing
outsourcing solutions and direct marketing. As a franchiser, Cendant is
among the world's leading franchisers of real estate brokerage offices,
hotels, rental car agencies, and tax preparation services. As a provider of
outsourcing solutions, Cendant is a major provider of mortgage services to
consumers, the global leader in employee relocation, and the world's
largest vacation exchange service. In direct marketing, Cendant provides
access to insurance, travel, shopping, auto, and other services primarily
to customers of its affinity partners. Other business units include NCP,
the UK's largest private car park operator, and WizCom, an information
technology services provider. Headquartered in New York, NY, the Company
has approximately 28,000 employees and operates in over 100 countries. More
information about Cendant, its companies, brands and current SEC filings
may be obtained by visiting the Company's Web site at www.cendant.com or by
calling 877-4INFO-CD (877-446-3623).
Statements about future results made in this release may
constitute forward-looking statements within the meaning of the Private
Securities Litigation Reform Act of 1995. These statements are based on
current expectations and the current economic environment. These statements
are not guarantees of future performance. Actual results could differ
materially from those expressed or implied in the forward-looking
statements. Important assumptions and other important factors that could
cause actual results to differ materially from those in the forward-
looking statements are specified in Form 10-K for the year ended December
31, 1999 for Avis Group and in Form 10-Q for the quarter ended June 30,
2000 for Cendant.
Cendant Corporation
Media Contacts: Elliot Bloom
212-413-1832
Investor Contacts: Denise Gillen
212-413-1833
Sam Levenson
212-413-1834
Avis Group Holdings, Inc. David Fluhrer
516-222-3230
Elizabeth Logler
516-222-4795
All Cendant logos and marks as well as all other proprietary
materials depicted herein are the property of Cendant Corporation. (C)
Copyright CENDANT 2000. All rights reserved.
