<PAGE>
EXHIBIT 99.2
PRO FORMA FINANCIAL INFORMATION
The following Unaudited Pro Forma Condensed Combined Balance Sheet as
of September 30, 2000 and the Unaudited Pro Forma Condensed Combined
Statements of Operations for the year ended December 31, 1999 and for
the nine months ended September 30, 2000 give effect to the planned
acquisition of Avis Group Holdings, Inc. (Avis) (the Acquisition) to be
accounted for under the purchase method of accounting. The Unaudited
Pro Forma Condensed Combined Financial Statements are based on the
historical Consolidated Financial Statements of PHH Corporation (PHH)
and Avis under the assumptions and adjustments set forth in the
accompanying Notes to the Unaudited Pro Forma Condensed Combined
Financial Statements. The Unaudited Pro Forma Condensed Combined
Balance Sheet assumes that the Acquisition was consummated on September
30, 2000 and the Unaudited Pro Forma Condensed Combined Statements of
Operations assumes the Acquisition was consummated on January 1, 1999.
PHH currently retains a $383 million preferred stock investment in
Avis. PHH's parent company, Cendant Corporation (Cendant), currently
retains an equity investment in Avis (5.5 million common shares or
approximately 18%) and has recorded a deferred gain liability,
proportionate to its common ownership percentage of Avis, relating
to a sale of our Fleet business segment to Avis on June 30, 1999.
PHH treated the disposition of the fleet business segment as a
discontinued operation. In August 2000, Avis contributed its
European vehicle management and leasing business (PHH Europe) to a
newly formed joint venture in exchange for cash, settlement of
intercompany debt and a 20% interest in the venture (the PHH Europe
Transaction). Accordingly, the accompanying Avis statement of
operations for the nine months ended September 30, 2000 and the year
ended December 31, 1999 have been adjusted to reflect the PHH Europe
Transaction assuming it occurred (including accounting for the
retained interest as an equity investment) at July 1, 1999. In
addition, it is our intention that PHH will dividend the car rental
business, Avis Rent a Car (ARAC) to Cendant. This dividend has been
reflected in the accompanying pro forma financial statements. The
Vehicle Management and Leasing business of Avis and the Wright
Express business, not included in ARAC (collectively, VMS) will
remain in PHH.
The Pro Forma adjustments are based on the Agreement and Plan of
Merger which provides for Avis stockholders to receive $33 in cash
for each share of Avis common stock. PHH will make payments totaling
$967 million, including payments to Avis shareholders ($937
million), inclusive of the net cash obligation related to Avis
stock options expected to be cancelled prior to the consummation,
and estimated expenses of the transaction ($30 million). The Pro
Forma Condensed Combined Financial Statements reflect $690 million
of the purchase price will be financed from new borrowings of PHH
with the remaining portion of the purchase price to be financed
through loans from Cendant. The actual funding for the Acquisition
and the corresponding interest rate for the debt will be determined
subsequent to the filing of this Form 8-K but before the expected
closing date of the proposed acquisition. In addition, the actual
funding could include proceeds from the potential issuance of
Cendant's CD common stock. The amount of borrowings and the related
interest rates will be determined based upon the then market
conditions and may differ from the amounts reflected in the
accompanying pro forma financial statements. In addition, PHH will
initially assume approximately $7.3 billion of net debt ($6.7
billion of which relates to vehicle financing). Cendant will then
assume $4.5 billion of this debt related to ARAC as part of the
dividend of the ARAC business.
For purposes of developing the Unaudited Pro Forma Condensed Combined
Balance Sheet, Avis' assets and liabilities have been recorded at their
estimated fair market values and the excess purchase price has been
assigned to goodwill. These fair market values are based on preliminary
estimates. PHH has not performed appraisals, evaluations or other
<PAGE>
studies of the fair value of Avis' assets and liabilities. Goodwill has
been allocated to the Avis businesses retained by PHH (VMS) and
contributed through a dividend to Cendant (ARAC) based on a preliminary
assessment of the allocation of purchase price. The pro forma
adjustments as well as the allocation of purchase price may be subject
to revision once the appraisals, evaluations and other studies of the
fair value of Avis' assets and liabilities are complete. The Unaudited
Pro Forma Condensed Combined Statements of Operations exclude any
benefits that may result from the Acquisition due to synergies that may
be derived or from the elimination of duplicate efforts.
Management believes that the assumptions used provide a reasonable
basis on which to present the unaudited pro forma condensed combined
results. PHH has completed or announced other acquisitions and
dispositions which are not significant and accordingly have not been
included in the accompanying pro forma financial statements. The
Unaudited Pro Forma Condensed Combined Financial Statements may not be
indicative of the results that would have occurred if the Acquisition
had been in effect on the dates indicated or which may be obtained in
the future. The Unaudited Pro Forma Condensed Combined Financial
Statements should be read in conjunction with the historical
Consolidated Financial Statements and accompanying notes for Cendant,
PHH and Avis.
<PAGE>
UNAUDITED PRO FORMA CONDENSED COMBINED BALANCE SHEET
SEPTEMBER 30, 2000
(IN MILLIONS)
<TABLE>
<CAPTION>
PRO FORMA ADJUSTMENTS
HISTORICAL ----------------------------
--------------------- DIVIDEND PRO FORMA
PHH AVIS ACQUISITION OF ARAC COMBINED
-------- -------- ----------- ----------- ---------
<S> <C> <C> <C> <C> <C>
ASSETS
Cash and cash equivalents $ 94 $ 106 $ -- (a) $ (29)(h) $ 171
Accounts and notes receivable, net 262 884 -- (473)(h) 673
Vehicles, net-rental -- 4,010 -- (4,010)(h) --
Property and equipment, net 158 188 -- (177)(h) 169
Goodwill, net 23 1,299 201 (c) (777)(j) 746
Investment in convertible preferred equity 383 -- (383)(c) -- --
Other assets 520 770 36 (b) (303)(h) 1,023
-------- -------- -------- -------- --------
Total assets exclusive of assets under programs 1,440 7,257 (146) (5,769) 2,782
Assets under management and mortgage programs
Net investment in leases and leased vehicles -- 3,014 -- -- 3,014
Mortgage loans held for sale 1,249 -- -- -- 1,249
Mortgage servicing rights 1,575 -- -- -- 1,575
Relocation receivables 194 -- -- -- 194
-------- -------- -------- -------- --------
3,018 3,014 -- -- 6,032
-------- -------- -------- -------- --------
TOTAL ASSETS $ 4,458 $ 10,271 $ (146) $ (5,769) $ 8,814
======== ======== ======== ======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
Accounts payable and accrued liabilities $ 545 $ 987 $ (1)(e) $ (693)(h) $ 838
Vehicle debt -- 3,920 -- (3,920)(h) --
Long-term debt -- 605 -- (605)(h) --
Deferred income and other liabilities 182 701 -- (599)(h) 284
-------- -------- -------- -------- --------
Total liabilities exclusive of liabilities
under management and mortgage programs 727 6,213 (1) (5,817) 1,122
Liabilities under management and mortgage programs
Debt 2,143 2,830 690(d) -- 5,663
Deferred income taxes 320 -- -- -- 320
-------- -------- -------- -------- --------
2,463 2,830 690 -- 5,983
Preferred membership interest -- 99 -- -- 99
Commitments and contingencies
Stockholders' equity
Preferred stock -- 385 (385)(f) -- --
Common stock 512 -- -- -- 512
Additional paid in capital -- 593 (299)(g) 48(i) 342
Retained earnings 753 267 (267)(f) -- 753
Accumulated other comprehensive loss 3 (13) 13 (f) -- 3
Treasury stock -- (103) 103 (f) -- --
-------- -------- -------- -------- --------
Total stockholders' equity 1,268 1,129 (835) 48 1,610
-------- -------- -------- -------- --------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 4,458 $ 10,271 $ (146) $ (5,769) $ 8,814
======== ======== ======== ======== ========
</TABLE>
Note: Certain reclassifications have been made to the historical results of Avis
to conform with PHH's classifications.
See accompanying Notes to Unaudited Pro Forma Condensed Combined Financial
Statements.
<PAGE>
NOTES TO UNAUDITED PRO FORMA
CONDENSED COMBINED FINANCIAL STATEMENTS
(IN MILLIONS, EXCEPT PER SHARE AMOUNTS)
The accompanying Unaudited Pro Forma Condensed Combined Balance Sheet was
prepared to reflect the planned Acquisition of Avis, which will be accounted for
under the purchase method of accounting, as if it occurred on September 30,
2000. The purchase price of $967 (including expenses directly attributable to
the acquisition of $30) was based on acquiring 100 percent of the Avis common
and preferred shares outstanding, which were not already owned by PHH and
Cendant as of the assumed Acquisition date, and the purchase price as set forth
in the Agreement and Plan of Merger dated as of November 11, 2000 of $33 per
share. In addition, the accompanying Unaudited Pro Forma Condensed Combined
Balance Sheet was prepared to reflect a dividend of ARAC from PHH to Cendant
which will be made as part of the Avis acquisition. This dividend includes the
net assets of ARAC and an allocation of goodwill based on our preliminary fair
value assessment.
The following is a summary of estimated adjustments in the Unaudited Pro Forma
Condensed Combined Balance Sheet:
<TABLE>
<S> <C> <C>
(a) Estimated adjustments to cash and equivalents:
Cash paid to PHH by Cendant to fund the Acquisition $ 277
Use of available cash expected to be used to fund Acquisition (277)
--------------
Cash and cash equivalents adjustment $ -
==============
(b) Represents the estimated tax benefit from the exercise of Avis stock
options ($24) and deferred tax asset ($12) resulting primarily from the
anticipated transaction costs.
(c) Estimated adjustments to goodwill representing the excess of cost
over the fair value of the net assets acquired:
Calculation of acquisition goodwill:
Cash consideration $ 967
Fair value of net assets acquired:
Book value of Avis, adjusted for the PHH Europe transaction 1,129
Tax benefit related to the estimated payment of the net cash obligation from the
cancellation of Avis stock options 24
Elimination of Avis goodwill (1,299)
Deferred income tax assets 12
--------------
Fair value of identifiable net assets acquired (134)
--------------
Carrying value of PHH's current preferred ownership in Avis 383
Transfer of Cendant's investment in Avis to PHH 16
--------------
Acquisition goodwill $ 1,500
==============
Calculation of goodwill acquisition adjustment:
Acquisition goodwill $ 1,500
Avis goodwill, adjusted for the disposition of PHH Europe (1,299)
--------------
Goodwill acquisition adjustment $ 201
==============
(d) Represents estimated acquisition borrowings for the purchase of
outstanding shares ($690). The Acquisition will be financed through a
combination of PHH acquisition debt ($690) and a non-interest bearing
intercompany loans from Cendant ($277).
(e) Estimated adjustments to accounts payable and accrued liabilities:
Non-interest bearing intercompany loans from Cendant (see note d) $ 277
Contribution of Cendant's net investment in Avis 16
Contribution of equity through the capitalization of the intercompany loans
owed to Cendant (294)
--------------
Accounts payable and accrued liability adjustment $ (1)
==============
(f) The elimination of equity balances of Avis.
</TABLE>
<PAGE>
<TABLE>
<S> <C> <C>
(g) Estimated adjustments to additional paid in capital:
Elimination of Avis pre-acquisition paid in capital $ (593)
Equity contribution from Cendant (see note e) 294
--------------
Total estimated adjustments to additional paid in capital $ (299)
==============
(h) Represents the respective balance sheet accounts of ARAC at September
30, 2000, including an allocation of intercompany amounts due from ARAC
and $225 of liabilities related to Avis deferred income taxes.
(i) Dividend to Cendant of net liabilities of ARAC.
(j) Represents preliminary estimate of goodwill associated with ARAC business.
</TABLE>
<PAGE>
UNAUDITED PRO FORMA CONDENSED COMBINED STATEMENT OF INCOME
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2000
(IN MILLIONS)
<TABLE>
<CAPTION>
PRO FORMA ADJUSTMENTS
---------------------
PHH AVIS DIVIDEND PRO FORMA
HISTORICAL ADJUSTED(1) ACQUISITION OF ARAC(e) COMBINED
---------- --------- ------------ ---------- ---------
<S> <C> <C> <C> <C> <C>
REVENUES
Service fees, net $ 638 $ 113 $ (41)(a) $ -- $ 710
Vehicle rental -- 1,989 -- (1,989) --
Vehicle leasing -- 111 -- -- 111
Other 21 5 (14)(b) -- 12
------- ------- ------- ------- -------
Net revenues 659 2,218 (55) (1,989) 833
EXPENSES
Direct operating 352 716 -- (716) 352
Vehicle depreciation and lease charges -- 511 -- (511) --
Selling, general, and administrative 64 482 -- (355) 191
Interest, net -- 229 -- (220) 9
Non-vehicle depreciation and amortization 31 56 4 (c) (38) 53
Other unusual charges 1 -- -- -- 1
------- ------- ------- ------- -------
Total expenses 448 1,994 4 (1,840) 606
INCOME BEFORE INCOME TAXES 211 224 (59) (149) 227
Provision (benefit) for income taxes 84 105 (21)(d) (70) 98
------- ------- ------- ------- -------
INCOME FROM CONTINUING OPERATIONS $ 127 $ 119 $ (38) $ (79) $ 129
======= ======= ======= ======= =======
</TABLE>
(1) See Supplemental Unaudited Pro Forma Condensed Statement of Operations of
Avis, included elsewhere herein.
See accompanying Notes to Unaudited Pro Forma Condensed Combined Financial
Statements.
<PAGE>
NOTES TO UNAUDITED PRO FORMA
CONDENSED COMBINED FINANCIAL STATEMENTS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2000
(IN MILLIONS)
The following is a summary of estimated adjustments in the Unaudited Pro Forma
Condensed Combined Statement of Operations:
(a) Interest cost ($41) on the acquisition financing computed based on
PHH's estimated cost of debt of approximately 8 percent pretax (a rate
which is currently available). For every 1/8% (0.125 basis points)
change in the assumed interest rate for the borrowings, there would be
a $.4 reduction on the pro forma combined net earnings. The pro forma
interest expense is based on the incremental debt incurred by PHH of
approximately $690.
(b) Elimination of PHH's earnings attributable to its investment in Avis.
(c) Amortization of goodwill generated on the excess of fair value over the
net assets acquired on a straight line basis over 40 years, net of
reversal of Avis' amortization of pre-acquisition goodwill.
(d) Represents the income tax effect of the pro forma adjustments at an
estimated statutory rate of 37.5% (not including adjustments for
non-deductible goodwill).
(e) The dividend of ARAC to Cendant was assumed to occur on January 1, 1999
for purposes of preparing the Unaudited Pro Forma Condensed Combined
Statement of Operations. As such, ARAC's results of operations have
been excluded from these pro forma financial statements.
<PAGE>
UNAUDITED PRO FORMA CONDENSED COMBINED STATEMENT OF INCOME
FOR THE YEAR ENDED DECEMBER 31, 1999
(IN MILLIONS)
<TABLE>
<CAPTION>
PRO FORMA ADJUSTMENTS
-------------------------
PHH AVIS DIVIDEND PRO FORMA
HISTORICAL ADJUSTED(1) ACQUISITION OF ARAC(e) COMBINED
---------- ----------- ----------- ---------- ---------
<S> <C> <C> <C> <C> <C>
REVENUES
Service fees, net $ 805 $ 63 $ (55)(a) $ -- $ 813
Vehicle rental -- 2,501 -- (2,501) --
Vehicle leasing -- 76 -- -- 76
Other 25 7 (9)(b) -- 23
------- ------- ------- ------- -------
Net revenues 830 2,647 (64) (2,501) 912
EXPENSES
Direct operating 425 957 -- (957) 425
Vehicle depreciation and lease charges -- 667 -- (667) --
Selling, general, and administrative 75 540 -- (463) 152
Interest, net -- 241 -- (235) 6
Non-vehicle depreciation and amortization 36 54 5 (c) (47) 48
Other charges -- -- -- -- --
------- ------- ------- ------- -------
Total expenses 536 2,459 5 (2,369) 631
INCOME BEFORE INCOME TAXES 294 188 (69) (132) 281
Provision (benefit) for income taxes 112 90 (24)(d) (69) 109
------- ------- ------- ------- -------
INCOME FROM CONTINUING OPERATIONS $ 182 $ 98 $ (45) $ (63) $ 172
======= ======= ======= ======= =======
</TABLE>
(1) See Supplemental Unaudited Pro Forma Condensed Statement of Operations of
Avis, included elsewhere herein.
See accompanying Notes to Unaudited Pro Forma Condensed Combined Financial
Statements.
<PAGE>
NOTES TO UNAUDITED PRO FORMA
CONDENSED COMBINED FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 1999
(IN MILLIONS)
The following is a summary of the estimated adjustments in the Unaudited Pro
Forma Condensed Combined Statement of Operations:
(a) Interest cost ($55) on the acquisition financing computed based on
PHH's estimated cost of debt of approximately 8 percent pretax (a rate
which is currently available). For every 1/8% (0.125 basis points)
change in the assumed interest rate for the borrowings, there would be
a $.6 reduction on the pro forma combined net earnings. The pro forma
interest expense is based on the incremental debt incurred by PHH of
approximately $690.
(b) Elimination of PHH's earnings attributable to its investment in Avis.
(c) Amortization of goodwill generated on the excess of fair value over the
net assets acquired on a straight line basis over 40 years, net of
reversal of Avis' amortization of pre-acquisition goodwill.
(d) Represents the income tax effect of the pro forma adjustments at an
estimated statutory rate of 37.5% (not including adjustments for
non-deductible goodwill).
(e) The dividend of ARAC to Cendant was assumed to occur on January 1, 1999
for purposes of preparing the Unaudited Pro Forma Condensed Combined
Statement of Operations. As such, ARAC's results of operations have
been excluded from these pro forma financial statements.
<PAGE>
AVIS SUPPLEMENTAL PRO FORMA FINANCIAL INFORMATION
The accompanying Unaudited Pro Forma Condensed Statements of
Operations were prepared to reflect the historical consolidated
financial statements of Avis adjusted to reflect the PHH Europe
Transaction as set forth in the accompanying Notes to the Avis
Supplemental Unaudited Pro Forma Condensed Statements of
Operations. Avis will receive an annual license fee in
connection with the PHH Europe Transaction for the license of
the PHH fleet management technology, PHH interactive. Avis
utilized the proceeds of the PHH Europe Transaction to reduce
Avis' indebtedness and pay transaction costs.
<PAGE>
SUPPLEMENTAL UNAUDITED PRO FORMA CONDENSED
STATEMENT OF OPERATIONS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2000
(IN MILLIONS)
<TABLE>
<CAPTION>
HISTORICAL PHH EUROPE PRO FORMA ADJUSTED
AVIS TRANSACTION(a) ADJUSTMENTS AVIS
---------- -------------- ----------- --------
<S> <C> <C> <C> <C>
REVENUES
Service fees, net $ 199 $ (86) $ -- $ 113
Vehicle rental 1,989 -- -- 1,989
Vehicle leasing and other fees 123 (12) -- 111
Other -- -- 5 (b) 5
------ ------ ------ ------
Net revenues 2,311 (98) 5 2,218
EXPENSES
Direct operating 716 -- -- 716
Vehicle depreciation and lease charges 511 -- -- 511
Selling, general, and administrative 538 (56) -- 482
Interest, net 287 -- (58)(c) 229
Depreciation and amortization 71 (12) (3)(d) 56
------ ------ ------ ------
Total expenses 2,123 (68) (61) 1,994
INCOME BEFORE INCOME TAXES 188 (30) 66 224
Provision (benefit) for income taxes 83 (3) 25 (e) 105
------ ------ ------ ------
INCOME (LOSS) FROM CONTINUING OPERATIONS $ 105 $ (27) $ 41 $ 119
====== ====== ====== ======
</TABLE>
Note: Certain reclassifications have been made to the historical results of Avis
to conform with PHH's classifications.
See accompanying Notes to Supplemental Unaudited Pro Forma Condensed
Financial Statements.
<PAGE>
SUPPLEMENTAL UNAUDITED PRO FORMA CONDENSED
STATEMENT OF OPERATIONS
FOR THE YEAR ENDED DECEMBER 31, 1999
(IN MILLIONS)
<TABLE>
<CAPTION>
HISTORICAL PHH EUROPE PRO FORMA ADJUSTED
AVIS TRANSACTION(a) ADJUSTMENTS AVIS
---------- -------------- ----------- --------
<S> <C> <C> <C> <C>
REVENUES
Service fees, net $ 139 $ (76) $ -- $ 63
Vehicle rental 2,501 -- -- 2,501
Vehicle leasing and other fees 85 (9) -- 76
Other -- -- 7 (b) 7
------ ------ ------ ------
Net revenues 2,725 (85) 7 2,647
EXPENSES
Direct operating 957 -- -- 957
Vehicle depreciation and lease charges 667 -- -- 667
Selling, general, and administrative 582 (42) -- 540
Interest, net 288 -- (47)(c) 241
Depreciation and amortization 65 (8) (3)(d) 54
------ ------ ------ ------
Total expenses 2,559 (50) (50) 2,459
INCOME BEFORE INCOME TAXES 166 (35) 57 188
Provision (benefit) for income taxes 73 (4) 21 (e) 90
------ ------ ------ ------
INCOME (LOSS) FROM CONTINUING OPERATIONS $ 93 $ (31) $ 36 $ 98
====== ====== ====== ======
</TABLE>
Note: Certain reclassifications have been made to the historical results of Avis
to conform with PHH's classifications.
See accompanying Notes to Supplemental Unaudited Pro Forma Condensed
Financial Statements.
<PAGE>
NOTES TO SUPPLEMENTAL UNAUDITED PRO FORMA
CONDENSED FINANCIAL STATEMENTS
(IN MILLIONS)
The following is a summary of estimated adjustments to the Avis Pro Forma
Financial Statements:
(a) Represents the adjustment to remove the results of operations of PHH
Europe for the period July 1, 1999 to December 31, 1999 and for the nine
months ended September 30, 2000.
(b) Fleet management technology fee income and the equity in the earnings of
the joint venture formed pursuant to the PHH Europe Transaction for the
period July 1, 1999 to December 31, 1999 and for the nine months ended
September 30, 2000, net of amortization of the excess of cost over the
assets acquired.
(c) Interest reduction as a result of the retirement of Avis acquisition debt
and revolving credit facilities related to the application of proceeds of
$1,053 from the PHH Europe Transaction.
(d) Decrease in amortization expense relating to goodwill generated from the
PHH Europe Transaction, net of reversal of PHH Europe goodwill.
(e) Represents the income tax effect of the pro forma adjustments at an
estimated statutory rate of 39% (not including adjustments for
non-deductible goodwill).
<PAGE>
CENDANT CORPORATION TO ACQUIRE OUTSTANDING
AVIS GROUP SHARES FOR $33.00 PER SHARE IN CASH
NEW YORK AND GARDEN CITY, NY, NOVEMBER 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 EPS 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).
<PAGE>
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.
Media Contacts: Investor Contacts:
Cendant Corporation Cendant Corporation
Elliot Bloom Denise Gillen 212-413-1833
212-413-1832 Sam Levenson 212-413-1834
Avis Group Holdings, Inc. Avis Group Holdings, Inc.
David Fluhrer Elizabeth Logler
516-222-3230 516-222-4795
