2006 | 2005 | % change | ||||||||||
Revenue |
$ | 1,903 | $ | 2,043 | (7 | %) | ||||||
EBITDA |
$ | 306 | $ | 393 | (22 | %) | ||||||
2006 | 2005 | % change | ||||||||||
Revenue |
$ | 421 | $ | 367 | 15 | % | ||||||
EBITDA |
$ | 77 | $ | 100 | (23 | %) | ||||||
2006 | 2005 | % change | ||||||||||
Revenue |
$ | 479 | $ | 436 | 10 | % | ||||||
EBITDA |
$ | 84 | $ | 73 | 15 | % | ||||||
2
2006 | 2005 | % change | ||||||||||
Revenue |
$ | 1,439 | $ | 1,312 | 10 | % | ||||||
EBITDA |
$ | 111 | $ | 128 | (13 | %) | ||||||
| Completion of Spin-Offs We have completed the spin-offs of Realogy and Wyndham Worldwide in tax-free distributions to the Companys shareholders. Realogy and Wyndham Worldwide are now independent, publicly-traded companies listed on the New York Stock Exchange under the ticker symbols H and WYN, respectively. As a result, Cendant will classify Realogy and Wyndham Worldwide as discontinued operations when it reports its third quarter results. | |
| Sale of Travelport We agreed to sell Travelport to an affiliate of The Blackstone Group for $4.3 billion in cash and confirmed that the net proceeds (after taxes, fees and expenses, and retirement of Travelport borrowings) from such sale will be used to reduce the initial indebtedness of Realogy and Wyndham Worldwide. The sale is expected to close this month. | |
| Repayment of Corporate Debt In connection with our separation plan, we repurchased approximately $2.5 billion aggregate principal amount under our 6.25% Senior Notes due 2008 and 2010, 7.375% Senior Notes due 2013, and 7.125% Senior Notes due 2015. We also pre-funded the payment of $950 million under our 4.89% and 6 7/8% Notes Due 2006 and repaid amounts outstanding under our $2.0 billion revolving credit facility. | |
| Cendant Name Change and Reverse Stock Split We have submitted several proposals to be voted upon at our annual stockholders meeting scheduled for August 29, 2006, including one to change Cendants name to Avis Budget Group, Inc. and another to authorize a 1-for-10 reverse stock split of Cendants common stock. If approved, these proposals are expected to become effective on September 5, 2006 and at such time we expect that our New York Stock Exchange ticker symbol will be changed to CAR. | |
| Discontinued Operations Income from discontinued operations includes results of the Companys Travelport unit and, in prior periods, results of operations of the |
3
Companys former Marketing Services Division, Wright Express fuel card business, and fleet and appraisal units, all of which have been disposed. In addition, the loss on disposal of discontinued operations in second quarter 2006 includes a previously announced, non-cash impairment charge of approximately $1.0 billion in connection with the sale of Travelport. |
| Separation Costs Second quarter 2006 EBITDA includes separation costs of $49 million, including $42 million recorded in Corporate and Other, $2 million recorded in Realogy, $2 million recorded in Hospitality Services, $2 million recorded in Timeshare Resorts and $1 million recorded in Avis Budget. These costs consist primarily of legal, accounting, other professional and consulting fees, and employee costs. | |
| Foreign Tax Accrual Second quarter 2006 results include a previously announced $36 million pretax accrual for foreign taxes related to Wyndham Worldwides European vacation rental operations. $25 million of this accrual is recorded in the segment results for Hospitality Services and $11 million is recorded as interest expense, below EBITDA. | |
| Free Cash Flow Free cash flow in second quarter 2006 is not comparable to second quarter 2005 due to the impact of the repayment of certain vehicle related debt using the proceeds from the $1.875 billion of corporate borrowings completed in April 2006. See Table 7. |
($ millions) | 2005(1) | 2006E (1) (2) | ||||||
Revenue |
$5,316 | $5,600 5,800 | ||||||
EBITDA |
$497 | $400 440 | ||||||
Corporate interest expense, net |
141 | 140 145 | ||||||
EBITDA less corporate interest expense |
356 | 260 295 | ||||||
Non-vehicle depreciation and amortization |
98 | 90 100 | ||||||
Pretax income |
$258 | $165 200 | ||||||
4
5
6
7
Second Quarter | ||||||||||||
2006 | 2005 | % Change | ||||||||||
Income Statement Items |
||||||||||||
Net Revenues |
$ | 4,257 | $ | 4,170 | 2 | % | ||||||
Pretax Income (A) |
277 | 505 | (45 | %) | ||||||||
Income from Continuing Operations |
174 | 316 | (45 | %) | ||||||||
EPS from Continuing Operations (diluted) |
0.17 | 0.29 | (41 | %) | ||||||||
Cash Flow Items |
||||||||||||
Net Cash Provided by Operating Activities |
$ | 724 | $ | 869 | ||||||||
Free Cash Flow (B) |
(1,488 | ) | 549 | |||||||||
Payments Made for Current Period
Acquisitions, Net of Cash Acquired |
(66 | ) | (56 | ) | ||||||||
Net Borrowings |
1,838 | (45 | ) | |||||||||
Net Repurchases of Common Stock |
14 | (158 | ) | |||||||||
Payment of Dividends |
| (96 | ) | |||||||||
As of | As of | |||||||||||
June 30, 2006 | December 31, 2005 | |||||||||||
Balance Sheet Items |
||||||||||||
Total Corporate and Other Debt |
$ | 3,694 | $ | 3,578 | ||||||||
Total Avis Budget Car Rental Corporate Debt |
1,875 | | ||||||||||
Cash and Cash Equivalents |
441 | 730 | ||||||||||
Total Stockholders Equity |
10,501 | 11,291 | ||||||||||
Segment Results
|
||||||||||||
Second Quarter | ||||||||||||
2006 | 2005 | % Change | ||||||||||
Net Revenues |
||||||||||||
Realogy (formerly known as Real Estate Services) |
$ | 1,903 | $ | 2,043 | (7 | %) | ||||||
Hospitality Services |
421 | 367 | 15 | % | ||||||||
Timeshare Resorts |
479 | 436 | 10 | % | ||||||||
Wyndham Worldwide |
900 | 803 | 12 | % | ||||||||
Avis Budget Group (formerly known as Vehicle Rental) (C) |
1,439 | 1,312 | 10 | % | ||||||||
Total Core Operating Segments |
4,242 | 4,158 | 2 | % | ||||||||
Corporate and Other |
15 | 12 | * | |||||||||
Cendant Corporation |
$ | 4,257 | $ | 4,170 | 2 | % | ||||||
EBITDA (D) |
||||||||||||
Realogy (formerly known as Real Estate Services) |
$ | 306 | $ | 393 | (22 | %) | ||||||
Hospitality Services |
77 | 100 | (23 | %) | ||||||||
Timeshare Resorts |
84 | 73 | 15 | % | ||||||||
Wyndham Worldwide |
161 | 173 | (7 | %) | ||||||||
Avis Budget Group (formerly known as Vehicle Rental) |
111 | 128 | (13 | %) | ||||||||
Total Core Operating Segments |
578 | 694 | (17 | %) | ||||||||
Corporate and Other |
(95 | ) | (35 | ) | * | |||||||
Cendant Corporation |
$ | 483 | $ | 659 | (27 | %) | ||||||
Reconciliation of EBITDA to Pretax Income |
||||||||||||
Total Company EBITDA |
$ | 483 | $ | 659 | ||||||||
Less: Non-program related depreciation and amortization |
94 | 85 | ||||||||||
Non-program related interest expense, net |
110 | 66 | ||||||||||
Amortization of pendings and listings |
2 | 3 | ||||||||||
Pretax Income (A) |
$ | 277 | $ | 505 | (45 | %) | ||||||
* | Not meaningful. | |
(A) | Referred to as Income before income taxes and minority interest on the Consolidated Condensed Statements of Income presented on Table 2. See Table 2 for a reconciliation of Pretax Income to Net Income (loss). | |
(B) | See Table 8 for a description of Free Cash Flow and Table 7 for the underlying calculations. | |
(C) | For comparability purposes, 2005 vehicle rental revenue has been grossed-up by $88 million to reflect a change in accounting presentation during fourth quarter 2005 to be consistent with industry competitors. This change had no impact on EBITDA. | |
(D) | See Table 8 for a description of EBITDA. |
Six Months Ended June 30, | ||||||||||||
2006 | 2005 | % Change | ||||||||||
Income Statement Items |
||||||||||||
Net Revenues |
$ | 7,834 | $ | 7,580 | 3 | % | ||||||
Pretax Income (A) |
420 | 609 | (31 | %) | ||||||||
Income from Continuing Operations |
255 | 358 | (29 | %) | ||||||||
EPS from Continuing Operations (diluted) |
0.25 | 0.33 | (24 | %) | ||||||||
Cash Flow Items |
||||||||||||
Net Cash Provided by Operating Activities |
$ | 754 | $ | 1,264 | ||||||||
Free Cash Flow (B) |
(1,763 | ) | 626 | |||||||||
Payments Made for Current Period
Acquisitions, Net of Cash Acquired |
(180 | ) | (87 | ) | ||||||||
Net Borrowings |
2,051 | 576 | ||||||||||
Net Repurchases of Common Stock |
(207 | ) | (269 | ) | ||||||||
Payment of Dividends |
(113 | ) | (192 | ) | ||||||||
As of | As of | |||||||||||
June 30, 2006 | December 31, 2005 | |||||||||||
Balance Sheet Items |
||||||||||||
Total Corporate and Other Debt |
$ | 3,694 | $ | 3,578 | ||||||||
Total Avis Budget Car Rental Corporate Debt |
1,875 | | ||||||||||
Cash and Cash Equivalents |
441 | 730 | ||||||||||
Total Stockholders Equity |
10,501 | 11,291 |
Six Months Ended June 30, | ||||||||||||
2006 | 2005 | % Change | ||||||||||
Net Revenues |
||||||||||||
Realogy (formerly known as Real Estate Services) |
$ | 3,329 | $ | 3,452 | (4 | %) | ||||||
Hospitality Services |
830 | 762 | 9 | % | ||||||||
Timeshare Resorts |
886 | 805 | 10 | % | ||||||||
Wyndham Worldwide |
1,716 | 1,567 | 10 | % | ||||||||
Avis Budget Group (formerly known as Vehicle Rental) (C) |
2,758 | 2,477 | 11 | % | ||||||||
Total Core Operating Segments |
7,803 | 7,496 | 4 | % | ||||||||
Mortgage Services |
| 46 | * | |||||||||
Corporate and Other |
31 | 38 | * | |||||||||
Cendant Corporation |
$ | 7,834 | $ | 7,580 | 3 | % | ||||||
EBITDA (D) |
||||||||||||
Realogy (formerly known as Real Estate Services) |
$ | 427 | $ | 554 | (23 | %) | ||||||
Hospitality Services |
194 | 225 | (14 | %) | ||||||||
Timeshare Resorts |
151 | 113 | 34 | % | ||||||||
Wyndham Worldwide |
345 | 338 | 2 | % | ||||||||
Avis Budget Group (formerly known as Vehicle Rental) |
166 | 194 | (14 | %) | ||||||||
Total Core Operating Segments |
938 | 1,086 | (14 | %) | ||||||||
Mortgage Services |
| (181 | ) | * | ||||||||
Corporate and Other |
(158 | ) | (72 | ) | * | |||||||
Cendant Corporation |
$ | 780 | $ | 833 | (6 | %) | ||||||
Reconciliation of EBITDA to Pretax Income |
||||||||||||
Total Company EBITDA |
$ | 780 | $ | 833 | ||||||||
Less: Non-program related depreciation and amortization |
183 | 172 | ||||||||||
Non-program related interest expense, net |
168 | 46 | ||||||||||
Amortization of pendings and listings |
9 | 6 | ||||||||||
Pretax Income (A) |
$ | 420 | $ | 609 | (31 | %) | ||||||
* | Not meaningful. | |
(A) | Referred to as Income before income taxes and minority interest on the Consolidated Condensed Statements of Income presented on Table 2. See Table 2 for a reconciliation of Pretax Income to Net Income (loss). | |
(B) | See Table 8 for a description of Free Cash Flow and Table 7 for the underlying calculations. | |
(C) | For comparability purposes, 2005 vehicle rental revenue has been grossed-up by $165 million to reflect a change in accounting presentation during fourth quarter 2005 to be consistent with industry competitors. This change had no impact on EBITDA. | |
(D) | See Table 8 for a description of EBITDA. |
Three Months Ended | Six Months Ended | |||||||||||||||
June 30, | June 30, | |||||||||||||||
2006 | 2005 | 2006 | 2005 | |||||||||||||
Revenues |
||||||||||||||||
Service fees and membership, net |
$ | 2,813 | $ | 2,847 | $ | 5,064 | $ | 5,060 | ||||||||
Vehicle-related |
1,439 | 1,312 | 2,758 | 2,477 | ||||||||||||
Other |
5 | 11 | 12 | 43 | ||||||||||||
Net revenues |
4,257 | 4,170 | 7,834 | 7,580 | ||||||||||||
Expenses |
||||||||||||||||
Operating |
2,602 | 2,539 | 4,825 | 4,647 | ||||||||||||
Vehicle depreciation, lease charges and interest, net |
439 | 373 | 860 | 697 | ||||||||||||
Marketing and reservation |
359 | 321 | 683 | 617 | ||||||||||||
General and administrative |
324 | 276 | 599 | 564 | ||||||||||||
Non-program related depreciation and amortization |
94 | 85 | 183 | 172 | ||||||||||||
Non-program related interest expense, net |
110 | 66 | 168 | 46 | ||||||||||||
Acquisition and integration related costs: |
||||||||||||||||
Amortization of pendings and listings |
2 | 3 | 9 | 6 | ||||||||||||
Other |
1 | 1 | 2 | 2 | ||||||||||||
Separation costs (A) |
49 | | 85 | | ||||||||||||
Restructuring and transaction-related charges |
| 1 | | 40 | ||||||||||||
Valuation charge associated with PHH spin-off |
| | | 180 | ||||||||||||
Total expenses |
3,980 | 3,665 | 7,414 | 6,971 | ||||||||||||
Income before income taxes and minority interest |
277 | 505 | 420 | 609 | ||||||||||||
Provision for income taxes |
103 | 188 | 164 | 249 | ||||||||||||
Minority interest, net of tax |
| 1 | 1 | 2 | ||||||||||||
Income from continuing operations |
174 | 316 | 255 | 358 | ||||||||||||
Income from discontinued operations, net of tax (B) |
53 | 67 | 106 | 81 | ||||||||||||
Gain (loss) on disposal of discontinued operations, net of tax: |
(981 | ) | 4 | (981 | ) | (133 | ) | |||||||||
Income (loss) before cumulative effect of accounting changes |
(754 | ) | 387 | (620 | ) | 306 | ||||||||||
Cumulative effect of accounting changes, net of tax (C) |
| | (64 | ) | | |||||||||||
Net income (loss) |
$ | (754 | ) | $ | 387 | $ | (684 | ) | $ | 306 | ||||||
Earnings per share |
||||||||||||||||
Basic |
||||||||||||||||
Income from continuing operations |
$ | 0.17 | $ | 0.30 | $ | 0.25 | $ | 0.34 | ||||||||
Income from discontinued operations |
0.06 | 0.07 | 0.11 | 0.08 | ||||||||||||
Gain (loss) on disposal of discontinued operations |
(0.98 | ) | | (0.98 | ) | (0.13 | ) | |||||||||
Cumulative effect of accounting changes |
| | (0.06 | ) | | |||||||||||
Net income (loss) |
$ | (0.75 | ) | $ | 0.37 | $ | (0.68 | ) | $ | 0.29 | ||||||
Diluted |
||||||||||||||||
Income from continuing operations |
$ | 0.17 | $ | 0.29 | $ | 0.25 | $ | 0.33 | ||||||||
Income from discontinued operations |
0.05 | 0.07 | 0.11 | 0.08 | ||||||||||||
Gain (loss) on disposal of discontinued operations |
(0.97 | ) | | (0.97 | ) | (0.13 | ) | |||||||||
Cumulative effect of accounting changes |
| | (0.06 | ) | | |||||||||||
Net income (loss) |
$ | (0.75 | ) | $ | 0.36 | $ | (0.67 | ) | $ | 0.28 | ||||||
Weighted average shares outstanding |
||||||||||||||||
Basic |
1,002 | 1,050 | 1,004 | 1,052 | ||||||||||||
Diluted |
1,011 | 1,072 | 1,014 | 1,075 |
(A) | Represents costs we incurred in connection with the execution of our plan to separate Cendant into four independent companies. For the three months ended June 30, 2006, the Company incurred $42 million, $2 million, $2 million, $2 million and $1 million of such costs within Corporate and Other, Realogy, Timeshare, Hospitality Services and Avis Budget Group, respectively. For the six months ended June 30, 2006, the Company incurred $75 million, $4 million, $2 million, $2 million and $2 million of such costs within Corporate and Other, Realogy, Timeshare, Hospitality Services and Avis Budget Group, respectively. | |
(B) | Includes the results of operations of the Companys (i) Travelport business, the sale of which is anticipated to close in August 2006, (ii) former Marketing Services division, which was disposed of in October 2005, (iii) former fuel card business, Wright Express Corporation, which was disposed of in February 2005 and (iv) former fleet leasing and appraisal businesses which were spun-off in January 2005. | |
(C) | Represents non-cash charges to reflect the cumulative effect of adopting (i) Statement of Financial Accounting Standards (SFAS) No. 152, ''Accounting for Real Estate Time-Sharing Transactions, and American Institute of Certified Public Accountants Statement of Position No. 04-2, ''Accounting for Real Estate Time-Sharing Transactions on January 1, 2006, which resulted in a non-cash charge of $65 million, after tax, and (ii) SFAS No. 123R, ''Share-Based Payment, on January 1, 2006, which resulted in a non-cash credit of $1 million, after tax. |
Second Quarter | ||||||||||||
2006 | 2005 | % Change | ||||||||||
REALOGY SEGMENT |
||||||||||||
Real Estate Franchise |
||||||||||||
Closed Sides |
439,914 | 521,471 | (16 | %) | ||||||||
Average Price |
$ | 233,457 | $ | 221,737 | 5 | % | ||||||
Royalty Revenue (A) |
$ | 128,233 | $ | 141,553 | (9 | %) | ||||||
Total Revenue (A) |
$ | 158,035 | $ | 160,366 | (1 | %) | ||||||
Real Estate Brokerage |
||||||||||||
Closed Sides |
117,799 | 135,173 | (13 | %) | ||||||||
Average Price |
$ | 492,809 | $ | 470,404 | 5 | % | ||||||
Net Revenue from Real Estate Transactions |
$ | 1,485,603 | $ | 1,638,710 | (9 | %) | ||||||
Total Revenue |
$ | 1,501,245 | $ | 1,654,855 | (9 | %) | ||||||
Cartus (formerly Relocation) |
||||||||||||
Transaction Volume |
26,771 | 28,655 | (7 | %) | ||||||||
Total Revenue |
$ | 131,333 | $ | 135,108 | (3 | %) | ||||||
Title Resource Group
(formerly Settlement Services) (B) |
||||||||||||
Purchase Title and Closing Units |
47,163 | 42,954 | 10 | % | ||||||||
Refinance Title and Closing Units |
10,639 | 12,776 | (17 | %) | ||||||||
Total Revenue |
$ | 112,837 | $ | 92,312 | 22 | % | ||||||
HOSPITALITY SERVICES SEGMENT |
||||||||||||
Lodging (C) |
||||||||||||
RevPAR |
$ | 36.97 | $ | 31.91 | 16 | % | ||||||
Weighted Average Rooms Available |
531,019 | 511,998 | 4 | % | ||||||||
Royalty, Marketing and Reservation Revenue |
$ | 125,409 | $ | 104,281 | 20 | % | ||||||
Total Revenue |
$ | 176,368 | $ | 128,953 | 37 | % | ||||||
Vacation Exchange and Rental |
||||||||||||
Average Number of Exchange Subscribers |
3,327,129 | 3,185,419 | 4 | % | ||||||||
Subscriber Related Revenue |
$ | 152,316 | $ | 148,735 | 2 | % | ||||||
European Cottage Weeks Sold |
256,860 | 246,002 | 4 | % | ||||||||
Total Revenue |
$ | 244,525 | $ | 237,966 | 3 | % | ||||||
TIMESHARE RESORTS SEGMENT |
||||||||||||
Tours |
273,343 | 250,231 | 9 | % | ||||||||
Total Revenue |
$ | 479,285 | $ | 436,183 | 10 | % | ||||||
AVIS BUDGET GROUP SEGMENT |
||||||||||||
Car |
||||||||||||
Rental Days (000s) |
26,526 | 25,809 | 3 | % | ||||||||
Time and Mileage Revenue per Day |
$ | 39.30 | $ | 36.13 | 9 | % | ||||||
Total Car Revenue (D) |
$ | 1,309,575 | $ | 1,165,574 | 12 | % | ||||||
Truck |
||||||||||||
Total Truck Revenue (D) |
$ | 129,543 | $ | 146,513 | (12 | %) |
(A) | Excludes $96 million and $110 million of intercompany royalties paid primarily by our NRT real estate brokerage business during second quarter 2006 and 2005, respectively. | |
(B) | The 2006 amounts include Texas American Title Company, which we acquired on January 6, 2006. Therefore, the revenue and driver amounts for 2006 are not presented on a comparable basis to the 2005 amounts. On a comparable basis (excluding Texas American Title Company from the 2006 amounts), Purchase Title and Closing Units and Refinance Title and Closing Units would have decreased 10% and 19%, respectively. | |
(C) | The 2006 amounts include Wyndham hotel brand and franchise system, which we acquired on October 11, 2005. Therefore, the revenue and driver amounts for 2006 are not presented on a comparable basis to the 2005 amounts. On a comparable basis (excluding Wyndham from the 2006 amounts), RevPAR would have increased 10% and Weighted Average Rooms Available would have decreased 1%. | |
(D) | For comparability purposes, 2005 vehicle rental revenue has been grossed-up by $88 million to reflect a change in accounting presentation adopted during fourth quarter 2005 to be consistent with industry competitors. |
As of | As of | |||||||
June 30, 2006 | December 31, 2005 | |||||||
Assets |
||||||||
Current assets: |
||||||||
Cash and cash equivalents |
$ | 0.4 | $ | 0.7 | ||||
Assets of discontinued operations |
6.3 | 6.9 | ||||||
Other current assets |
2.5 | 2.0 | ||||||
Total current assets |
9.2 | 9.6 | ||||||
Property and equipment, net |
1.2 | 1.3 | ||||||
Goodwill |
8.1 | 7.9 | ||||||
Other non-current assets |
3.0 | 2.9 | ||||||
Total assets exclusive of assets under programs |
21.5 | 21.7 | ||||||
Assets under management programs |
13.7 | 12.4 | ||||||
Total assets |
$ | 35.2 | $ | 34.1 | ||||
Liabilities and stockholders equity |
||||||||
Current liabilities: |
||||||||
Current portion of long-term debt |
$ | 3.6 | $ | 1.0 | ||||
Liabilities of discontinued operations |
1.8 | 1.6 | ||||||
Other current liabilities |
3.9 | 3.8 | ||||||
Total current liabilities |
9.3 | 6.4 | ||||||
Long-term debt |
2.0 | 2.6 | ||||||
Other non-current liabilities |
1.2 | 1.2 | ||||||
Total liabilities exclusive of liabilities under programs |
12.5 | 10.2 | ||||||
Liabilities under management programs (*) |
12.2 | 12.6 | ||||||
Total stockholders equity |
10.5 | 11.3 | ||||||
Total liabilities and stockholders equity |
$ | 35.2 | $ | 34.1 | ||||
(*) | Liabilities under management programs includes deferred income tax liabilities of $1.8 billion and $1.7 billion as of June 30, 2006 and December 31, 2005, respectively. |
June 30, 2006 | June 30, | March 31, | December 31, | |||||||||||||||
Maturity Date | Pro forma (A) | 2006 | 2006 | 2005 | ||||||||||||||
Net Debt |
||||||||||||||||||
Corporate debt: |
||||||||||||||||||
August 2006 | 6 7/8% notes (B) |
$ | | $ | 850 | $ | 850 | $ | 850 | |||||||||
August 2006 | 4.89% notes (B) |
| 100 | 100 | 100 | |||||||||||||
January 2008 | 6 1/4% notes (C) |
30 | 799 | 798 | 798 | |||||||||||||
March 2010 | 6 1/4% notes (C) |
12 | 349 | 349 | 349 | |||||||||||||
January 2013 | 7 3/8% notes (C) |
18 | 1,192 | 1,192 | 1,192 | |||||||||||||
March 2015 | 7 1/8% notes (C) |
3 | 250 | 250 | 250 | |||||||||||||
November 2009 | Revolver borrowings (C) (D) |
| 200 | 225 | 7 | |||||||||||||
Net hedging losses (E) |
| (123 | ) | (91 | ) | (47 | ) | |||||||||||
63 | 3,617 | 3,673 | 3,499 | |||||||||||||||
Avis Budget Car Rental Corporate debt: (F) |
||||||||||||||||||
April 2012 | Floating rate term loan |
875 | 875 | | | |||||||||||||
May 2014 | Floating rate senior notes |
250 | 250 | | | |||||||||||||
May 2014 | 7 5/8% notes |
375 | 375 | | | |||||||||||||
May 2016 | 7 3/4% notes |
375 | 375 | | | |||||||||||||
1,875 | 1,875 | | | |||||||||||||||
Other
(G) |
11 | 77 | 85 | 79 | ||||||||||||||
Total Debt |
$ | 1,949 | $ | 5,569 | $ | 3,758 | $ | 3,578 | ||||||||||
(*) | Amounts presented herein exclude assets and liabilities under management programs. In addition, amounts as of March 31, 2006 and December 31, 2005 have been restated to exclude debt and cash balances related to Travelport, which is accounted for as a discontinued operation. | |
(A) | Presents our Corporate debt and Avis Budget Car Rental Corporate Debt on a pro forma basis after giving effect to (i) the repayment of certain Corporate debt, discussed in (B) and (C), below, (ii) the settlement of derivatives associated with our Corporate debt and (iii) the distributions of Realogy and Wyndham to our stockholders on July 31, 2006. | |
(B) | During July 2006, we funded the aggregate principal amount of $950 million due in August 2006 under the 6 7/8% notes and 4.89% notes. | |
(C) | In connection with the execution of our separation plan, on July 28, 2006, we repurchased approximately $2.5 billion aggregate principal under our 6 1/4% notes due in January 2008 and March 2010, 7 3/8% notes due in January 2013 and 7 1/8% notes due in March 2015 and repaid outstanding borrowings under our corporate revolving credit facility. | |
(D) | The outstanding borrowings do not include $265 million of borrowings for which our Travelport subsidiary is the primary obligor. This amount is included within liabilities of discontinued operations on our Consolidated Condensed Balance Sheet at June 30, 2006. | |
(E) | As of June 30, 2006, this balance represents $212 million of mark-to-market adjustments on current interest rate hedges, partially offset by $89 million of net gains resulting from the termination of interest rate hedges. | |
(F) | The floating rate term loan and fixed and floating rate notes were issued in April 2006 by Avis Budget Car Rental, LLC, the parent company of our vehicle rental subsidiary. The proceeds from these borrowings were utilized to repay vehicle-backed debt under management programs. | |
(G) | The pro forma amount at June 30, 2006 excludes $66 million related to Realogy and Wyndham. |
Three Months Ended | Six Months Ended | |||||||||||||||
June 30, | June 30, | |||||||||||||||
2006 | 2005 | 2006 | 2005 | |||||||||||||
Operating Activities |
||||||||||||||||
Net cash provided by operating activities exclusive of management programs |
$ | 559 | $ | 693 | $ | 357 | $ | 822 | ||||||||
Net cash provided by operating activities of management programs |
165 | 176 | 397 | 442 | ||||||||||||
Net Cash Provided by Operating Activities |
724 | 869 | 754 | 1,264 | ||||||||||||
Investing Activities |
||||||||||||||||
Property and equipment additions |
(86 | ) | (80 | ) | (148 | ) | (133 | ) | ||||||||
Net assets acquired, net of cash acquired, and acquisition-related payments |
(169 | ) | (75 | ) | (303 | ) | (127 | ) | ||||||||
Proceeds received on asset sales |
7 | 7 | 11 | 13 | ||||||||||||
Proceeds from sale of available-for-sale securities |
| | | 18 | ||||||||||||
Proceeds (payments) from disposition of businesses, net of transaction-related payments |
(9 | ) | 6 | (28 | ) | 964 | ||||||||||
Other, net |
(23 | ) | (12 | ) | (32 | ) | (1 | ) | ||||||||
Net cash provided by (used in) investing activities exclusive of management programs |
(280 | ) | (154 | ) | (500 | ) | 734 | |||||||||
Management programs: |
||||||||||||||||
(Increase) decrease in program cash |
(42 | ) | 82 | (75 | ) | (61 | ) | |||||||||
Net change in investment in vehicles |
(691 | ) | (1,079 | ) | (1,532 | ) | (2,572 | ) | ||||||||
Net change in relocation receivables |
(104 | ) | (115 | ) | (74 | ) | (118 | ) | ||||||||
Net change in mortgage servicing rights,
related derivatives and mortgage-backed
securities |
| | | 21 | ||||||||||||
Other, net |
1 | (11 | ) | (6 | ) | (20 | ) | |||||||||
(836 | ) | (1,123 | ) | (1,687 | ) | (2,750 | ) | |||||||||
Net Cash Used in Investing Activities |
(1,116 | ) | (1,277 | ) | (2,187 | ) | (2,016 | ) | ||||||||
Financing Activities |
||||||||||||||||
Proceeds from borrowings |
1,875 | 4 | 1,875 | 4 | ||||||||||||
Principal payments on borrowings |
(11 | ) | (5 | ) | (16 | ) | (44 | ) | ||||||||
Net change in short-term borrowings |
(26 | ) | (44 | ) | 192 | 616 | ||||||||||
Issuances of common stock |
14 | 71 | 36 | 191 | ||||||||||||
Repurchases of common stock |
| (229 | ) | (243 | ) | (460 | ) | |||||||||
Cash reduction due to spin-off of PHH |
| | | (259 | ) | |||||||||||
Payment of dividends |
| (96 | ) | (113 | ) | (192 | ) | |||||||||
Other, net |
(27 | ) | 1 | (30 | ) | 4 | ||||||||||
Net cash provided by (used in) financing activities exclusive of management programs |
1,825 | (298 | ) | 1,701 | (140 | ) | ||||||||||
Management programs: |
||||||||||||||||
Proceeds from borrowings |
3,217 | 3,137 | 7,011 | 6,983 | ||||||||||||
Principal payments on borrowings |
(4,541 | ) | (2,456 | ) | (7,769 | ) | (4,907 | ) | ||||||||
Net change in short-term borrowings |
61 | 223 | 104 | 184 | ||||||||||||
Other, net |
(17 | ) | (6 | ) | (22 | ) | (12 | ) | ||||||||
(1,280 | ) | 898 | (676 | ) | 2,248 | |||||||||||
Net Cash Provided by Financing Activities |
545 | 600 | 1,025 | 2,108 | ||||||||||||
Effect of changes in exchange rates on cash and cash equivalents |
| (14 | ) | | (20 | ) | ||||||||||
Cash provided by (used in) discontinued operations |
62 | 2 | 119 | (1,397 | ) | |||||||||||
Net
increase (decrease) in cash and cash equivalents |
215 | 180 | (289 | ) | (61 | ) | ||||||||||
Cash and cash equivalents, beginning of period |
226 | 226 | 730 | 467 | ||||||||||||
Cash and cash equivalents, end of period |
$ | 441 | $ | 406 | $ | 441 | $ | 406 | ||||||||
Three Months Ended | Six Months Ended | |||||||||||||||
June 30, | June 30, | |||||||||||||||
2006 | 2005 | 2006 | 2005 | |||||||||||||
Pretax income |
$ | 277 | $ | 505 | $ | 420 | $ | 609 | ||||||||
Addback of non-cash depreciation and amortization: |
||||||||||||||||
Non-program related |
94 | 85 | 183 | 172 | ||||||||||||
Pendings and listings |
2 | 3 | 9 | 6 | ||||||||||||
Addback of non-cash valuation charge associated with PHH
spin-off |
| | | 180 | ||||||||||||
Tax payments, net of refunds |
(159 | ) | (82 | ) | (251 | ) | (99 | ) | ||||||||
Working capital and other |
335 | 167 | 22 | (49 | ) | |||||||||||
Capital expenditures |
(86 | ) | (80 | ) | (148 | ) | (133 | ) | ||||||||
Free Cash
Flow before Management Programs and Stockholder Litigation Payments |
463 | 598 | 235 | 686 | ||||||||||||
Management
programs (A) (D) |
(1,951 | ) | (49 | ) | (1,966 | ) | (60 | ) | ||||||||
Stockholder litigation payments |
| | (32 | ) | | |||||||||||
Free Cash
Flow (B) |
(1,488 | ) | 549 | (1,763 | ) | 626 | ||||||||||
Current period acquisitions, net of cash acquired |
(66 | ) | (56 | ) | (180 | ) | (87 | ) | ||||||||
Payments related to prior period acquisitions |
(103 | ) | (19 | ) | (123 | ) | (40 | ) | ||||||||
Proceeds from disposition of businesses, net |
(9 | ) | 6 | (28 | ) | 964 | ||||||||||
Net repurchases of common stock |
14 | (158 | ) | (207 | ) | (269 | ) | |||||||||
Payment of dividends |
| (96 | ) | (113 | ) | (192 | ) | |||||||||
Investments
and other (C) |
29 | (1 | ) | 74 | (1,380 | ) | ||||||||||
Cash reduction due to spin-off of PHH |
| | | (259 | ) | |||||||||||
Net
borrowings (D) |
1,838 | (45 | ) | 2,051 | 576 | |||||||||||
Net
increase (decrease) in cash and cash equivalents (per Table 6) |
$ | 215 | $ | 180 | $ | (289 | ) | $ | (61 | ) | ||||||
(*) | See Table 8 for a description of Free Cash Flow. | |
(A) | Cash flows related to management programs may fluctuate significantly from period to period due to the timing of the underlying transactions. For the three months ended June 30, 2006 and 2005, the net cash flows from the activities of management programs are reflected on Table 6 as follows: (i) net cash provided by operating activities of $165 million and $176 million, respectively, (ii) net cash used in investing activities of $836 million and $1,123 million, respectively, and (iii) net cash provided by (used in) financing activities of $(1,280) million and $898 million, respectively. For the six months ended June 30, 2006 and 2005, the net cash flows from the activities of management programs are reflected on Table 6 as follows: (i) net cash provided by operating activities of $397 million and $442 million, respectively, (ii) net cash used in investing activities of $1,687 million and $2,750 million, respectively, and (iii) net cash provided by (used in) financing activities of $(676) million and $2,248 million, respectively. | |
(B) | Free cash flow amounts for the three and six months ended June 30, 2006 are not comparable to the corresponding amounts in 2005 due to the repayment of debt under management programs with proceeds generated from corporate financings of Avis Budget Car Rental, LLC, which is described in (D), below. | |
(C) | Represents net cash provided by discontinued operations, the effects of exchange rates on cash and cash equivalents, other investing and financing activities and the change in restricted cash. | |
(D) | Includes the repayment of our vehicle-related debt utilizing proceeds of $1,875 million received in connection with the issuance of $1,000 million of unsecured fixed rate notes and floating rate notes and an $875 million secured floating rate term loan under a senior credit facility by Avis Budget Car Rental, LLC, the parent company of our vehicle rental operations. |
Three Months Ended | Six Months Ended | |||||||||||||||
June 30, | June 30, | |||||||||||||||
2006 | 2005 | 2006 | 2005 | |||||||||||||
Free Cash Flow (per above) |
$ | (1,488 | ) | $ | 549 | $ | (1,763 | ) | $ | 626 | ||||||
Cash (inflows) outflows included in Free Cash Flow but
not reflected in Net Cash Provided by Operating
Activities: |
||||||||||||||||
Investing activities of management programs |
836 | 1,123 | 1,687 | 2,750 | ||||||||||||
Financing activities of management programs |
1,280 | (898 | ) | 676 | (2,248 | ) | ||||||||||
Capital expenditures |
86 | 80 | 148 | 133 | ||||||||||||
Proceeds received on asset sales |
(7 | ) | (7 | ) | (11 | ) | (13 | ) | ||||||||
Change in restricted cash |
17 | 22 | 17 | 16 | ||||||||||||
Net Cash Provided by Operating Activities (per Table 6) |
$ | 724 | $ | 869 | $ | 754 | $ | 1,264 | ||||||||
EBITDA
|
Represents income from continuing operations before non-program related depreciation and amortization, non-program related interest, amortization of pendings and listings, income taxes and minority interest. We believe that EBITDA is useful as a supplemental measure in evaluating the aggregate performance of our operating businesses. EBITDA is the measure that is used by our management, including our chief operating decision maker, to perform such evaluation, and it is a factor in measuring performance in our incentive compensation plans. It is also a component of our financial covenant calculations under our credit facilities, subject to certain adjustments. EBITDA should not be considered in isolation or as a substitute for net income or other income statement data prepared in accordance with GAAP and our presentation of EBITDA may not be comparable to similarly-titled measures used by other companies. | |
Second Quarter 2006 EPS from
Continuing Operations before
Separation and Restructuring Costs
and Wyndham Worldwide tax accrual
|
Represents second quarter 2006 EPS from Continuing Operations excluding pre-tax charges of (i) $49 million that were incurred in connection with the execution of our plan to separate Cendant into four independent companies, (ii) $14 million related to restructuring initiatives primarily within our Realogy segment and (iii) $36 million related to local taxes payable in certain international jurisdictions in our Hospitality segment. The most directly comparable GAAP measure for EPS from Continuing Operations before Separation and Restructuring Costs and Wyndham Worldwide tax accrual is EPS from Continuing Operations, which is presented in the earnings release. We exclude separation and restructuring costs and the Wyndham Worldwide tax accrual as such costs are not representative of the results of operations of our core businesses at June 30, 2006. Additionally, management believes excluding such costs presents our second quarter 2006 results on a more comparable basis to 2005, thereby providing greater transparency into the results of operations of our core businesses at June 30, 2006. | |
Free Cash Flow
|
Represents Net Cash Provided by Operating Activities adjusted to include the cash inflows and outflows relating to (i) capital expenditures, (ii) the investing and financing activities of our management programs, (iii) asset sales and (iv) the change in restricted cash. We believe that Free Cash Flow is useful to management and the Companys investors in measuring the cash generated by the Company that is available to be used to repurchase stock, repay debt obligations, pay dividends and invest in future growth through new business development activities or acquisitions. Free Cash Flow should not be construed as a substitute in measuring operating results or liquidity, and our presentation of Free Cash Flow may not be comparable to similarly titled measures used by other companies. A reconciliation of Free Cash Flow to the appropriate measure recognized under GAAP (Net Cash Provided by Operating Activities) is presented in Table 7, which accompanies this press release. |