EX-99 12 a2072306zex-99.txt EXHIBIT 99 EXHIBIT 99 PRO FORMA FINANCIAL INFORMATION (UNAUDITED) The following Unaudited Pro Forma Condensed Combined Statement of Operations gives effect to Cendant's acquisitions of Avis Group Holdings, Inc. ("Avis") on March 1, 2001 and Galileo International, Inc. ("Galileo") on October 1, 2001. Transactions have been accounted for under the purchase method of accounting. The Unaudited Pro Forma Condensed Combined Statement of Operations assumes the acquisitions of Avis and Galileo both occurred on January 1, 2001. The unaudited pro forma financial information is based on the historical consolidated financial statements of the Company, Avis and Galileo under the assumptions and adjustments set forth in the accompanying explanatory notes. Since Avis was consolidated with the Company as of March 1, 2001, Avis' results of operations between January 1, 2001 and February 28, 2001 were combined with the Company's results of operations for the year ended December 31, 2001, which were then added to Galileo's results of operations for the nine months ended September 30, 2001, subject to certain pro forma adjustments, to provide the combined pro forma results of operations. All intercompany transactions were eliminated on a pro forma basis. Historically, Avis paid the Company for services the Company provided related to call centers and information technology and for the use of the Company's trademarks, and Avis paid Galileo for services Galileo provided related to reservations for vehicle rentals. Pursuant to Statement of Financial Accounting Standards ("SFAS") No. 142, "GOODWILL AND OTHER INTANGIBLE ASSETS," the Company is not amortizing goodwill and certain other intangible assets arising from the acquisition of Galileo. The Company continues to review acquired operations, which may result in a plan to realign or reorganize certain of those operations. The costs of implementing such a plan, if it were to occur, have not been reflected in the accompanying pro forma financial information. The impact of a potential realignment or reorganization could increase or decrease the amount of goodwill and intangible assets and any related amortization in the accompanying pro forma financial information. Additionally, the Unaudited Pro Forma Condensed Combined Statement of Operations excludes any benefits that might result from the acquisitions due to synergies that may be derived or from the elimination of duplicate efforts. The Company's management believes that the assumptions used provide a reasonable basis on which to present the unaudited pro forma financial information. The Company has completed other acquisitions and dispositions which are not significant and, accordingly, have not been included in the accompanying unaudited pro forma financial information. The unaudited pro forma financial information may not be indicative of the financial position or results of operations that would have occurred if the acquisitions of Avis and Galileo had been in effect on the dates indicated or which might be obtained in the future. The unaudited pro forma financial information should be read in conjunction with the historical consolidated financial statements and accompanying notes thereto for the Company, Avis and Galileo. Certain reclassifications have been made to the historical amounts of Galileo to conform with the Company's classification. 1 UNAUDITED PRO FORMA CONDENSED COMBINED STATEMENT OF OPERATIONS FOR THE YEAR ENDED DECEMBER 31, 2001 (IN MILLIONS, EXCEPT PER SHARE AMOUNTS)
HISTORICAL HISTORICAL AVIS GALILEO JAN 1- AVIS JAN 1- GALILEO HISTORICAL FEB 28, PURCHASE ADJUSTED OCT 1, PURCHASE COMBINED CENDANT 2001 ADJUSTMENTS CENDANT 2001 ADJUSTMENTS PRO FORMA ---------- ---------- ----------- -------- ---------- ----------- ---------- REVENUES Service fees and membership-related, net $ 5,456 $ 27 $ (34)(a) $ 5,449 $ 1,244 $ (9)(f) $ 6,684 Vehicle-related 3,426 594 -- 4,020 -- -- 4,020 Other 68 20 -- (b) 88 65 -- 153 --------- --------- ----------- -------- --------- ----------- ---------- Net revenues 8,950 641 (34) 9,557 1,309 (9) 10,857 EXPENSES Operating 2,937 174 (34)(a) 3,077 305 (9)(f) 3,373 Selling, general and administrative 2,010 114 -- 2,124 592 (41)(g) 2,675 Vehicle depreciation, lease charges and interest, net 1,799 350 -- 2,149 -- -- 2,149 Non-vehicle depreciation and amortization 501 23 6 (c) 530 179 (119)(g) 590 Other charges, net 671 -- -- 671 -- -- 671 Non-vehicle interest, net 249 12 1 (d) 262 26 (28)(h) 260 Other, net -- -- -- -- 5 -- 5 --------- --------- ----------- -------- --------- ----------- ---------- Total expenses 8,167 673 (27) 8,813 1,107 (197) 9,723 --------- --------- ----------- -------- --------- ----------- ---------- Net loss on dispositions of businesses and impairment of investments (24) -- -- (24) -- -- (24) --------- --------- ----------- -------- --------- ----------- ---------- INCOME (LOSS) BEFORE INCOME TAXES, MINORITY INTEREST AND EQUITY IN HOMESTORE.COM 759 (32) (7) 720 202 188 1,110 Provision (benefit) for income taxes 235 (10) (3)(e) 222 89 57 (i) 368 Minority interest, net of tax 24 -- -- 24 -- -- 24 Losses related to equity in Homestore.com, net of tax 77 -- -- 77 -- -- 77 --------- --------- ----------- -------- --------- ----------- ---------- INCOME (LOSS) BEFORE CUMULATIVE EFFECT OF ACCOUNTING CHANGES $ 423 $ (22) $ (4) $ 397 $ 113 $ 131 $ 641 ========= ========= =========== ======== ========= =========== ========== CD COMMON STOCK INCOME PER SHARE INCOME BEFORE CUMULATIVE EFFECT OF ACCOUNTING CHANGES Basic $ 0.47 $ 0.44 $ 0.63 Diluted 0.45 0.42 0.61 WEIGHTED AVERAGE SHARES OUTSTANDING Basic 869 869 117 (j) 986 Diluted 917 917 117 (j) 1,034
See accompanying Notes to Unaudited Pro Forma Condensed Combined Statement of Operations. 2