avisbudgetgroup8k10052009.htm
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM
8-K
CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15(D) OF THE
SECURITIES
EXCHANGE ACT OF 1934
Date of
report (Date of earliest event reported): October
5, 2009 (October 1, 2009)
Avis
Budget Group, Inc.
(Exact
name of registrant as specified in its charter)
Delaware
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1-10308
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06-0918165
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(State
or Other Jurisdiction of Incorporation)
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(Commission
File Number)
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(IRS
Employer Identification Number)
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6
Sylvan Way
Parsippany,
NJ
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07054
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(Address
of Principal Executive Offices)
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(Zip
Code)
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(973)
496-4700
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(Registrant’s
telephone number, including area code)
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N/A
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(Former
name or former address, if changed since last
report)
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Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions (see General Instruction A.2. below):
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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o
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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o
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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o
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item
2.02
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Results
of Operations and Financial
Condition.
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On
October 1, 2009, a jury rendered a verdict against us in an action filed by one
of our licensees for breach of contract related to our acquisition of our Budget
vehicle rental business in 2002. We believe this verdict is unsupported by the
evidence. As a result, we plan to petition the judge in the case to set aside
the jury’s decision and award judgment to defendants or grant a new trial. If
such petition is not decided in our favor before we issue our third quarter
earnings information, we expect to record incremental pretax expense of at least
$16 million as of September 30, 2009 to reflect the amount of this verdict. This
expense is expected to be treated as unusual and therefore is not expected to
change our previous public statement that the Company estimates that third
quarter 2009 EBITDA will increase compared to third quarter 2008 EBITDA, in each
case excluding unusual items.
Certain
statements in this Current Report on Form 8-K constitute "forward-looking
statements" within the meaning of the Private Securities Litigation Reform Act
of 1995. Such forward-looking statements involve known and unknown
risks, uncertainties and other factors which may cause the actual
results, performance or achievements of the Company to be
materially different from any future results, performance or achievements
expressed or implied by such forward-looking statements. Statements
preceded by, followed by or that otherwise include the words "believes",
"expects", "anticipates", "intends", "projects", "estimates", "plans", "may
increase", "may fluctuate", “forecast” and similar expressions or future or
conditional verbs such as "will", "should", "would", "may" and "could" are
generally forward-looking in nature and not historical facts. Any
statements that refer to expectations or other characterizations of future
events, circumstances or results are forward-looking statements.
Various
risks that could cause future results to differ from those expressed by the
forward-looking statements included in this Current Report on Form 8-K include,
but are not limited to, a weaker-than-anticipated economic environment, the high
level of competition in the vehicle rental industry, greater-than-expected cost
increases for new vehicles, disposition of vehicles not covered by manufacturer
repurchase programs, the financial condition of the manufacturers of our cars, a
greater-than-anticipated downturn in airline passenger traffic, an occurrence or threat of terrorism, our ability to
obtain financing for our operations, including the funding of our vehicle fleet
via the asset-backed securities market and the financial condition of
financial-guaranty firms that have insured a portion of our outstanding
vehicle-backed debt, higher-than-expected fuel costs, fluctuations related to
the mark-to-market of derivatives which hedge our exposure to exchange rates,
interest rates and fuel costs, the Company’s ability to meet or amend financial
covenants associated with its borrowings and the Company’s ability to accurately
estimate its future results and implement its strategy for cost savings and
growth, particularly in the current
environment. Other unknown or unpredictable factors also could
have material adverse effects on Avis Budget Group's performance or
achievements. In light of these risks, uncertainties, assumptions and
factors, the forward-looking events discussed in this Current Report on Form 8-K
may not occur. You are cautioned not to place undue reliance on these
forward-looking statements, which speak only as of the date stated, or if no
date is stated, as of the date of this Current Report on Form
8-K. Important assumptions and other important factors that could
cause actual results to differ materially from those in the forward-looking
statements are specified in Avis Budget Group's Annual Report on Form 10-K for
the year ended December 31, 2008 and our Quarterly Report on Form 10-Q for the
quarter ended June 30, 2009 included under headings such as "Forward-Looking
Statements", "Risk Factors" and "Management’s Discussion and Analysis of
Financial Condition and Results of Operations" and in other filings and
furnishings made by the Company with the SEC from time to
time. Except for the Company's ongoing obligations to disclose
material information under the federal securities laws, the Company undertakes
no obligation to release publicly any revisions to any forward-looking
statements, to report events or to report the occurrence of unanticipated events
unless required by law.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned hereto
duly authorized.
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By:
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AVIS
BUDGET GROUP, INC.
/s/ Jean
M. Sera
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Name:
Jean M. Sera
Title:
Senior Vice President and Secretary
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Date:
October 5, 2009