DOLLAR THRF USD.01 : Dollar Thrifty Sends Letter to Hertz and Avis Advising of Intent to Solicit Best and Final Proposals
08/21/2011| 04:00pm US/Eastern

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Dollar Thrifty Automotive Group, Inc. (NYSE: DTG) today announced that
it has sent a letter to Hertz Global Holdings, Inc. (NYSE: HTZ) and Avis
Budget Group, Inc. (NASDAQ: CAR) advising them of Dollar Thrifty's
intention to solicit for submission in early October 2011 best and final
definitive proposals regarding a potential business combination with
Dollar Thrifty.
Scott L. Thompson, President and CEO, said "Hertz and Avis have made
substantial progress with respect to regulatory reviews and our Board
has concluded that the time has come to determine if, and on what terms,
a transaction can be achieved. Continuing uncertainty is in no one's
best interest and both Hertz and Avis have the information they need to
put forward their best and final offers."
Thompson added: "I continue to be very pleased with our operational and
financial performance. We recently announced expectations for another
record year, targeting corporate adjusted EBITDA of between $270 and
$290 million, and we are positioned for continued strong performance in
2012. We are optimistic about our future but it's clear that bringing
closure one way or another to the process with Hertz and Avis is in the
best interests of our shareholders, the company and our employees."
The full text of the letter sent to Hertz and Avis follows:
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August 21, 2011
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Mr. Ronald L. Nelson
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Chairman and Chief Executive Officer
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Avis Budget Group, Inc.
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6 Sylvan Way
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Parsippany, New Jersey 07054
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Mr. Mark P. Frissora
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Chairman of the Board and Chief Executive Officer
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Hertz Global Holdings, Inc.
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225 Brae Boulevard
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Park Ridge, New Jersey 07656
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Dear Ron and Mark:
As you are aware, Dollar Thrifty has worked cooperatively with each of
Avis Budget and Hertz for many months in an effort to obtain antitrust
regulatory clearance for a possible business combination transaction. We
understand that these efforts have been fruitful, and believe that each
of Avis Budget and Hertz is well positioned to complete the regulatory
process in a manner that would permit a combination to be completed with
limited economic impact. We appreciate the efforts made by each of your
companies as well as your continued interest in Dollar Thrifty.
In light of the regulatory progress that has been made, we believe that
it is time to ascertain whether a transaction can be accomplished with
Avis Budget, Hertz or another party on terms that our Board of Directors
determines are in the best interests of Dollar Thrifty and its
shareholders. Accordingly, our Board has determined that it will solicit
best and final definitive proposals for submission in early October.
Based on the results of this process, we will consider what actions
would be in the best interests of Dollar Thrifty and its shareholders.
While the details of our process will be furnished separately by our
financial advisors in the coming days, I wanted to provide each of you
with advance notice in order to give your companies ample preparatory
time in which to complete your regulatory efforts. As you can
appreciate, in view of the unprecedented opportunity that each of Avis
Budget and Hertz has had to assess and mitigate in advance the antitrust
regulatory risks of a transaction with Dollar Thrifty, any proposal that
requires our shareholders to assume any portion of such risk is unlikely
to be acceptable to our Board or shareholders.
Please do not hesitate to let me know if there are any questions.
Very truly yours,
DOLLAR THRIFTY AUTOMOTIVE GROUP, INC.
Scott L. Thompson
President and Chief Executive Officer
J.P. Morgan Securities LLC and Goldman Sachs & Co. are acting as
financial advisors to Dollar Thrifty and Cleary Gottlieb Steen &
Hamilton LLP is acting as Dollar Thrifty's legal counsel.
Important Information for Investors and
Stockholders
This document is for informational purposes only and is not an offer to
purchase or a solicitation of an offer to sell securities. Hertz Global
Holdings, Inc.'s exchange offer for Dollar Thrifty common stock is made
pursuant to the Offer to Purchase, Letter of Transmittal and related
materials that Hertz filed with the SEC on a Tender Offer Statement on
Schedule TO. In addition, Dollar Thrifty Automotive Group, Inc. filed a
Solicitation/Recommendation Statement on Schedule 14D-9 with respect to
the exchange offer. The Tender Offer Statement (and related materials)
and the Solicitation/Recommendation Statement, each as may be amended
from time to time, contain important information that should be read
carefully before any decision is made with respect to the exchange
offer. Those materials may be obtained free of charge from Georgeson,
Inc., Dollar Thrifty Automotive Group, Inc's information agent for the
exchange offer, toll-free at (866) 767-8986 (international (212)
806-6859). In addition, all of those materials (and all other offer
documents filed with the SEC) are available at no charge on the SEC's
website at www.sec.gov.
Forward Looking Statements
Certain statements contained herein constitute forward-looking
statements. These statements are based on the current expectations and
beliefs of DTG and are subject to a number of risks, uncertainties and
assumptions that could cause actual results to differ materially from
those described in the forward-looking statements. All statements other
than statements of historical fact are statements that could be deemed
forward-looking statements. Risks, uncertainties and assumptions include
the possibility that (1) Hertz or Avis Budget may be unable to obtain
required regulatory approvals or may be required to accept conditions
that could reduce the anticipated benefits of their respective proposed
transactions as a condition to obtaining regulatory approvals; (2) DTG
stockholders may not tender a sufficient number of shares into the Hertz
exchange offer or Hertz may otherwise be unable to consummate its
proposed exchange offer or any transaction with DTG; (3) there is no
assurance that Avis Budget will enter into a merger agreement with DTG
or that any transaction with Avis Budget will be consummated; (4) the
length of time necessary to consummate a transaction with either Hertz
or Avis Budget may be longer than anticipated; (5) problems may arise in
successfully integrating the businesses of Hertz and DTG or Avis Budget
and DTG and Hertz or Avis Budget may not realize its anticipated
synergies and other benefits following their respective proposed
transaction; (6) either proposed transaction may involve unexpected
costs; (7) the DTG, Hertz and Avis Budget businesses may suffer as a
result of uncertainty surrounding the proposed transactions. Additional
risks, uncertainties and assumptions affecting the businesses of each of
DTG, Hertz and Avis Budget can be found in their respective filings with
the SEC. Because forward-looking statements involve risks and
uncertainties, actual results and events may differ materially from
results and events currently expected by DTG, Hertz and Avis Budget. DTG
assumes no obligation and expressly disclaims any duty to update the
information contained herein except as required by law.
About Dollar Thrifty Automotive Group, Inc.
Dollar Thrifty Automotive Group, Inc. is headquartered in Tulsa,
Oklahoma. Driven by the mission "Value Every Time," the Company's
brands, Dollar Rent A Car and Thrifty Car Rental, serve value-conscious
travelers in over 80 countries. Dollar and Thrifty have over 600
corporate and franchised locations in the United States and Canada,
operating in virtually all of the top U.S. and Canadian airport markets.
The Company's approximately 6,000 employees are located mainly in North
America, but global service capabilities exist through an expanding
international franchise network. For additional information, visit www.dtag.com
or the brand sites at www.dollar.com
and www.thrifty.com.

Financial:
Dollar Thrifty Automotive Group, Inc.
H.
Clifford Buster III, 918-669-3277
Chief Financial Officer
or
Media:
Sard
Verbinnen & Co
David Reno/Stephanie Pillersdorf, 212-687-8080
© Business Wire 2011
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