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) September 13,
2005
Cendant
Corporation
(Exact
name of Registrant as specified in its charter)
|
Delaware
(State
or other jurisdiction
of
incorporation) |
1-10308
(Commission
File No.) |
06-0918165
(I.R.S.
Employer
Identification
Number) |
|
9
West 57th
Street
New
York, NY
(Address
of principal
executive
office) |
10019
(Zip
Code)
|
Registrant's
telephone number, including area code (212)
413-1800
None
|
(Former name or former address if changed since last
report) |
|
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:
[ ]
Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
[ ]
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ]
Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ]
Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c)) |
|
Item
7.01 |
Regulation
FD Disclosure. |
On
September 13, 2005, we issued a press release in which we commented on the
expected impact of Hurricane Katrina on our results of operations. A copy of
this press release, attached as Exhibit 99.1, is incorporated by
reference herein.
|
Item 9.01 |
Financial Statements and
Exhibits. |
| (c) |
Exhibits |
|
99.1 |
Press Release dated September 13,
2005 | ||||
SIGNATURE
Pursuant to the requirements of the
Securities Exchange Act of 1934, as amended, the registrant has duly caused this
report to be signed on its behalf by the undersigned hereunto duly
authorized.
|
CENDANT CORPORATION
| |
|
By: |
/s/ Eric J. Bock |
|
Eric J. Bock
Executive Vice President, Law
and Corporate Secretary |
Date:
September 13, 2005
CENDANT
CORPORATION
CURRENT
REPORT ON FORM 8-K
Report
Dated September 13, 2005
EXHIBIT
INDEX
|
Exhibit No. |
Description | |
|
99.1 |
Press Release dated September 13, 2005 | |
Exhibit
99.1
CENDANT
COMMENTS ON FINANCIAL IMPACT OF HURRICANE KATRINA
Excluding
Insurance Recoveries, 2005 Adverse Impact to Pretax Income Expected to be
Approximately
$35 to $70 Million
Approximately
$10 to $35 Million of Losses Expected to be Recovered through Insurance
No
Material Impact Expected on 2006 Results of Operations
Company
Has Utilized $473 Million of Cash, Net of Proceeds from Option Exercises, for
the
Repurchase
of Common Stock During Third Quarter 2005 and $810 Million
Year-to-Date
New
York, September 13, 2005 -
Cendant Corporation (NYSE:
CD) today
commented on the expected impact of Hurricane Katrina on its results of
operations.
Cendant’s
President and Chief Financial Officer, Ronald L. Nelson, stated: “Like all
companies doing business in the Gulf Coast and Southeast, our operations in
those areas have been affected by Hurricane Katrina. While our immediate efforts
have been focused on ensuring the safety and well-being of our employees in
those areas, we are now in a position to assess the expected impact on our
financial results.
“Preliminarily,
we estimate that the adverse impact to pretax income will be in the range of $35
to $70 million. This amount includes $15 to $40 million related to asset
impairment losses, primarily timeshare properties and rental cars, and $20 to
$30 million related to lost revenues spread across our real estate and travel
businesses.
“Although
we expect that approximately $10 to $35 million of these losses will ultimately
be recovered through insurance (excluding the potential for business
interruption recoveries), making the net impact to our pretax income about $25
to $35 million, the entire loss will be recorded in 2005 while some or all of
the expected insurance recovery may not be recorded until 2006. Accordingly, our
revised 2005 guidance does not include any offset for insurance
recoveries.”
Cendant’s
revised EPS projections for 2005 are set forth below. The Company does not
expect that its results of operations in 2006 will be materially impacted by
this event, with the exception of the potential positive impact of insurance
recoveries.
Nelson
further commented: “We have also begun to move forward with plans to assist in
the rebuilding effort within the region.”
Cendant’s
current efforts include a special fundraising campaign on behalf of the American
Red Cross Hurricane 2005 Relief Fund through which the Cendant Charitable
Foundation will be matching employee donations up to an aggregate $500,000. In
addition, Cendant’s Car Rental Group, Hotel Group and Timeshare Resort Group are
all working with the Federal Emergency Management Agency, the Department of
Homeland Security and the American Red Cross to provide assistance, including
access to housing and rental vehicles for emergency response personnel moving
into the area to coordinate relief efforts.
Separately,
the Company announced that it has utilized $473 million of cash, net of proceeds
from option exercises, for the repurchase of its common stock during third
quarter 2005, bringing its year-to-date use of cash for share repurchases, net
of proceeds from option exercises, to $810 million.
Outlook
As a
result of the expected impact of Hurricane Katrina, the Company revised its
projections for EPS from Continuing Operations for the remainder of 2005 as set
forth below. These projections include a $35 to $70 million impact to pretax
income from the hurricane but do not include an estimated $10 to $35 million of
expected insurance recoveries, some or all of which may not be recorded until
2006. The
Company
will update its projections for revenue and EBITDA by segment when it announces
its results for third quarter 2005:
|
Third
Quarter |
Fourth
Quarter |
Full
Year | |
|
2005
EPS from Continuing Operations before Transaction Related
Charges |
$0.44
- $0.48 |
$0.26
- $0.30 |
$1.31
- $1.38 |
|
2005
Transaction Related Charges(a) |
- |
- |
($0.20) |
|
2005
EPS from Continuing Operations(a) |
$0.44
- $0.48 |
$0.26
- $0.30 |
$1.11
- $1.18 |
| (a) |
Includes
a non-cash impairment charge of $0.17 per share in connection with the
spin-off of PHH and a $0.03 per share charge related to restructuring
activities and other transaction related costs, both of which were
recorded in first quarter 2005. |
Forward
Looking Statements
Statements
about future results made in this release, including the projections, 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. The Company cautions that
these statements are not guarantees of future performance. Actual results may
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 Cendant’s Form 10-Q for the period ended June 30, 2005.
Such
forward-looking statements include projections. Such projections were not
prepared in accordance with published guidelines of the American Institute of
Certified Public Accountants or the SEC regarding projections and forecasts, nor
have such projections been audited, examined or otherwise reviewed by
independent auditors of Cendant or its affiliates. In addition, such projections
are based upon many estimates and are inherently subject to significant
economic, competitive and other uncertainties and contingencies. Accordingly,
actual results may be materially higher or lower than those projected. The
inclusion of such projections herein should not be regarded as a representation
by Cendant or its affiliates that the projections will prove to be
correct.
|
Media
Contact: |
Investor
Contacts: | |
|
Elliot
Bloom
212-413-1832 |
Sam
Levenson
212-413-1834
Henry
A. Diamond
212-413-1920 |