Tags: blackstone group, cendant, customary conditions, debt levels, distribution technology, evercore, global distribution system, nyse, realogy corporation, registration statements, skadden arps slate, skadden arps slate meagher, skadden arps slate meagher flom, skadden arps slate meagher flom llp, today announced that, travel distribution, travelport, use of proceeds, worldwide corporation, worldwide subsidiaries,
CENDANT AGREES TO SELL ITS TDS SUBSIDIARY TRAVELPORT TO AN AFFILIATE
OF THE BLACKSTONE GROUP FOR APPROXIMATELY $4.3 BILLION IN CASH
NEW YORK 06-30-2006 -- Cendant Corporation (NYSE: CD) today announced that it
has entered into a definitive agreement to sell Travelport, the Company's travel
distribution services subsidiary, to an affiliate of The Blackstone Group for approximately
$4.3 billion in cash. The completion of the transaction is subject to satisfaction of
customary conditions to closing, including the receipt of applicable regulatory approvals,
and is expected to close in August 2006.
The Company previously announced that proceeds from the sale of Travelport would be
primarily used to reduce the indebtedness allocated to its Realogy and Wyndham
subsidiaries. Following completion of the sale of Travelport, debt levels for Realogy and
Wyndham are expected to approximate $750 million and $600 million, respectively.
Due to the additional disclosure required in the Registration Statements on Form 10 for
Realogy Corporation and Wyndham Worldwide Corporation related to the use of proceeds
from the Travelport sale, Cendant now expects to simultaneously spin-off its Realogy and
Wyndham Worldwide subsidiaries in late July.
Cendant was advised by Citigroup, JPMorgan and Evercore and by the law firm of
Skadden, Arps, Slate, Meagher & Flom LLP.
About Travelport
Travelport is one of the world's largest and most geographically diverse travel companies.
With a network of over 8,000 local travel professionals and customers in over 140
countries, Travelport delivers greater choice, more content and cost savings to travelers,
travel professionals and travel suppliers every day. Travelport offers a wide range of
business and consumer services, from distribution technology and travel packaging to
retail sales and solutions. Travelport operates over 20 leading brands, including Orbitz,
an online travel agency; Galileo, a global distribution system (GDS); and GTA, a
wholesaler of global travel content.
About the Blackstone Group
The Blackstone Group, a global private investment and advisory firm, was founded in
1985. The firm has raised a total of approximately $59 billion for alternative asset
investing since its formation of which roughly $27 billion has been for private equity
investing. The Private Equity Group has over 60 experienced professionals with broad
sector expertise. Blackstone's other core businesses include Private Real Estate Investing,
Corporate Debt Investing, Hedge Funds, Mutual Fund Management, Private Placement,
Marketable Alternative Asset Management, and Investment Banking Advisory Services.
Further information is available at http://www.blackstone.com.
About Cendant Corporation
Cendant Corporation is primarily a provider of travel and residential real estate services.
With approximately 85,000 employees, New York City-based Cendant provides these
services to businesses and consumers in over 100 countries. More information about
Cendant, its companies, brands and current SEC filings may be obtained by visiting the
Company's Web site at www.cendant.com.
Forward-Looking Statements
Certain statements in this press release 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" 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. The Company cannot provide any assurances that the separation or any of
the proposed transactions related thereto (including the proposed sale of the travel
distribution services division, Travelport) will be completed, nor can it give assurances as
to the terms on which such transactions will be consummated. The sale of Travelport is
subject to certain conditions precedent as described in the Purchase Agreement relating
to the sale. In addition, the other separation transactions are subject to other conditions
precedent, including final approval by the Board of Directors of Cendant.
Various risks could cause future results to differ from those expressed by the forward-
looking statements included in this press release. 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 press release. 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-K for the year ended
December 31, 2005, Cendant's Form 10-Q for the three months ended March 31, 2006,
Realogy Corporation's Registration Statement on Form 10 and Wyndham Worldwide's
Registration Statement on Form 10, including under headings such as "Forward-Looking
Statements", "Risk Factors" and "Management's Discussion and Analysis of Financial
Condition and Results of Operations." Except for the Company's ongoing obligations to
disclose material information under the federal securities laws, the Company undertakes
no obligation to release any revisions to any forward-looking statements, to report events
or to report the occurrence of unanticipated events unless required by law.