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) June
7, 2005 (June 1, 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
(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
1.01 |
Entry
into a Material Definitive
Agreement. |
On June
1, 2005, our Cendant Rental Car Funding (AESOP) LLC subsidiary (“Issuer”) issued
$75,000,000 aggregate principal amount of Series 2005-4 4.40% Rental Car Asset
Backed Notes, Class A-1 due 2010, $475,000,000 aggregate principal amount of
Series 2005-4 Floating Rate Rental Car Asset Backed Notes, Class A-2 due 2010
bearing interest at LIBOR plus 0.20% per annum and $250,000,000 aggregate
principal amount of Series 2005-4 Floating Rate Rental Car Asset backed Notes,
Class A-3 due 2012 bearing interest at LIBOR plus 0.28% per annum (collectively,
the “Series 2005-4 Notes”) under the Series 2005-4 Supplement (“Indenture
Supplement”), dated June 1, 2005 between the Issuer and The Bank of New York, as
trustee and as Series 2005-4 Agent, to the Second Amended and Restated Base
Indenture (“Indenture”), dated as of June 3, 2004, between the Issuer and The
Bank of New York, as trustee. The Series 2005-4 Notes are secured under the
Indenture primarily by vehicles, the majority of which are subject to
manufacturer repurchase obligations, and other related assets. In addition, the
payment of interest on, and principal of, the Series 2005-4 Notes are insured by
a note guaranty insurance policy issued by Ambac Assurance Corporation. A copy
of the Indenture Supplement is attached hereto as Exhibit 10.1 and is
incorporated by reference herein.
Certain
of the initial purchasers of the Series 2005-4 Notes and the trustee, and their
respective affiliates, have performed and may in the future perform, various
commercial banking, investment banking and other financial advisory services for
us and our subsidiaries for which they have received, and will receive,
customary fees and expenses.
|
Item
2.03 |
Creation
of a Direct Financial Obligation or an Obligation under an Off-Balance
Sheet Arrangement of a Registrant.
|
The
information described above under “Item 1.01 Entry into a Material Definitive
Agreement” is hereby incorporated herein by reference.
| Item
9.01 |
Financial
Statements and Exhibits. |
|
10.1 |
Series
2005-4 Supplement dated June 1, 2005 between Cendant Rental Car Funding
(AESOP) LLC and The Bank of New York, as trustee and as Series 2005-4
Agent, to the Second Amended and Restated Base Indenture dated as of June
3, 2004, between Cendant Rental Car Funding (AESOP) LLC and The Bank of
New York, as trustee. |
SIGNATURE
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 hereunto
duly authorized.
| |
CENDANT
CORPORATION
|
By: |
/s/
Eric J. Bock |
| |
Eric
J. Bock
Executive
Vice President, Law and
Corporate Secretary |
Date:
June 7, 2005
CENDANT
CORPORATION
CURRENT
REPORT ON FORM 8-K
Report
Dated June 7, 2005 (June 1, 2005)
EXHIBIT
INDEX
|
10.1 |
Series
2005-4 Supplement dated June 1, 2005 between Cendant Rental Car Funding
(AESOP) LLC and The Bank of New York, as trustee and as Series 2005-4
Agent, to the Second Amended and Restated Base Indenture dated as of June
3, 2004, between Cendant Rental Car Funding (AESOP) LLC and The Bank of
New York, as trustee. |