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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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FEBRUARY 25, 2003 (FEBRUARY 24, 2003)
(Date of Report (date of earliest event reported))
CENDANT CORPORATION
(Exact Name Of Registrant As Specified In Its Charter)
DELAWARE 1-10308 06-0918165
(State or other jurisdiction of (Commission File No.) (I.R.S. Employer
incorporation or organization) Identification No.)
9 West 57th Street 10019
New York, NY (Zip Code)
(Address of Principal Executive Offices)
(212) 413-1800
(Registrant's telephone number, including area code)
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ITEM 5. OTHER EVENTS.
EXCEPT AS EXRESSLY INDICATED OR UNLESS THE CONTEXT OTHERWISE REQUIRES,
"CENDANT", "WE", "OUR", OR "US" MEANS CENDANT CORPORATION, A DELAWARE
CORPORATION, AND ITS SUBSIDIARIES.
On February 25, 2003, our Avis Group Holdings, Inc. subsidiary publicly
disclosed selected historical consolidated financial data.
A copy of such information is attached as Exhibit 99.1 to this Current
Report on Form 8-K and is incorporated by reference herein.
Additionally, on February 24, 2003, we announced several management
changes, effective March 1, 2003. John W. Chidsey, Chairman and CEO of our
Vehicle and Financial Services Divisions, has resigned to pursue
opportunities outside of Cendant. Mr. Chidsey will remain as a consultant to
Cendant through the second quarter of this year. Kevin M. Sheehan, our Chief
Financial Officer, will assume additional responsibility for our Vehicle
Services Division, which includes the Cendant Car Rental Group (Avis and
Budget), PHH Arval and Wright Express. Samuel L. Katz, our Chief Strategic
Officer and Chairman and CEO of our Travel Distribution Services Division
will assume additional responsibility for our Financial Services Division,
which includes Jackson Hewitt, Progeny and our relationship with Trilegiant.
A copy of our press release announcing such management changes is
attached as Exhibit 99.2 to this Current Report on Form 8-K and is
incorporated by reference herein.
Statements about future results made in this current report on Form 8-K,
including any projections, and the statements attached hereto 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. We caution 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 our Form 10-Q/A for the quarterly period ended September 30, 2002.
ITEM 7. EXHIBITS
See Exhibit Index.
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/ TOBIA IPPOLITO
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Tobia Ippolito
Executive Vice President and
Chief Accounting Officer
Date: February 25, 2003
CENDANT CORPORATION
CURRENT REPORT ON FORM 8-K
REPORT DATED FEBRUARY 25, 2003 (FEBRUARY 24, 2003)
EXHIBIT INDEX
EXHIBIT
NO. DESCRIPTION
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99.1 Selected Historical Consolidated Financial Data of Avis Group
Holdings, Inc.
99.2 Press Release issued by Cendant Corporation dated
February 24, 2003