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Dollar Thrifty Automotive Group Inc., Hertz Global Holdings, Inc. - M&A Call

Stocks in this article: DTG

Again, I'll turn it over to Mark.

Mark P. Frissora

Good morning, everyone, and thank you, Leslie. At last, we're in the home stretch of closing on what will be important brand additions to our rental car business. It goes without saying that this is a transformational deal that will allow Hertz to benefit significantly from the growth prospects and operational efficiencies of a much larger business and a best-in-class operation.

Let's start with the transaction highlights on Slide 5. As you know by now, we are acquiring Dollar Thrifty for $87.50 per share, all cash, or a corporate enterprise value of $2.3 billion. This represents a multiple of 7.8x the midpoint of Dollar Thrifty's EBITDA guidance for 2012, which is $298 million. This multiple equates to a roughly 40% premium to the current Hertz and Avis average multiple. Our offer has no financing contingency but is predicated on our obtaining antitrust clearance. We expect the transaction to be accretive to our diluted net earnings per share in 1 -- in year 1 and EVA-positive after synergies by the end of year 2. This is in spite of the loss of about $30 million of 2012 corporate EBITDA from the Advantage asset divestiture. Based on best-guess estimates, we anticipate the deal closing sometime in the fourth quarter. I'll walk you through the timing of the process in just a minute.

But before I do, I want to say that we're very pleased with the outcome of our recent negotiations with Dollar Thrifty and its board and believe that the transaction terms and structure provide premium value for both companies' shareholders. We're also excited to welcome Dollar Thrifty's employees to our team. We know our collaborative efforts will make the Hertz-Dollar Thrifty combination the best among industry competitors. Would you agree, Scott?

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