Good morning, and welcome to the Avis Budget Group Third Quarter Earnings Conference Call. Today's call is being recorded. At this time, for opening remarks and introductions, I would like to turn the conference over to Mr. Neal Goldner, Vice President of Investor Relations. Please go ahead, sir.

Thank you, Tanya. Good morning, everyone, and thank you for joining us. On the call with me are Ron Nelson, our Chairman and Chief Executive Officer; and David Wyshner, our Senior Executive Vice President and Chief Financial Officer. Before we discuss our results of the third quarter, I would like to remind everyone that the company will be making statements about its future results and expectations, which constitutes forward-looking statements within the meaning of the Private Securities Litigation Reform Act. Such statements are based on current expectations and the current economic environment and are inherently subject to economic, competitive and other uncertainties and contingencies beyond the comfort -- beyond the control of management. You should be cautioned 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 earnings release, which was issued last night and our Form 10-K and other SEC filings. If you did not receive a copy of our press release, it is available on our website at ir.avisbudgetgroup.com. Also, certain non-GAAP financial measures will be discussed in this call, and these measures are reconciled to the GAAP numbers in our press release and our website. Now I'd like to turn the call over to Avis Budget Group's Chairman and Chief Executive Officer, Ron Nelson.

Thanks, Neal, and good morning, everyone. Thanks for joining us. Well, at the risk of disappointing the financial media, I'm nonetheless very proud to say we had a record third quarter, experiencing little to no negative effects from the current economic malaise. Demand remains strong, especially so in our leisure segments, while pricing remained fairly stable and consistent with prior quarter's experience. As we noted last quarter, some of the pricing pressure can be attributed to longer length of rental. We're continuing to see an especially sharp gain in weekly transactions we believe is a consequence of our brand advertising investments. And certainly, margins and overall profitability benefited from strong risk car sales gain, although we would be quick to point out that gains have returned to pre-earthquake levels by the time deflating began in early September. As important, our strategic initiatives to profitability accelerate our growth continued to drive incremental volume in the quarter. And as of October 3, we now have an additional growth initiative to focus on, Avis Europe, which will now operate as Avis Budget EMEA. That's a good place to begin this morning. With the acquisition of Avis Europe, we are now a truly global company. On a combined basis, we generate over $7 billion in annual revenue, an excess of 27 million transactions, and we deploy a fleet of over 450,000 cars and trucks. We and our licensees have vehicles for rent at over 10,000 locations and 175 countries around the world. Size alone, however, was not the determining force behind the acquisition. We approached the transactions with 2 strongly held views about where our business is headed. First, from a customer standpoint, our large multinational organizations are increasingly demanding global travel solution providers, while our leisure customers travel internationally today as easily as…

Thanks, Ron, and good morning, everyone. Today I'd like to discuss our third quarter results, our fleet, our Performance Excellence process improvement initiative and our balance sheet. My comments will focus on our results, excluding certain items. As Neal mentioned, these results are reconciled through our GAAP numbers in our press release and on our website. In the third quarter, revenue increased 7% to more than $1.6 billion. Adjusted EBITDA increased 24% to a record $272 million, and margins expanded 230 basis points to 16.7%. All of our operating segments reported significant growth in adjusted EBITDA, reflecting strong rental volumes, a robust used vehicles market and benefits generated by our company-wide cost reduction and productivity improvement efforts. Our reported direct operating cost increased as a percentage of revenue, primarily due to higher maintenance and damage expense and higher gas cost. Importantly, our operating expenses were essentially flat as a percentage of revenue, excluding the effects of lower prices, higher gasoline expense, weather-related damage and foreign exchange. SG&A expenses increased 22% in the quarter, reflecting our strategic decision to invest in our brands through incremental advertising as well as co-marketing partnerships with airlines and others. Excluding items, net income increased to $129 million, our best third quarter result as a standalone public company, and diluted earnings were $1.02 per share. Over the last 12 months, our adjusted EBITDA is over $600 million, and our diluted EPS, excluding items, is $1.73. For those investors and analysts who compare company's EBITDA excluding deferred financing fees and stock-based compensation, our trailing 12-month EBITDA with those adjustments is $642 million. Turning to our segments. In the third quarter, domestic car rental revenue increased 6% to $1.2 billion, reflecting a 5.5% increase in volume and increased penetration of ancillary products and services, partially offset by a…

[Operator Instructions] Our first question comes from John Healy with Northcoast Research.

I wanted to ask you guys a little bit more about the European business for -- probably modeling purposes mostly. When we think about the quarterly performance of Avis Budget Europe, I know the way they report things is different than what we've seen in the past. But how should we think about the revenue, maybe the EBITDA and maybe the pretax contribution on a quarterly basis? If you can provide that, that would be really helpful.

I think their seasonality, generally speaking, tends to be fairly similar to ours. And we'll look to provide some additional guidance there as we break their semiannual numbers into quarterly periods for public disclosure as it will provide more, but generally speaking, what we've seen is that the summer is as important in Europe as it is here in the United States and for our business, overall.

Okay. And just a follow-up on that. I was hoping you could give a little bit of color on your view of how the pricing environment in Europe has behaved in some of the countries where Avis Budget Europe has competed and maybe the help of the car market there as well.

Well let me take a stab at it, John. I think the pricing climate over there has actually been on balance a little more positive than it's been here over the course of the past year. I think in the first half of the year, Avis Europe reported negative price comps, but that was largely influenced by the Icelandic ash cloud that allowed them to raise rates pretty significantly in the year prior. Pricing actually was up, I think, 0.1% over the course of the summer; whereas ours was down I think a point. And pricing over the course of the next quarter looks to be fairly stable to -- and I'd say, in the flat range. So I don't see it as, at least in the near term as being -- I do see it as being a little more stable now than I think pricing has been over here. In terms of fleet costs, David you want to...

Sure. The fleet cost, I think, have been more stable there. The issues that we have seen in the United States in terms of a spike in residual values haven't been nearly as pronounced, first of all. And second, the nature of the fleet in Europe tends to be a little bit different with a higher percentage of program cars. So even with a little bit of strength in the used car market, it doesn't have the same impact there that it would have in the U.S. But generally speaking, we've seen relative stability and some savings in fleet cost year-over-year.

John, as David was talking, I'm just reminded that what -- in terms of program risk mix, the -- Avis Europe tends to be about 70% program, 30% risk. And in the markets where you would expect there to be challenges, i.e. Italy, Spain and Portugal, residual values have been fairly tough. That's been reflected in their results, and the markets -- the other markets, U.K., Germany, France, where they do significant business, they've been good, but as David said, nowhere near the level of goodness that we've had in the U.S. market.

Our next question Afua Ahwoi with Goldman Sachs.

Ron, I think on the call, you mention -- you gave us a lot of color on our fleet cost for next year. I was hoping if you could try to maybe quantify your view on where you think you could end up. I know some of your competitors have helped with some numbers around it, be it a view on the Manheim or maybe a view on year-on-year percent change.

It's David, actually. The -- I think the best number to start with is the estimated impact of the fleet sales gains that we had this year, the $120 million to $140 million impact. The impact on fleet cost itself will be a little bit more than that and then it was offset by some of the negatives in Q2 pricing and utilization and so forth that will show up in other areas. But we think the gains that we had in 2011 are going to produce a headwind of at least that amount and actually, a little bit more as we head into next year, all tied to the strict risk half of our fleet. The other point that I mentioned is we really do feel good about the terms of our model year 2012 buy, since the -- since program cars are going to cost a little bit less and risk cars, at least in terms of their purchase price, are fairly steady in terms of purchase price compared to where we were this past year. So the increase that we'll see is really all tied to the gains on disposition that we achieved following the earthquake in Japan.

Okay. And actually, just a quick follow-up. On Europe, I know you talked a about leisure demand slowing a little bit. Can you give us what you've seen on the commercial side?

The commercial -- commercial demand, I'd say, has slowed slightly but generally speaking, is holding in fairly stable over -- as we look over the fourth quarter.

Our next question, Chris Agnew with MKM Partners.

Ron, I wanted to follow up on your comments on the airline capacity and volumes. Every public company reported volume growth well ahead of employment trends in the third quarter. Load factors are at record high, so load -- planes aren't 100% full, and the airlines are looking to trim capacity next year. So I'm just wondering if there's any more color why you think you may be able to overcome those headwinds.

Well, I think one of the factors, Chris, is that we actually do seem to be driving longer length of rentals from our advertising program, and that does seem to be adding more, obviously, days and -- days per [indiscernible] than -- that is coming. The other is -- I mean, as you know, we look at seats in the markets on a regular basis. And while capacity is down in the fourth quarter and has been coming down for the last couple 3 months, in -- I would say in about half the regions going into the first quarter next year, capacity actually picks up about 1% to 2%. So I think that between longer length of rental and in certain regions where we may have greater market shares, having more capacity, I think it will drive more days. But I think, in general, if I had to say, the determinant factor is going to be the collective volume gains that we've been getting out of our strategic initiatives.

Got you. And quick follow-up for David. Just on the free cash flow for the 9 months, it was obviously well ahead of last year. Have you -- would it be fair to say that free cash flow benefited from a similar ballpark amount to the net impact from Japan-related issues that you outlined? And then just is there anything in the fourth quarter we need to be aware of that reverses to de-fleet or something like that?

Sure. With respect to free cash flow, both pretax income and free cash flow have benefited from the gains on vehicle sales. So that does come through and have an impact. I think the other piece that shows up is -- as free cash flow is that we did incur about $140 million of additional fleet borrowings against our existing business funds that we have moved to help fund the acquisition of Avis Europe. And that is free cash flow we generated from or against our existing business, and that's part of the benefit that you see as well. That's not something that will recur nor is it something that should reverse.

The answer to your second part of your question, Chris, is that -- just to keep in mind in the fourth quarter that we don't sell anywhere near the amount of risk cars that we do in the second and third. And so you're not going to see the same level of car sales gains in the fourth quarter. We tend to de-fleet using predominantly program cars, so you won't see the same sort of per-unit declines in the fleet cost in the fourth quarter that you did in the second and third.

Our next question, Brian Johnson with Barclays Capital.

More of a strategic question. Can you maybe talk about your strategy in focusing really on the airport and the core travel segment versus 2 of the other large players who are aggressively growing or very large and/or aggressively growing, off-airport and insurance rentals? Where do you see that going forward? What does it mean for kind of your margins? And then how does Avis Europe tie into that?

Well, I think there -- I think Avis Europe and the local market strategy here are somewhat different. I mean, Avis Europe tends to be about half local market or off-airport, whereas here, we tend to be about 20%. There's no question the local market -- we haven't aggressively gone after the insurance replacement business. I think we've targeted the market differently. We're taking the insurance replacement business where we think it makes profitable sense to do so. We certainly aren't turning any away if it's profit making. But really, what we've been focusing on the 1.5 years or so is rationalizing the cost structure, combining the brands and turning them into what we call vehicle rental centers, where you get an Avis car or a Budget car or a Budget truck all at the same store, riding 3 revenue sources to leverage the infrastructure. The other part of the local market is -- and it’s somewhat tied into our virtual rental and putting cars on corporate campuses in the sense that -- we're very much trying to grab some of the local market business that our corporate customers have and use our competitors for when they use -- particularly those customers that use us at the airport. That tends to be much higher RPD business. It's a lot more profitable, and we think that going after insurance replacement and fighting it out with 3 people is probably not the best way to optimize the profits now. We still have the same distribution infrastructure. We have local market offices and probably covering 80% to 85% of the population. So I think if we max out on the opportunities, I think then we can go after insurance replacement. But at the moment, it's just not a significant focus for us. The other thing we've done over the last 2 years, which is different than we had done prior in local market, is dedicate a fleet to the local market operations. It used to be that the airports managed the fleet in the local market offices. And so when the airport had good business, the local markets got starved for fleet and left a lot of business on the table. We now have separate fleets. Managers are charged with managing the fleet that they're -- that's been committed to them. And it has actually driven much more profitable growth. I mean, I think we’ll do somewhere between $750 million and $800 million on local market revenue in this year. Three years ago, I can tell you we made almost nothing on that business. And the changes that we've made in local market strategy over the course of last 2 years, our margins in local market are approaching if not exceeding what we do on the airport. So we're pretty happy about the strategic path that we've taken.

So it sounds like your focus is much more on maximizing profit and growing profit as opposed to opening new locations.

Yes, I think that's fair. I mean, you got a $800 million -- $750 million, $800 million revenue stream that we ought to figure out how we'd make a lot of money with that before we focus on growing it.

Our final question comes from Emily Shanks with Barclays Capital.

I wanted to ask a follow-up point on the $120 million to $140 million fiscal year '11 car rental benefit. I'm just curious, 2 things. First, does that include any estimate of the benefit in the fourth quarter? And then two, can you give us what the EBITDA contribution is year-to-date of actual gains on vehicle sales?

Sure. Emily. The $120 million to $140 million includes virtually nothing for the fourth quarter. And in terms of the gains for this year, it's been a larger number than that, close to -- closer to $180 million to $200 million domestically. But as I mentioned, I think it's -- I think the right way to look at it and think about it is having been offset by some other items and the fact that we will often have certain models or makes that turn out to generate gains for us. So the idea of having some gains in most years will often be the case. And as a result, that's why I think it make sense to focus on the $120 million to $140 million number and not just the fewer domestic gain number, which is larger.

Okay. And then as it relates to fleet specific to Avis Europe, given the mix that Ron quoted earlier, have they already negotiated their fiscal year '12 program car buys? And if so, can you give us a sense of what the pricing environment or cost environment is from their perspective?

The answer is no. Generally speaking, they haven't. The cycle tends to be a little bit later in Europe, and a lot of the 2012 vehicle negotiations are going on right now. So I don't have -- we don't have a number yet for that.

Okay. And then my final question is -- are you -- or could you provide what the expectations are around cash taxes and CapEx cycling in Avis Europe? I know it may be a little ahead of time, but at some point is that something that you can give us your fiscal year '12.

Yes. Certainly, in terms of capital spending and most other measures, Avis Europe is about 1/3 of our size. And as a result, I think capital spending, over time, should normalize to being about 1/3 of what we spend and a little bit less as we achieve synergies in our capital spending. At near term, and I call that over the first 12 to 18 months following the acquisition, we will likely be incurring some incremental capital spending in conjunction with integrating the business. I don't have a specific number there yet, but you should assume we'll have a little bit more over the first 12 to 18 months of the acquisition to help reduce the synergies and the integration benefits we're looking for.

For closing remarks, the call is being turned back over to Mr. Ronald Nelson. Please go ahead, sir.

Thank you. So just to recap, we're obviously very enthusiastic about our company and our prospects for our strategic initiatives are profitably accelerating our revenue growth. Investments we're making are positioning us to compete for the long term. And the acquisition of Avis Europe is a watershed event that's going to enable us to capture the promise of reuniting our 2 brands globally under one corporate umbrella. David, Neal and I are going to be presenting at several conferences over the next couple of months, and we look forward to seeing many of you there. With that, thank you for your time this morning, and we look forward to speaking with you again soon.

This concludes today's conference call. You may disconnect.