Thrifty Car Rental 2010 Annual Report Download - page 29

ITEM 1B. UNRESOLVED STAFF COMMENTS
None.
ITEM 2. PROPERTIES
The Company owns its headquarters located at 5330 East 31st Street, Tulsa, Oklahoma. This
location is a three building office complex that houses the headquarters for Dollar and Thrifty. These
buildings and the related improvements were pledged as collateral to Deutsche Bank Trust Company
Americas (“Deutsche Bank”), as administrative agent for a syndicate of banks under the Senior
Secured Credit Facilities (as defined below).
In connection with the Senior Secured Credit Facilities, the Company also executed liens in favor of
Deutsche Bank encumbering its real property located in Tampa, Las Vegas, Ft. Lauderdale, Dallas,
Houston, Salt Lake City, San Diego, Chicago, Memphis, Tulsa, Fort Myers, Florida and Harlingen,
Texas.
The Company owns or leases real property used for company-owned stores and office facilities, and
in some cases owns real property that is leased to franchisees or other third-parties. As of
December 31, 2010, the Company’s company-owned operations were carried on at 297 locations in
the U.S. and Canada, the majority of which are leased. Dollar and Thrifty each operate company-
owned stores under concession agreements with various governmental authorities charged with the
operation of airports. Concession agreements for airport locations, which are usually competitively
bid, are important for securing air traveler business. These concession agreements typically provide
that the airport will receive a specified percentage of vehicle rental revenue or a guaranteed
minimum concession fee, whichever is greater. Additionally, certain concession agreements require
the payment or reimbursement of operating expenses.
ITEM 3. LEGAL PROCEEDINGS
On November 14, 2007, a purported class action was filed against the Company, by Michael
Shames and Gary Gramkow, individually and on behalf of all others similarly situated, in the
Southern District Court of California, claiming that the pass through of the California Trade and
Tourism Commission and airport concession fee authorized by legislation effective in January 2007
constitute antitrust violations of the Sherman Act and the California Unfair Competition Act. The
case is styled Michael Shames; Gary Gramkow, on behalf of themselves and on behalf of all persons
similarly situated v. The Hertz Corporation, Dollar Thrifty Automotive Group, Inc., Avis Budget Group,
Inc., Vanguard Car Rental USA, Inc., Enterprise Rent-A-Car Company, Fox Rent-A-Car, Inc., Coast
Leasing Corp., The California Travel and Tourism Commission and Caroline Beteta (No. 07 CV 2174
H BLM (S.D. Cal.)). The defendants filed a motion to dismiss the amended complaint, and on July
25, 2008 the Court issued an order denying the motion as to the antitrust claims but granting the
motion to dismiss state law claims. The Court also dismissed The California Travel and Tourism
Commission from the litigation based on state action immunity; but thereafter, reversed this decision
on October 19, 2010.
On December 13, 2007 and December 14, 2007, purported class actions were filed against the
Company, by Thomas Comisky and Isabel Cohen, respectively, individually and on behalf of all
others similarly situated, in the Central District Court of California. These lawsuits claim (among
other matters) a violation of rights guaranteed under the Free Speech and Free Association Clauses
by compelling out-of-state visitors to subsidize the Passenger Car Rental Tourism Assessment
Program. On February 19, 2009, these actions were dismissed with prejudice. The plaintiffs filed
their notice of appeal with the Ninth Circuit Court of Appeals. In August 2010, the Ninth Circuit Court
affirmed the dismissal of this case.
On September 22, 2009, a purported class action complaint was filed in Illinois state court by Susan
and Jeffrey Dillon, individually and on behalf of all persons who rented a vehicle from Thrifty Car
Rental in Colorado from September 22, 2006 forward, who signed a rental agreement which
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