Dollar Rent A Car 2007 Annual Report Download

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Table of contents

  • Page 1

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  • Page 3
    ...around the world BRANDS -Dollar Rent A Car, Thrifty Car Rental, Thrifty Car Sales CUSTOMERS -Value-conscious travelers EMPLOYEES -Approximately 8,500 located mainly in North America LOCATIONS -Over 1,600 corporate and franchised worldwide locations including over 800 in the United States and Canada...

  • Page 4
    ...the benefits of our on-going cost reduction initiatives. The bottom line for 2007 was that non-GAAP earnings were $1.02 per diluted share vs. $2.26 per diluted share in 2006. Non-GAAP net income excludes the impact of changes in the fair value of derivatives, net of related tax impact, from reported...

  • Page 5
    ...be a low cost provider in the car rental industry. We also plan to continue to expand the number of locations we operate in local markets. During 2007, we added 46 new local market stores. Our long-term goal for 2008 and beyond is to open an additional 50 stores per year. Franchise acquisitions have...

  • Page 6
    Dollar Thrifty Automotive Group, Inc. Our Mission VALUE EVERY TIME We will take our mission seriously and we will deliver value (price and service) to every customer, every time. Our values at work everyday

  • Page 7
    FORM 10 -K Dollar Thrifty Automotive Group, Inc.

  • Page 8
    ... UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 _____ FORM 10-K [x] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 OR For the fiscal year ended December 31, 2007 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES...

  • Page 9
    ... as of June 30, 2007, the last business day of the registrant's most recently completed second fiscal quarter, based on the closing price of the stock on the New York Stock Exchange on such date was $951,595,565. The number of shares outstanding of the registrant's Common Stock as of February 22...

  • Page 10
    DOLLAR THRIFTY AUTOMOTIVE GROUP, INC. FORM 10-K TABLE OF CONTENTS PART I ITEM 1. ITEM 1A. ITEM 1B. ITEM 2. ITEM 3. ITEM 4. PART II ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES...SELECTED FINANCIAL DATA...MANAGEMENT'S DISCUSSION ...

  • Page 11
    ... contained herein under "Business" and "Management's Discussion and Analysis of Financial Condition and Results of Operation" may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Although Dollar Thrifty Automotive Group, Inc. believes...

  • Page 12
    ... Thrifty brands represent a value-priced rental vehicle generally appealing to leisure customers, including foreign tourists, and to small businesses, government business and independent business travelers. As of December 31, 2007, Dollar and Thrifty had 831 locations in the United States and Canada...

  • Page 13
    ... United States, the Dollar and Thrifty brands remain separate, but operate corporately under a single management structure and share vehicles, back-office employees and facilities, where possible. The Company also operates company-owned stores in seven of the eight largest airport markets in Canada...

  • Page 14
    ... in key markets. As of December 31, 2007, Dollar's vehicle rental system included 359 locations in the United States and Canada, consisting of 213 company-owned stores and 146 franchisee locations. Dollar's total rental revenue generated by company-owned stores was $981 million for the year ended...

  • Page 15
    ... locations. Thrifty's total rental revenue generated by company-owned stores was $695 million for the year ended December 31, 2007. Corporate Operations United States The Company's operating model for U.S. Dollar and Thrifty company-owned stores includes generally maintaining separate airport...

  • Page 16
    ... of Corporate Operations Data 2007 Year Ended December 31, 2006 (in thousands) 2005 Rental revenues: United States - Dollar United States - Thrifty Total U.S. rental revenues Canada - Dollar and Thrifty Total rental revenues Other Total revenues from U.S. and Canadian Corporate Operations $ 964...

  • Page 17
    ...services, including vehicle leasing, reservations, marketing programs and assistance, branded supplies, image and standards, training, rental rate management analysis and customer satisfaction programs. Additionally, Dollar and Thrifty offer their respective franchisees centralized corporate account...

  • Page 18
    ... the United States, Canada and abroad. Marketing Dollar and Thrifty are positioned as value car rental companies in the travel industry, providing on-airport convenience with low rates on quality vehicles. Customers who rent from Dollar and Thrifty are costconscious leisure, government and business...

  • Page 19
    ...investments in their respective Web sites, dollar.com and thrifty.com, to provide enhancements to best meet their customer's changing travel needs. In 2007, Dollar launched a new version of dollar.com which enhanced many of the features that individuals rely upon to rent cars online. Leading the way...

  • Page 20
    ...model year. The terms include monthly depreciation rates, minimum and maximum holding periods and mileages, model mix requirements, and vehicle condition and other return requirements. The residual value program enables DTG Operations to limit its residual value risk with respect to Program Vehicles...

  • Page 21
    ...remainder of its vehicles. See Note 10 of Notes to Consolidated Financial Statements. Fleet Leasing Programs DTG Operations makes fleet leasing programs available to Dollar and Thrifty U.S. franchisees for each new model year. The terms of its fleet leasing programs generally mirror the requirements...

  • Page 22
    ... of the Canadian market is operated either directly or through franchisees of the major U.S. vehicle rental companies, including Alamo, Avis, Budget, Enterprise, Hertz and National, as well as Dollar and Thrifty. Insurance The Company is subject to third-party bodily injury liability and property...

  • Page 23
    ..., thus, limiting exposure to state minimum financial responsibility amounts. Vehicle rental companies are also subject to various federal, state and local consumer protection laws and regulations including those relating to advertising and disclosure of charges to customers. Dollar and Thrifty are...

  • Page 24
    ...We have the flexibility to reduce our rental fleet size in the event of an unexpected reduction in rental demand, which partially offsets the related reduction in revenues. The remarketing of vehicles for which we retain the used car market value risk will be subject to prevailing market prices. 16

  • Page 25
    ... rates or market share. Seasonality Our business is subject to seasonal variations in customer demand, with the summer vacation period representing the peak season for vehicle rentals. In 2007, the third quarter accounted for over 29% of our vehicle rental revenues and over 45% of our operating...

  • Page 26
    ... the used car market value risk on approximately 45% of our vehicles in 2007 and plan to increase this percentage in 2008. The depreciation costs for these vehicles are highly dependent on used car prices at the time of sale. A significant decline in used car prices related to the vehicles we...

  • Page 27
    ... the Company's consolidated financial position or results of operations or cash flows. Vehicle Financing and Capital Market Access We depend on the capital markets for financing our vehicles using primarily asset backed medium term note programs. We use cash and letters of credit under our bank loan...

  • Page 28
    ...minimum net worth covenant in these agreements to exclude the impact of any potential goodwill write-down. Our bank revolving credit agreement, term debt and bank and vehicle manufacturer lines of credit require that our corporate debt to corporate EBITDA ratio is maintained within certain limits as...

  • Page 29
    ... to franchisees or other third parties. As of December 31, 2007, the Company's company-owned operations were carried on at 466 locations in the United States and Canada, the majority of which are leased. Dollar and Thrifty each operate company-owned stores under concession agreements with various...

  • Page 30
    ... out-ofstate visitors to subsidize the Passenger Car Rental Tourism Assessment Program, that the Program violates the Interstate Commerce Clause of the US Constitution by limiting the assessment to airport locations renting to out-of-state travelers and a violation of the California Constitution by...

  • Page 31
    ... II ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES The Company's common stock is listed on the New York Stock Exchange ("NYSE") under the trading symbol "DTG." The high and low closing sales prices for the Common Stock for each...

  • Page 32
    ... of Publicly Announced Plans or Programs Approximate Dollar Value of Shares that May Yet Be Purchased under the Plans or Programs Period October 1, 2007 October 31, 2007 November 1, 2007 November 30, 2007 December 1, 2007 December 31, 2007 Total Total Number of Shares Purchased Average Price Paid...

  • Page 33
    ... and industry conditions, the Company has currently suspended repurchasing shares under its share repurchase program. Performance Graph The following graph compares the cumulative total stockholder return on DTG common stock with the Hemscott Industry Group 761 - Rental & Leasing Services and the...

  • Page 34
    ... from Company records. 2007 Statements of Income: (in thousands except per share amounts) 2006 Year Ended December 31, 2005 2004 2003 Revenues: Vehicle rentals Other Total revenues Costs and expenses: Direct vehicle and operating Vehicle depreciation and lease charges, net Selling, general and...

  • Page 35
    ... S. and Canada 2007 2006 Year Ended December 31, 2005 2004 2003 System-wide Data: Rental locations: Company-owned stores Franchisee locations Total rental locations Average number of vehicles operated during the period by company-owned stores and franchisees Peak number of vehicles operated during...

  • Page 36
    ... two value rental car brands, Dollar and Thrifty. The majority of its customers pick up their vehicles at airport locations. Both brands are value priced and the Company seeks to be the industry's low cost provider. Leisure customers typically rent vehicles for longer periods than business customers...

  • Page 37
    ... consolidated statements of income: 2007 Revenues: Vehicle rentals Other Total revenues Costs and expenses: Direct vehicle and operating Vehicle depreciation and lease charges, net Selling, general and administrative Interest expense, net Total costs and expenses (Increase) decrease in fair value of...

  • Page 38
    ... million. This decrease was due to a $30.1 million decline in vehicle leasing revenue and fees and services revenue primarily due to the shift of several locations from franchised operations to corporate operations. Additionally, there was a decrease in the market value of investments in the Company...

  • Page 39
    ... rates. Net vehicle gains on the disposal of Non-Program Vehicles, which reduce vehicle depreciation and lease charges, increased $4.3 million. This increase resulted primarily from a higher average gain per unit. Leasing charges, for vehicles leased from third parties, decreased $4.2 million...

  • Page 40
    ... relating to vehicle programs. As a percent of revenue, net interest expense was 6.3% in 2007 compared to 5.8% in 2006. The change in fair value of the Company's interest rate swap agreements was a decrease of $39.0 million in 2007 compared to a decrease of $9.4 million in 2006 resulting in a year...

  • Page 41
    ... to corporate operations. This decrease in other revenue was partially offset by an increase of $2.6 million in parking revenues and an increase of $2.1 million in the market value of the investments in the Company's deferred compensation and retirement plans. The revenue related to the market value...

  • Page 42
    ... on increased revenue and relate to fees charged by travel agents, third party Internet sites and credit card companies. Vehicle related costs decreased $12.5 million. This decrease resulted primarily from a decrease in vehicle insurance expense of $18.0 million related to lower accrual rates in...

  • Page 43
    ... relating to vehicle programs. As a percent of revenue, net interest expense was 5.8% in 2006 and 2005. The change in fair value of the Company's interest rate swap agreements was a decrease of $9.4 million in 2006 compared to an increase of ($29.7) million in 2005 resulting in a year over year...

  • Page 44
    ... year, including $270.8 million used for vehicle financing partially offset by interest income earned on restricted cash and investments of $14.0 million. The Company expects to continue to fund its revenue-earning vehicles with cash provided from operations and increased secured vehicle financing...

  • Page 45
    ... 10 of Notes to Consolidated Financial Statements. Amounts include both principal and interest payments. Amounts exclude related discounts, where applicable. The Company also has self-insured liabilities related to third-party bodily injury and property damage claims totaling $110 million that are...

  • Page 46
    ... 364-day period. Proceeds are used for financing of vehicle purchases and for a periodic refinancing of asset backed notes. The Conduit Facility generally bears interest at market-based commercial paper rates and is renewed annually. At December 31, 2007, the Company had $12.0 million outstanding...

  • Page 47
    ..., and $500 million per year from 2010 through 2012. The Company has minimal scheduled annual principal payments relating to its Term Loan through 2013 with the remaining lump sum due in 2014. The Company intends to use cash generated from operations and from the sale of vehicles for debt service and...

  • Page 48
    ... of the used car market. A one percent change in the expected residual value of Non-Program Vehicles sold during 2007 would have impacted vehicle depreciation expense, net by $8.2 million. Income taxes - The Company estimates its consolidated effective state income tax rate using a process that...

  • Page 49
    ...impact on the Company's financial position or results of operations. Share-based payment plans - The Company has share-based compensation plans under which the Company grants performance shares, non-qualified option rights and restricted stock to key employees and non-employee directors. The Company...

  • Page 50
    ... the length of time required to reduce overall industry capacity. The Company expects 2008 per unit vehicle depreciation costs to increase about 10 percent depending on used car market pricing. The Company expects vehicle cost increases will be greater in the first half of the year while absorbing...

  • Page 51
    ... obligationsCanadian dollar denominated Weighted average interest rates Non-vehicle debt - term loan Weighted average interest rates Interest Rate Swaps: Variable to Fixed Average pay rate Average receive rate $ $ 2008 2009 2010 2011 2012 Thereafter Total Fair Value December 31, 2007 $ 772...

  • Page 52
    ...results of their operations and their cash flows for each of the three years in the period ended December 31, 2007, in conformity with accounting principles generally accepted in the United States of America. Also, in our opinion, such financial statement schedule, when considered in relation to the...

  • Page 53
    ... CONSOLIDATED STATEMENTS OF INCOME YEAR ENDED DECEMBER 31, 2007, 2006 AND 2005 (In Thousands Except Per Share Data) 2007 REVENUES: Vehicle rentals Other Total revenues COSTS AND EXPENSES: Direct vehicle and operating Vehicle depreciation and lease charges, net Selling, general and administrative...

  • Page 54
    ... THRIFTY AUTOMOTIVE GROUP, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS DECEMBER 31, 2007 AND 2006 (In Thousands Except Share and Per Share Data) 2007 ASSETS Cash and cash equivalents Restricted cash and investments Receivables, net Prepaid expenses and other assets Revenue-earning vehicles...

  • Page 55
    ...M E YEAR EN DED DECEM BER 31, 2007, 2006 AN D 2005 (In Thousands Except Share and Per Share Data) Com m on Stock $.01 Par Value Shares Am ount BALAN CE, JANU ARY 1, 2005 Issuance of com m on shares for director com pensation Stock option transactions, including tax benefit Purchase of com m on stock...

  • Page 56
    ... vehicles Amortization Write-off of software Interest income earned on restricted cash and investments Performance share incentive and restricted stock plan Net losses from sale of property and equipment Provision for losses on receivables Deferred income taxes (Increase) decrease in fair value...

  • Page 57
    DOLLAR THRIFTY AUTOMOTIVE GROUP, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS YEAR ENDED DECEMBER 31, 2007, 2006 AND 2005 (In Thousands) 2007 CASH FLOWS FROM FINANCING ACTIVITIES: Debt and other obligations: Proceeds from vehicle debt and other obligations Payments of vehicle debt and...

  • Page 58
    ... ACCOUNTING POLICIES Nature of Business - The Company operates in the United States and Canada and, through its Dollar and Thrifty brands, is primarily engaged in the business of the daily rental of vehicles to business and leisure customers through company-owned stores. The Company also leases...

  • Page 59
    ...debt and the Senior Secured Credit Facilities are deferred and amortized to interest expense over the term of the related debt using the effective interest method. Revenue-Earning Vehicles - Revenue-earning vehicles are stated at cost, net of related discounts. The Company generally purchases 50% to...

  • Page 60
    ... under the related rental contracts with customers. Revenues from leasing vehicles to franchisees are principally under operating leases with fixed monthly payments and are recognized as earned over the lease terms. Revenues from fees and services include providing sales and marketing, reservations...

  • Page 61
    ... not have a material effect on the consolidated financial statements of the Company. Under SFAS No. 123, the Company used the closing market price of the Company's common shares on the date of grant to estimate the fair value of restricted stock and performance shares. No options were granted after...

  • Page 62
    ... over the weighted-average period of 1.7 years. On November 10, 2005, the FASB issued FASB Staff Position ("FSP") No. FAS 123(R)-3 "Transition Election Related to Accounting for the Tax Effects of Share-Based Payment Awards" ("FSP No. 123(R)-3"). As discussed in Note 13, the Company adopted the...

  • Page 63
    ... financial position and results of operations. 3. EARNINGS PER SHARE The computation of weighted average common and common equivalent shares used in the calculation of basic and diluted EPS is shown below: Year Ended December 31, 2006 2005 2007 (In Thousands, Except Share and Per Share Data) Net...

  • Page 64
    ... method of accounting and operating results of the acquirees from the dates of acquisition are included in the consolidated statements of income of the Company. Acquisitions made in each year are not material individually or collectively to amounts presented for each of the years ended December 31...

  • Page 65
    ...$ Trade accounts and notes receivable include primarily amounts due from rental customers, franchisees and tour operators arising from billings under standard credit terms for services provided in the normal course of business. Notes receivable are generally issued to certain franchisees at current...

  • Page 66
    ... conditions. Guaranteed residual and buyback payments provide the Company sufficient proceeds on disposition of revenue-earning vehicles to realize the carrying value of these vehicles. Payments received are included in proceeds from sales of revenue-earning vehicles and applied against the related...

  • Page 67
    ... was made obsolete by the new Pros Fleet Management Software and $0.5 million related to software no longer in use. The $3.7 million is reflected in selling, general and administrative expense on the consolidated statement of income. As discussed in Note 4, the Company adopted the provisions of EITF...

  • Page 68
    ...: December 31, 2007 (In Thousands) Beginning balance Goodwill through acquisitions during the year Effect of change in rates used for foreign currency translation Ending balance $ $ 280,103 147 1,174 281,424 $ $ $ 280,122 (19) 280,103 2006 10. DEBT AND OTHER OBLIGATIONS Vehicle debt and obligations...

  • Page 69
    ...cash and investments, and certain receivables related to revenue-earning vehicles are available to satisfy the claims of its creditors. Dollar and Thrifty lease vehicles from RCFC under the terms of a master lease and servicing agreement. The asset backed medium term note indentures also provide for...

  • Page 70
    ...paper market. DTG Canada, as General Partner, is allocated the remainder of the Partnership net income after distribution of the income share of the Limited Partner. The income share of the Limited Partner, which amounted to $7,850,000, $6,718,000 and $4,219,000 for the years ended December 31, 2007...

  • Page 71
    ...part of its risk management program, by striving to reduce the potentially adverse effects that the volatility of the financial markets may have on the Company's operating results. The Company has used interest rate swap agreements, for each related new asset backed medium term note issuance in 2003...

  • Page 72
    ... the related voting rights at a steeply discounted price. The plan also includes an exchange option after the rights become exercisable. The Board of Directors may effect an exchange of part or all of the rights, other than rights that have become void, for shares of the Company's common stock for...

  • Page 73
    ... 2007, 2006 and 2005, respectively. Option Rights Plan - Under the LTIP, the Committee may grant non-qualified option rights to key employees and non-employee directors. The exercise prices for non-qualified option rights are equal to the fair market value of the Company's common stock at the date...

  • Page 74
    ...and-without" approach). Under this approach, share-based compensation deductions are, effectively, always considered last to be realized. Due to significant net operating losses for income tax purposes, the Company did not realize any tax benefits from option exercises during 2007, 2006 or 2005. 66

  • Page 75
    ... years) 3 3 Expected price volatility 28.10% 30.50% Risk-free interest rate 4.88% 4.54% The target awards granted in 2005 were valued at the closing market price of the Company's common shares at the date of grant. To arrive at the assumptions used to estimate the fair value of the Company's market...

  • Page 76
    ... stock units to non-employee directors. These grants generally vest at the end of the fiscal year in which the grants were made. For the awards granted in 2007, 2006 and 2005, the grant-date fair value of the award was based on the closing market price of the Company's common shares at the date...

  • Page 77
    ... Grant-Date Fair Value $ 34.45 34.45 38.06 38.06 46.90 46.90 $ - 14. SHARE REPURCHASE PROGRAM In July 2003, the Company announced that its Board of Directors had authorized spending up to $30 million to repurchase the Company's shares of common stock over a two-year period in the open market or...

  • Page 78
    ...,940 54,190 Deferred tax assets and liabilities consist of the following: December 31, 2007 (In Thousands) Deferred tax assets: Vehicle insurance reserves Allowance for doubtful accounts and notes receivable Other accrued liabilities Federal and state NOL carryforwards Interest rate swap AMT credit...

  • Page 79
    ... and trade receivables. The Company limits its exposure on cash and cash equivalents and restricted cash and investments by investing in highly rated funds and short-term time deposits with a diverse group of high quality financial institutions. The Company's exposure relating to interest rate swaps...

  • Page 80
    ... the United States and Canada. Typically, these agreements provide airport terminal counter space in return for a minimum rent. In many cases, the Company's subsidiaries are also obligated to pay insurance and maintenance costs and additional rents generally based on revenues earned at the location...

  • Page 81
    ... public liability and property damage claims, including third-party bodily injury and property damage. The Company maintains insurance for losses above these levels. The Company continues to retain the risk of loss on supplemental liability insurance ("SLI") policies sold to vehicle rental customers...

  • Page 82
    ... reporting period in which an adjustment of the estimated liability is recorded, the Company believes that any resulting liability should not materially affect its consolidated financial position. Other The Company is party to a data processing services agreement which requires annual payments...

  • Page 83
    ... Dollar and Thrifty as operating segments. Financial results are not available by brand. Included in the consolidated financial statements are the following amounts relating to geographic locations: Year Ended December 31, 2006 (In Thousands) 2007 2005 Revenues: United States Foreign countries...

  • Page 84
    ...73,716 11,313 $ $ $ Fourth Quarter 389,204 5,156 (30,581) $ $ $ 2007 Total 1,760,791 161,526 1,215 (In Thousands Except Per Share Amounts) Year Ended December 31, 2006 Revenues Operating income Net income (loss) Earnings (loss) per share Basic Diluted $ $ $ $ $ First Quarter 360,562 47,455 21,806...

  • Page 85
    SCHEDULE II DOLLAR THRIFTY AUTOMOTIVE GROUP, INC. AND SUBSIDIARIES VALUATION AND QUALIFYING ACCOUNTS YEAR ENDED DECEMBER 31, 2007, 2006 AND 2005 Balance at Beginning of Year Additions Charged to Income Deductions (In Thousands) Balance at End of Year 2007 Allowance for doubtful accounts Vehicle...

  • Page 86
    ... to the Company's management and board of directors regarding the preparation and fair presentation of published financial statements. All internal control systems, no matter how well designed, have inherent limitations. Therefore, even those systems determined to be effective can provide only...

  • Page 87
    ... our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material...

  • Page 88
    ... also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated financial statements and financial statement schedule as of and for the year ended December 31, 2007 of the Company and our report dated February 29, 2008 expressed an...

  • Page 89
    ... "Security Ownership of Certain Beneficial Owners, Directors, Director Nominees and Executive Officers" in the Company's definitive Proxy Statement which will be filed pursuant to Regulation 14A promulgated by the SEC not later than 120 days after the end of the Company's fiscal year ended December...

  • Page 90
    ... of Common Stock, filed as the same numbered exhibit with DTG's Registration Statement on Form S-1, as amended, Registration No. 333-39661, which became effective December 16, 1997* Note Purchase Agreement dated as of March 4, 1998 among Rental Car Finance Corp., Dollar Thrifty Funding Corp. and...

  • Page 91
    ...Managing Agents parties thereto, and Bank One, NA, filed as the same numbered exhibit with DTG's Form 10-Q for the quarterly period ended March 31, 2002, filed May 10, 2002, Commission File No. 1-13647* Amendment No. 5 to Liquidity Agreement dated as of February 26, 2002 among Dollar Thrifty Funding...

  • Page 92
    ... as of April 16, 2002 by and among Rental Car Finance Corp., Dollar, Thrifty, and Deutsche Bank Trust Company Americas, formerly known as Bankers Trust Company, filed as the same numbered exhibit with DTG's Form 10-Q for the quarterly period ended June 30, 2002, filed August 13, 2002, Commission...

  • Page 93
    ...Managing Agents parties thereto, and Dresdner Wasserstein Securities LLC, filed as the same numbered exhibit with DTG's Form 8-K, filed March 28, 2005, Commission File No. 1-13647* Amendment No. 9 to Liquidity Agreement dated as of March 22, 2005 among Dollar Thrifty Funding Corp., certain financial...

  • Page 94
    ...the Managing Agents parties thereto, and Dresdner Kleinwort Wasserstein Securities LLC, filed as the same numbered exhibit with DTG's Form 8-K, filed February 7, 2006, Commission No. 1-13647* Note Purchase Agreement dated as of March 23, 2006 among Rental Car Finance Corp., Dollar Thrifty Automotive...

  • Page 95
    ...Collateral Agency Agreement dated as of February 14, 2007 among Dollar Thrifty Automotive Group, Inc., Rental Car Finance Corp., DTG Operations, Inc. and Deutsche Bank Trust Company Americas, filed as the same numbered exhibit with DTG's Form 10-Q for the quarterly period ended March 31, 2007, filed...

  • Page 96
    ... Vehicle Lease and Servicing Agreement (Group II) dated as of February 14, 2007 among Rental Car Finance Corp., DTG Operations, Inc., Dollar Thrifty Automotive Group, Inc. and Deutsche Bank Trust Company Americas, filed as the same numbered exhibit with DTG's Form 10-Q for the quarterly period ended...

  • Page 97
    ... Americas, and Dollar Thrifty Funding Corp., filed as the same numbered exhibit with DTG's Form 8-K, filed June 27, 2007, Commission File No. 1-13647* Amendment No. 1 dated as of June 19, 2007 to Amended and Restated Master Motor Vehicle Lease and Servicing Agreement (Group II) among Rental Car...

  • Page 98
    ... Master Motor Vehicle Lease and Servicing Agreement (Group IV) among Rental Car Finance Corp., DTG Operations, Inc. and Dollar Thrifty Automotive Group, Inc., filed as the same numbered exhibit with DTG's Form 10-Q for the quarterly period ended June 30, 2007, filed August 7, 2007, Commission File...

  • Page 99
    ... No. 1-13647* Dollar Thrifty Automotive Group, Inc., Executive Option Plan effective June 1, 2002, filed as the same numbered exhibit with DTG's Form 10-Q for the quarterly period ended June 30, 2002, filed August 13, 2002, Commission File No. 1-13647* Vehicle Supply Agreement dated as of October 31...

  • Page 100
    ... of the Board of Directors of Dollar Thrifty Automotive Group, Inc. Taken in Lieu of Special Meeting effective December 2, 2004 regarding the Fourth Amendment to Retirement Plan dated December 2, 2004, with amendment attached, filed as the same numbered exhibit with DTG's Form 8-K, filed December...

  • Page 101
    ... director, filed as the same numbered exhibit with DTG's Form 8-K, filed May 25, 2005, Commission File No. 1-13647* Indemnification Agreement dated as of May 20, 2005 between Dollar Thrifty Automotive Group, Inc. and Steven B. Hildebrand, Senior Executive Vice President and Chief Financial Officer...

  • Page 102
    ... Dollar Thrifty Automotive Group, Inc. Retirement Savings Plan, with Appendix C attached, filed as the same numbered exhibit with DTG's Form 8-K, filed February 7, 2006, Commission File No. 1-13647* First Amendment to Amended and Restated Long-Term Incentive Plan and Director Equity Plan effective...

  • Page 103
    ... Plan for Key Employees of Dollar Thrifty Automotive Group, Inc. dated as of February 1, 2007, filed as the same numbered exhibit with DTG's Form 8-K, filed February 6, 2007, Commission File No. 1-13647* Second Amendment to Amended and Restated Long-Term Incentive Plan and Director Equity Plan...

  • Page 104
    ...Deferral Agreement regarding 2005 performance share plan award dated June 29, 2007 between Gary L. Paxton and Dollar Thrifty Automotive Group, Inc., filed as the same numbered exhibit with DTG's Form 10-Q for the quarterly period ended June 30, 2007, filed August 7, 2007, Commission File No. 1-13647...

  • Page 105
    ... Deferral Agreement regarding 2005 performance share plan award dated June 29, 2007 between John J. Foley and Dollar Thrifty Automotive Group, Inc., filed as the same numbered exhibit with DTG's Form 10-Q for the quarterly period ended June 30, 2007, filed August 7, 2007, Commission File No. 1-13647...

  • Page 106
    ... Anderson and Dollar Thrifty Automotive Group, Inc.** 2007 Retirement Plan Employee Enrollment Form - Retirement Contribution dated December 31, 2007 between John J. Foley and Dollar Thrifty Automotive Group, Inc.** Amendment to Notice of Election Regarding Payment of Director's Fees (Earned and...

  • Page 107
    ... 31, 2007) dated December 31, 2007 executed by John C. Pope** Consent to Action in Lieu of Meeting of the Board of Directors of Dollar Thrifty Automotive Group, Inc. effective January 1, 2008 regarding the amendment to the Dollar Thrifty Automotive Group, Inc. Retirement Savings Plan under the...

  • Page 108
    ... & Sartain LLP regarding Registration Statement on Form S-8, Registration No. 333-89189, filed as the same numbered exhibit with Dollar Thrifty Automotive Group, Inc. Retirement Savings Plan's Form 11-K for the fiscal year ended December 31, 2006, filed June 26, 2007* Consent of Deloitte & Touche...

  • Page 109
    ...Title Date /s/ GARY L. PAXTON Gary L. Paxton /s/ STEVEN B. HILDEBRAND Steven B. Hildebrand Chief Executive Officer President and Director Senior Executive Vice President Principal Financial Officer Principal Accounting Officer and Chief Financial Officer Chairman of the Board and Director Director...

  • Page 110
    ... Compensation Plan Payment Modification - Post-2004 elections dated December 31, 2007 between John J. Foley and Dollar Thrifty Automotive Group, Inc. Deferred Compensation Plan Employee Enrollment Form - Salary dated December 31, 2007 between Gary L. Paxton and Dollar Thrifty Automotive Group, Inc...

  • Page 111
    ...December 31, 2007) dated December 31, 2007 executed by John C. Pope Consent to Action in Lieu of Meeting of the Board of Directors of Dollar Thrifty Automotive Group, Inc. effective January 1, 2008 regarding the amendment to the Dollar Thrifty Automotive Group, Inc. Retirement Savings Plan under the...

  • Page 112
    ...-Oxley Act of 2002 Certification by the Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Certification by the Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 31.47 31.48 32.47 32.48 (Exhibits omitted from Annual Report) 104

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