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FINANCIAL STATEMENTS:
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SUPPLEMENTAL SCHEDULE:
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EXHIBIT 23.1 CONSENT OF INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
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EX-23.1: CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM |
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2005 | |||||||
ASSETS:
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Investments:
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Cash and cash equivalents
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$ | 2,416 | |||||
Mutual funds
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252,344 | ||||||
Common/collective trusts
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175,657 | ||||||
Cendant Corporation common stock
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1,145 | ||||||
Loans to participants
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13,115 | ||||||
Total investments
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444,677 | ||||||
Receivables:
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Employer contributions
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77,224 | ||||||
Participant contributions
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5,217 | ||||||
Interest and dividends
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5 | ||||||
Total receivables
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82,446 | ||||||
NET ASSETS AVAILABLE FOR BENEFITS
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$ | 527,123 | |||||
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ADDITIONS TO NET ASSETS:
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Net investment income:
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Interest and dividends
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$ | 6,355 | |||||
Net appreciation in fair value of investments
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31,642 | ||||||
Net investment income
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37,997 | ||||||
Contributions:
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Employer
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77,285 | ||||||
Participants
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53,185 | ||||||
Rollovers
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1,589 | ||||||
Transfers of participant account balances from affiliated plans
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357,268 | ||||||
Total contributions
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489,327 | ||||||
Total additions
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527,324 | ||||||
DEDUCTIONS FROM NET ASSETS:
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Benefits paid to participants
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176 | ||||||
Administrative expenses
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25 | ||||||
Total deductions
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201 | ||||||
NET INCREASE IN NET ASSETS AVAILABLE FOR BENEFITS
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527,123 | ||||||
NET ASSETS AVAILABLE FOR BENEFITS:
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BEGINNING OF YEAR
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- | ||||||
END OF YEAR
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$ | 527,123 | |||||
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The following description of the Cendant Car Rental Operations Support, Inc. Retirement Savings Plan for Bargaining Hourly Employees (the Plan) provides only general information. Participants should refer to the Summary Plan Description or the Plan document which are available from Cendant Car Rental Operations Support, Inc. (the Company) for a more complete description of the Plans provisions. The Company is a wholly-owned subsidiary of Cendant Corporation (Cendant). | |
The Plan is a defined contribution plan and provides Internal Revenue Code (IRC) section 401(k) employee salary deferral benefits for the Companys eligible employees. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA). Merrill Lynch Trust Company, FSB (the Trustee) is the Plans trustee. | |
The Plan commenced activities on April 1, 2005. The Company established the Plan during 2004 to provide benefits discussed above and to allow for employee account balances from plans of Avis Rent A Car System Inc. and its subsidiaries and related parties (the Affiliates) to be transferred from the Avis Voluntary Retirement Savings Plan and the Avis Voluntary Retirement Savings Plan for Bargaining Hourly Employees to the Plan. Accordingly, net assets of $357,268 were transferred to the Plan during 2005. | |
The following is a summary of certain Plan provisions: | |
Eligibility Each employee, who as of March 31, 2004, was eligible to participate in a qualified defined contribution plan of the Affiliates became an eligible participant on the later of (i) April 1, 2004 or (ii) the date that such employee ceased participation in such other qualified defined contribution plan. Employees who are members of the collective bargaining unit covered by a collective bargaining agreement between such unit and the Company are eligible to participate in the plan upon attainment of age 21 and completion of one year of service (a year of service means the completion of at least 1,000 hours of service during the first twelve months of employment or the completion of at least 1,000 hours in any Plan year that follows the employment date). | |
Participant Contributions Participants may elect to make pre-tax contributions up to 16% of specified compensation in 1% increments up to the statutory maximum of $14,000 for 2005. In addition, employees participating in the Plan may make additional contributions from 1% to 10% of specified compensation on a current, after-tax basis, subject to certain limitations imposed by law. Certain eligible participants (age 50 and over) are permitted to contribute an additional $4,000 as a catch up contribution, resulting in a total pre-tax contribution of $18,000 for 2005. | |
Employer Contributions The Plan permits employer and/or employer matching contributions in accordance with the terms of the collective bargaining agreement in effect for the Plan year with respect to the collective bargaining unit of which the participant is a member. Due to an |
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administrative error, certain of the Companys eligible employees were not permitted to participate in the Plan during 2005. The Company corrected this matter in accordance with Internal Revenue Service (IRS) regulations, which require the Company to make a contribution to the Plan on behalf of the eligible employees who were precluded from participating in the Plan. Accordingly, the Statement of Net Assets Available for Benefits includes an employer contribution receivable of $77,224, which represents the amount of contributions such employees were unable to make to the Plan due to the administrative error. |
Rollovers All employees, upon commencement of employment, are provided the option of making a rollover contribution into the Plan in accordance with IRS regulations. | |
Investments Participants direct the investment of contributions to various investment options and may reallocate investments among the various funds or change future contributions on a daily basis. The fund reallocation must be in 1% increments. Only one reallocation is allowed each day. Participants should refer to each funds prospectus for a more complete description of the risks associated with each fund. | |
Vesting Participants are fully vested at all times with respect to their contributions to the Plan. Employer contributions vest at a rate of 20% per year and are fully vested upon 5 years of service. | |
Loan Provisions Participants may borrow from their fund accounts up to the lesser of $50,000 or 50% of their account balance provided the account balance is at least $2,000. The loans are secured by the balance in the participants account and bear interest at rates commensurate with local prevailing rates as determined quarterly by the Plan administrator. Principal and interest are paid ratably through payroll deductions. | |
Participant Accounts A separate account is maintained for each participant. Each participants account is credited with the participants contributions and an allocation of Plan earnings including interest, dividends and net realized and unrealized appreciation in fair value of investments. Each participants account is also charged with an allocation of net realized and unrealized depreciation in fair value of investments, certain administrative expenses and withdrawals. Allocations are based on participant account balances, as defined in the Plan document. The benefit to which a participant is entitled is the benefit that can be provided from the participants account. | |
Payment of Benefits to Participants Distribution of the participants account may be made in a lump sum payment upon retirement, death or disability, or upon termination of employment. Participants are entitled to withdraw certain portions of their vested balance. Participants are permitted to process in-service withdrawals, in accordance with Plan provisions, upon attaining age 591/2 or for hardship in certain circumstances, as defined in the Plan document, before that age. Amounts payable to participants who have elected to withdraw from the Plan, but did not yet receive distributions from the Plan totaled $1,913 at December 31, 2005. | |
Administrative Expenses Administrative expenses of the Plan may be paid by the Company; otherwise, such expenses are paid by the Plan. |
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2. | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES |
Basis of Accounting The accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America on the accrual basis of accounting. | |
Cash and Cash Equivalents The Plan considers highly liquid investments with an original maturity of three months or less to be cash equivalents. | |
Valuation of Investments and Income Recognition The Plans investments in Cendant Corporation common stock, mutual funds, the common/collective trusts that do not invest in guaranteed investment contracts, loans to participants and cash and cash equivalents are stated at fair value. Securities traded on a national securities exchange are valued at the last reported sales price on the last business day of the Plan year. Mutual funds are valued at the quoted market price, which represents the net asset value of shares held by the Plan at year-end. Common/collective trusts that do not invest in guaranteed investment contracts are valued at the net asset value of the shares held by the Plan at year-end, which is based on the fair value of the underlying assets. Loans to participants are valued at cost, which approximates fair value. A portion of the Plans investments in common/collective trusts consists of a fund that invests primarily in guaranteed investment contracts with high quality insurance companies. The Plans investment in this common/collective trust is valued at amounts contributed, plus the Plans pro-rata share of interest income earned by such fund, less administrative expenses and withdrawals. The value recorded in the Plans financial statements for such fund was $141,366 at December 31, 2005. | |
Purchases and sales of securities are recorded on a trade-date basis. Dividends are recorded on the ex-dividend date and interest is recorded when earned. The accompanying Statement of Changes in Net Assets Available for Benefits presents net appreciation in fair value of investments, which includes unrealized gains and losses on investments held at December 31, 2005, realized gains and losses on investments sold during the period April 1, 2005 to December 31, 2005 and management and operating expenses associated with the Plans investments in mutual funds and common/collective trusts. | |
Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the amounts reported and related disclosures. Actual results could differ from those estimates. | |
Risks and Uncertainties The Plan invests in various securities, including mutual funds, common/collective trusts and Cendant Corporation common stock. Investment securities are exposed to various risks, such as interest rate and credit risks and overall market volatility. Due to the level of risk associated with certain investment securities, it is reasonably possible that changes in the values of investment securities will occur in the near term and that such changes would materially affect the amounts reported in the financial statements. | |
Benefit Payments Benefits to participants are recorded when paid. |
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3. | INVESTMENTS |
The following table presents investments that represent five percent or more of the Plans net assets available for benefits as of December 31,: |
2005 | |||||
* Merrill Lynch Retirement Preservation Trust
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$ | 141,366 | |||
Harbor Small Capital Value Fund
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97,294 | ||||
Davis NY Venture Fund
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41,408 | ||||
Oppenheimer Emerging Markets Equity Trust
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33,033 | ||||
Oppenheimer Capital Appreciation Fund
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29,965 |
During the period April 1, 2005 to December 31, 2005, the Plans investments (including gains and losses on investments bought and sold, as well as held during such period) appreciated (depreciated) in fair value, as follows: |
2005 | |||||
Mutual funds
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$ | 27,149 | |||
Common/collective trusts
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4,856 | ||||
Cendant Corporation common stock
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(363 | ) | |||
$ | 31,642 | ||||
* | Permitted party-in-interest |
4. | FEDERAL INCOME TAX STATUS |
The IRS determined and informed the Company by letter dated March 6, 2006 that the Plan and related trust are designed in accordance with applicable sections of the IRC. Therefore, no provision for income taxes has been included in the Plans financial statements. |
5. | EXEMPT PARTY-IN-INTEREST TRANSACTIONS |
A portion of the Plans investments represents shares in funds managed by Merrill Lynch Trust Company, FSB, the trustee of the Plan. Therefore, these transactions qualify as exempt party-in-interest transactions. | |
At December 31, 2005, the Plan held 66 shares of Cendant Corporation common stock with a cost basis of $1,348. |
6. | PLAN TERMINATION |
Although the Company has not expressed any intention to do so, the Company reserves the right to modify, suspend, amend or terminate the Plan in whole or in part at any time subject to the provisions of ERISA. If the Plan is terminated, the amounts credited to the employer contribution accounts of all participants become fully vested. |
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Number of | ||||||||||||||||
Identity of Issue, Borrower, | Description | Shares, Units | Cost | Current | ||||||||||||
Current Lessor or Similar Party | of Investment | or Par Value | *** | Value | ||||||||||||
*Cendant Corporation Common Stock
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Common stock fund | 66 | $ | 1,145 | ||||||||||||
Oppenheimer Emerging Markets Equity Trust
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Common/collective trust | 1,724 | 33,033 | |||||||||||||
Oppenheimer International Growth Trust
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Common/collective trust | 17 | 193 | |||||||||||||
*Merrill Lynch Retirement Preservation Trust
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Common/collective trust | 141,366 | 141,366 | |||||||||||||
*Merrill Lynch Equity Trust
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Common/collective trust | 74 | 1,065 | |||||||||||||
Allianz CCM Capital Appreciation Fund
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Mutual fund | 386 | 7,469 | |||||||||||||
Davis NY Venture Fund
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Mutual fund | 1,215 | 41,408 | |||||||||||||
Harbor Small Capital Value Fund
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Mutual fund | 4,906 | 97,294 | |||||||||||||
ING International Value Fund
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Mutual fund | 1,089 | 19,462 | |||||||||||||
MASS Investment Growth Stock Fund
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Mutual fund | 141 | 1,820 | |||||||||||||
MFS Mid-Cap Growth Fund
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Mutual fund | 19 | 179 | |||||||||||||
MFS Value Fund
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Mutual fund | 1,062 | 24,592 | |||||||||||||
Oppenheimer Capital Appreciation Fund
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Mutual fund | 682 | 29,965 | |||||||||||||
Oppenheimer Quest Balanced Value Fund
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Mutual fund | 483 | 8,621 | |||||||||||||
PIMCO Total Return Fund
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Mutual fund | 1,374 | 14,430 | |||||||||||||
Scudder RREEF Real Estate Fund
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Mutual fund | 333 | 6,934 | |||||||||||||
The Oakmark Equity and Income Fund
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Mutual fund | 7 | 170 | |||||||||||||
Various participants
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Participant loans** | 13,115 | ||||||||||||||
Cash and cash equivalents
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2,416 | |||||||||||||||
Total | $ | 444,677 | ||||||||||||||
* | Represents a permitted party-in-interest. |
** | Maturity dates range from October 2006 to December 2008 at interest rates of 5.0% to 8.0%. |
*** | Cost information is not required for participant-directed investments. |
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Cendant Car Rental Operations Support, Inc. |
Retirement Savings Plan for Bargaining Hourly Employees |
By: | /s/ Terence P. Conley |
Terence P. Conley Executive Vice President, Human Resources and Corporate Services Cendant Corporation |
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