Ms. Stacie E. McGinn, Esq.
Skadden, Arps, Slate, Meagher & Flom LLP
1440 New York Avenue, N.W.
Washington, D.C. 20005-2111
Subject: Wright Express Financial Services Corporation (the "ILC")
Murray, Salt Lake County, Utah
Notice of Acquisition of Control
Dear Ms. McGinn:
We have reviewed and evaluated the Notice of Acquisition of Control ("Notice") received in the FDIC's San Francisco Regional Office on December 4, 2000. Cendant Corporation ("Cendant"), Cendant Finance Holding Corporation ("CFHC"), and PHH Corporation ("PHH") (with the later two being subsidiaries of Cendant) are collectively referred to as the "Applicants" and intend to indirectly acquire the ILC and its holding company, Wright Express LLC. This acquisition will occur as part of a larger transaction/merger involving Cendant's additional purchase (now being increased from 18% to 100%) of Avis Group Holdings, Inc. ("Avis"). Avis currently owns 100% of the ILC and its holding company through another subsidiary, Avis Fleet Leasing and Management Corporation.
The Cendant organization entered into an Agreement and Plan of Merger with Avis on November 11, 2000 whereby Cendant, through CFHC and PHH, would acquire all outstanding common stock of Avis and thereby indirectly acquire the ILC. Cendant has stated that no change in the ILC's directors or officers, or the thrift's business plan is expected as a result of the transaction.
We do not object to the proposed acquisition. This decision is based on review of the information provided and consideration of the views of the Banking Department of the State of Utah. If you have any further questions, please contact Assistant Regional Director Donald L. Pfeiffer or Case Manager Robert D. McGibbon at (415) 808-8046.
John M. Lane