The following discussion should be read in conjunction with our Consolidated
Condensed Financial Statements and accompanying Notes included in this Quarterly
Report on Form 10-Q, and with our 2019 Form 10-K. Our actual results of
operations may differ materially from those discussed in forward-looking
statements as a result of various factors, including but not limited to those
included in this Quarterly Report on Form 10-Q and those included in the
"Management's Discussion and Analysis of Financial Condition and Results of
Operations," "Risk Factors" and other portions of our 2019 Form 10-K. Unless
otherwise noted, all dollar amounts in tables are in millions.
                                    OVERVIEW


Our Company

We operate three of the most globally recognized brands in mobility solutions,
Avis, Budget and Zipcar, together with several other brands well recognized in
their respective markets. We are a leading vehicle rental operator in North
America, Europe, Australasia and certain other regions we serve, with an average
rental fleet during 2019 of nearly 660,000 vehicles. We also license the use of
our trademarks to licensees in the areas in which we do not operate directly. We
and our licensees operate our brands in approximately 180 countries throughout
the world.

Our Segments

We categorize our operations into two reportable business segments: Americas,
consisting primarily of our vehicle rental operations in North America, South
America, Central America and the Caribbean, car sharing operations in certain of
these markets, and licensees in the areas in which we do not operate directly;
and International, consisting primarily of our vehicle rental operations in
Europe, the Middle East, Africa, Asia and Australasia, car sharing operations in
certain of these markets, and licensees in the areas in which we do not operate
directly.

Business and Trends

The spread of the novel coronavirus ("COVID-19") and the impact on travel demand
and the global economy are having significant negative impacts on all aspects of
our business.

Significant events affecting travel, have historically had an impact on vehicle
rental volumes, with the full extent of the impact generally determined by the
length of time the event influences travel decisions. COVID-19 and the resulting
economic conditions have had, and we believe will continue to have, a
significant negative impact on our operations and vehicle rental volumes and
consequently our financial results, and such negative impact may continue well
beyond the containment of this outbreak. In particular:

•Reservation volume for the remainder of 2020 is significantly behind prior year
on a comparable basis as a result of the effects of COVID-19, which could impact
our peak summer season. The third quarter of the year has historically been our
most profitable quarter, as measured by net income and Adjusted EBITDA, due to
increased summer leisure travel.

•The used vehicle market was significantly disrupted in the first half of second
quarter, impacting our ability to dispose of used vehicles as a result of
COVID-19. While the used car market improved significantly in the second half of
the second quarter, if there are further disruptions due to COVID-19, we would
likely experience a reduction in residual values for risk vehicles in our fleet
which could cause us to sustain a substantial loss on the ultimate sale of such
vehicles or require us to depreciate those at a more accelerated rate than we
have anticipated. If our ability to sell vehicles in the used vehicle market
becomes severely limited again, we may have difficulty meeting collateral
requirements due under our asset-backed financing facilities.

•In April 2020, Moody's and S&P Global (the "Rating Agencies") downgraded our
long-term corporate debt rating. If we were to experience a further downgrade,
this could negatively impact our ability to respond to adverse changes in
general economic, industry and competitive conditions, as well as changes in
government regulation and changes to our business.

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•As a result of decreased rental volume, we have parked our vehicles in overflow
parking lots. In April 2020, we experienced a fire at an overflow parking lot
near Southwest Florida International Airport. As a result, we have lost vehicles
with an estimated carrying value of approximately $50 million. We estimate a
loss of up to $10 million related to this incident, which will be treated as
COVID-19 charges and excluded from Adjusted EBITDA. We could experience similar
casualty losses in other overflow parking lots.

•We have taken cost removal and mitigation actions by eliminating all
non-essential capital and operating expenditures and we are continuing to
negotiate with partners and suppliers for further reductions. We have reduced or
furloughed a large part of our global workforce, reduced base compensation at
the level of vice presidents and above, froze merit increases, eliminated our
401(k) match for highly compensated employees, and canceled all future hiring.
We aggressively reduced the size of our global fleet beginning in March and
ended in June with over 20% fewer units than the prior year. Our vehicle
dispositions will occur through both traditional methods and by utilizing our
alternative distribution strategy by selling directly to dealers and consumers.
Finally, we have negotiated a significant number of new vehicle cancellations to
improve utilization and shrink the fleet size.

Although our results for second quarter were significantly impacted by COVID-19,
we do not believe they reflect the positive momentum we saw at the end of the
quarter and look to carry throughout the remainder of 2020. Our revenues in
second quarter showed sequential improvement, down approximately 80% from prior
year at the start and finished down approximately 60% from prior year. Rental
volumes also improved throughout the second quarter and ended down approximately
50% year-over-year. Fleet size continues to be a focal point as we align with
demand while taking advantage of a strong used vehicle market. As the
environment remains challenging, these trends could be hindered if a "second
wave" of the virus were to impact the economy.

We have never previously experienced such a decrease in demand, and as a result,
our ability to be predictive regarding the impact of such a decrease is
uncertain. In addition, the duration of the global pandemic is uncertain. As a
consequence, we cannot estimate the impact on our business, financial condition
or forecast financial or operational results with reasonable certainty. Our
results of operations, financial condition, and cash flows were impacted during
the three and six months ended June 30, 2020, by the ongoing COVID-19 pandemic.
The trends and results for the three and six months ended June 30, 2020 may not
be indicative of results that may be expected for the future quarters due to
uncertainty regarding the extent and duration of the COVID-19 pandemic.


                             RESULTS OF OPERATIONS

We measure performance principally using the following key metrics: (i) rental
days, which represent the total number of days (or portion thereof) a vehicle
was rented, (ii) revenue per day, which represents revenues divided by rental
days, (iii) vehicle utilization, which represents rental days divided by
available rental days, with available rental days defined as average rental
fleet times the number of days in the period, and (iv) per-unit fleet costs,
which represent vehicle depreciation, lease charges and gain or loss on vehicle
sales, divided by average rental fleet. Our rental days, revenue per day and
vehicle utilization metrics are all calculated based on the actual rental of the
vehicle during a 24-hour period. We believe that this methodology provides us
with the most relevant metrics in order to manage the business. Our calculation
may not be comparable to the calculation of similarly-titled metrics by other
companies. We present currency exchange rate effects to provide a method of
assessing how our business performed excluding the effects of foreign currency
rate fluctuations. Currency exchange rate effects are calculated by translating
the current-year results at the prior-period average exchange rate plus any
related gains and losses on currency hedges.

We assess performance and allocate resources based upon the separate financial
information of our operating segments. In identifying our reportable segments,
we also consider the nature of services provided by our operating segments, the
geographical areas in which our segments operate and other relevant factors.
Management evaluates the operating results of each of our reportable segments
based upon revenues and "Adjusted EBITDA," which we define as income from
continuing operations before non-vehicle related depreciation and amortization,
any impairment charges, restructuring and other related charges, early
extinguishment of debt costs, non-vehicle related interest, transaction-related
costs, net charges for unprecedented personal-injury legal matters,
non-operational charges related to shareholder activist activity, gain on sale
of equity method investment in China, COVID-19 charges and income taxes. Net
charges for unprecedented personal-injury legal matters and gain on sale of
equity method investment in China are recorded within operating expenses in our
consolidated condensed statement of operations. Non-operational charges related
to shareholder activist activity include third party advisory, legal and other
professional service fees and
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are recorded within selling, general and administrative expenses in our
consolidated results of operations. COVID-19 charges include unusual, direct and
incremental costs due to the COVID-19 global pandemic such as minimum annual
guaranteed rent in excess of concession fees for the period, overflow parking
for idle vehicles, incremental cleaning supplies to sanitize vehicles and
facilities, and losses associated with vehicles damaged in overflow parking lots
and are recorded within operating expenses in our consolidated condensed
statement of operations. We have revised our definition of Adjusted EBITDA to
exclude COVID-19 charges. We did not revise prior years' Adjusted EBITDA amounts
because there were no other charges similar in nature to these. We believe
Adjusted EBITDA is useful as a supplemental measure in evaluating the
performance of our operating businesses and in comparing our results from period
to period. We also believe that Adjusted EBITDA is useful to investors because
it allows them to assess our results of operations and financial condition on
the same basis that management uses internally. Adjusted EBITDA is a non-GAAP
measure and should not be considered in isolation or as a substitute for net
income or other income statement data prepared in accordance with U.S. GAAP. Our
presentation of Adjusted EBITDA may not be comparable to similarly-titled
measures used by other companies.

During the six months ended June 30, 2020:



•Our revenues totaled $2,513 million and decreased 41% compared to the similar
period in 2019, primarily due to reduced rental volume due to impacts directly
related to COVID-19.

•Our net loss was $639 million and our Adjusted EBITDA loss was $469 million,
representing a loss of $643 million year-over-year, primarily due to impacts
directly related to COVID-19.

•We repurchased $113 million of our common stock at an average price of $22.49, reducing our shares outstanding by approximately 5.0 million shares, or 7%.

•We acquired various licensees in the United States and Europe.

Three Months Ended June 30, 2020 vs. Three Months Ended June 30, 2019

Our consolidated condensed results of operations comprised the following:


                                                                                     Three Months Ended
                                                                                           June 30,
                                                                                    2020              2019                  $ Change                   % Change
Revenues                                                                                                       $  760                    $ 2,337                    $ (1,577)             (67  %)

Expenses
      Operating                                                                                         622                     1,172                       (550)                (47  %)
      Vehicle depreciation and lease charges, net                                                       374                       543                       (169)                (31  %)
      Selling, general and administrative                                                               132                       313                       (181)                (58  %)
      Vehicle interest, net                                                                              87                        90                         (3)                 (3  %)
      Non-vehicle related depreciation and amortization                                                  71                        66                          5                   8  %
      Interest expense related to corporate debt, net:
      Interest expense                                                                                   51                        48                          3                   6  %
      Early extinguishment of debt                                                                        3                         -                          3                     n/m
      Restructuring and other related charges                                                            28                        23                          5                  22  %
      Transaction-related costs, net                                                                      1                         1                          -                   0  %
Total expenses                                                                                                  1,369                      2,256                        (887)             (39  %)

Income (loss) before income taxes                                                                                (609)                        81                        (690)                 n/m
Provision for (benefit from) income taxes                                                                        (128)                        19                        (147)                 n/m

Net income (loss)                                                                                              $ (481)                   $    62                    $   (543)                 n/m


__________
n/m Not meaningful.

Revenues decreased during the three months ended June 30, 2020 compared to the
similar period in 2019, primarily due to a 59% decrease in volume and a 20%
decrease in revenue per day excluding exchange rate movements as a result of the
impact of COVID-19, and an $8 million negative impact from currency exchange
rate movements. Total expenses decreased during the three months ended June 30,
2020, compared to the
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similar period in 2019, primarily due to strategic cost reduction initiatives
and reduced operational activities as a result of the impact of COVID-19.

Operating expenses increased to 81.9% of revenue during the three months ended
June 30, 2020 compared to 50.2% during the similar period in 2019. Vehicle
depreciation and lease charges increased to 49.3% of revenue during the three
months ended June 30, 2020 compared to 23.2% during the similar period in 2019.
Selling, general and administrative costs increased to 17.4% of revenue during
the three months ended June 30, 2020 compared to 13.4% during the similar period
in 2019. Vehicle interest costs increased to 11.4% of revenue during the three
months ended June 30, 2020 compared to 3.9% during the similar period in 2019.
During the three months ended June 30, 2020, all expenses increased as a
percentage of revenue as a result of the impact of COVID-19, partially offset by
strategic cost reduction initiatives to right size the business.

Our effective tax rates were a benefit of 21% and a provision of 23% for the
three months ended June 30, 2020 and 2019, respectively. As a result of these
items, our net loss decreased by $543 million compared to the similar period in
2019.

For the three months ended June 30, 2020 and 2019, the Company reported a loss of $6.91 per diluted share and income of $0.81 per diluted share, respectively.


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Following is a more detailed discussion of the results of each of our reportable
segments and reconciliation of net income (loss) to Adjusted EBITDA:
                                                                                                   Three Months Ended June 30,
                                                                                     2020                                                                     2019
                                                                       Revenues            Adjusted EBITDA              Revenues               Adjusted EBITDA
Americas                                                                                                     $ 565                  $ (233)                     $ 1,627             $ 152
International                                                                                                  195                    (140)                         710                39
Corporate and Other (a)                                                                                          -                      (9)                           -               (16)
                 Total Company                                                            $         760               $     (382)             $        2,337               $ 175

                                                                                                                              Reconciliation to Adjusted EBITDA
                                                                                                                          2020                      2019
Net income (loss)                                                                                                                                                                            $ (481)         $  62
Provision for (benefit from) income taxes                                                                                                                                                      (128)            19
Income (loss) before income taxes                                                                                                                                                              (609)            81

Add:                                 COVID-19 charges (b)                                                                                                                              73               -
                            Non-vehicle related depreciation and amortization                                                                                                 71                 66
                            Interest expense related to corporate debt, net:
                            Interest expense                                                                                                                                  51                 48
                            Early extinguishment of debt                                                                                                                       3                  -
                            Restructuring and other related charges                                                                                                           28                 23

                            Transaction-related costs, net (c)                                                                                                                 1                  1
                            Gain on sale of equity method investment in China (d)                                                                                              -                (44)
Adjusted EBITDA                                                                                                                                                                              $ (382)         $ 175


__________
(a)Includes unallocated corporate overhead which is not attributable to a
particular segment.
(b)For three months ended June 30, 2020 consists of $72 million within operating
expenses and $1 million within selling, general and administrative expenses, net
in our consolidated condensed results of operations. Primarily consisting of $30
million of minimum annual guaranteed rent in excess of concession fees, $28
million of losses associated with vehicles damaged in overflow parking lots and
$15 million of incremental cleaning supplies to sanitize vehicles and
facilities, and overflow parking for idle vehicles.
(c)Primarily comprised of acquisition- and integration-related expenses.
(d)Reported within operating expenses in our consolidated condensed results of
operations (see Note 1 to our Consolidated Condensed Financial Statements).

Americas
                           Three Months Ended
                                June 30,
                         2020                2019        % Change
Revenues             $    565             $ 1,627          (65  %)
Adjusted EBITDA          (233)                152              n/m


__________
n/m Not meaningful.

Revenues decreased 65% during the three months ended June 30, 2020 compared to
the similar period in 2019, primarily due to a 59% decrease in volume and 15%
lower revenue per day as a result of the impacts of COVID-19.

Operating expenses increased to 78.0% of revenue during the three months ended
June 30, 2020 compared to 50.4% during the similar period in 2019. Vehicle
depreciation and lease charges increased to 47.7% of revenue during the three
months ended June 30, 2020 compared to 24.2% during the similar period in 2019.
Selling, general and administrative costs increased to 14.2% of revenue during
the three months ended June 30, 2020 compared to 11.5% during the similar period
in 2019. Vehicle interest costs increased to 12.9% of revenue during the three
months ended June 30, 2020 compared to 4.6% during the similar period in 2019.
During the three months ended June 30, 2020, all expenses increased as a
percentage of revenue as a result of the impact of COVID-19, partially offset by
strategic cost reduction initiatives to right size the business.

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Adjusted EBITDA was $385 million lower during the three months ended June 30,
2020 compared to the similar period in 2019, primarily due to lower revenues
directly related to COVID-19, partially offset by a 22% decrease in per-unit
fleet costs excluding exchange rate effects.

International
                           Three Months Ended
                                 June 30,
                         2020                  2019       % Change
Revenues             $     195               $ 710          (73  %)
Adjusted EBITDA           (140)                 39              n/m


Revenues decreased 73% during the three months ended June 30, 2020, compared to
the similar period in 2019, primarily due to a 60% decrease in volume and a 29%
decrease in revenue per day excluding exchange rate movements as a result of the
impacts of COVID-19, and an $8 million negative impact from currency exchange
rate movements.

Operating expenses increased to 93.5% of revenue during the three months ended
June 30, 2020 compared to 49.8% during the similar period in 2019. Vehicle
depreciation and lease charges increased to 53.8% of revenue during the three
months ended June 30, 2020 compared to 21.0% during the similar period in 2019.
Selling, general and administrative costs increased to 21.5% of revenue during
the three months ended June 30, 2020 compared to 15.5% during similar period in
2019. Vehicle interest costs increased to 6.9% of revenue during the three
months ended June 30, 2020 compared to 2.0% during the similar period in 2019.
During the three months ended June 30, 2020, all expenses increased as a
percentage of revenue as a result of the impact of COVID-19, partially offset by
strategic cost reduction initiatives to right size the business.

Adjusted EBITDA was $179 million lower in second quarter 2020 compared to the similar period in 2019, primarily due to lower revenues directly related to COVID-19.


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Six Months Ended June 30, 2020 vs. Six Months Ended June 30, 2019

Our consolidated results of operations comprised the following:


                                                                                        Six Months Ended
                                                                                             June 30,
                                                                                    2020                 2019                     $ Change                   % Change
Revenues                                                                                                           $ 2,513                     $ 4,257                    $ (1,744)             (41  %)

Expenses

      Operating                                                                                           1,680                       2,243                       (563)                (25  %)
      Vehicle depreciation and lease charges, net                                                           833                       1,028                       (195)                (19  %)
      Selling, general and administrative                                                                   383                         597                       (214)                (36  %)
      Vehicle interest, net                                                                                 170                         171                         (1)                 (1  %)
      Non-vehicle related depreciation and amortization                                                     140                         133                          7                   5  %
      Interest expense related to corporate debt, net:
      Interest expense                                                                                       99                          90                          9                  10  %
      Early extinguishment of debt                                                                            7                           -                          7                     n/m
      Restructuring and other related charges                                                                72                          44                         28                  64  %
      Transaction-related costs, net                                                                          3                           6                         (3)                (50  %)
Total expenses                                                                                                       3,387                       4,312                        (925)             (21  %)

Loss before income taxes                                                                                              (874)                        (55)                       (819)                 n/m
Benefit from income taxes                                                                                             (235)                        (26)                       (209)                 n/m

Net loss                                                                                                           $  (639)                    $   (29)                   $   (610)                 n/m


__________
n/m Not meaningful.

Revenues decreased during the six months ended June 30, 2020 compared to the
similar period in 2019, primarily as a result of a 35% decrease in volume and an
8% decrease in revenue per day excluding exchange rate movements as a result of
the impact of COVID-19, and a $28 million negative impact from currency exchange
rate movements. Total expenses decreased during the six months ended June 30,
2020 compared to the similar period in 2019, primarily due to strategic cost
reduction initiatives and reduced operational activities as a result of the
impact of COVID-19.

Operating expenses increased to 66.9% of revenue during the six months ended
June 30, 2020 compared to 52.7% during the similar period in 2019. Vehicle
depreciation and lease charges increased to 33.2% of revenue during the six
months ended June 30, 2020 compared to 24.2% during the similar period in 2019.
Selling, general and administrative costs increased to 15.2% of revenue during
the six months ended June 30, 2020 compared to 14.0% during the similar period
in 2019. Vehicle interest costs increased to 6.7% of revenue during the six
months ended June 30, 2020 compared to 4.0% during the similar period in 2019.
During the six months ended June 30, 2020, all expenses increased as a
percentage of revenue as a result of the impact of COVID-19, partially offset by
strategic cost reduction initiatives to right size the business.

Our effective tax rates were benefits of 27% and 47% for the six months ended
June 30, 2020 and 2019, respectively. As a result of these items, our net loss
increased by $610 million.

For the six months ended June 30, 2020 and 2019, the Company reported a loss of $8.96 and earnings of $0.39 per diluted share, respectively.


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Following is a more detailed discussion of the results of each of our reportable
segments and reconciliation of net loss to Adjusted EBITDA:
                                                                                                     Six Months Ended June 30,
                                                                                     2020                                                                     2019
                                                                       Revenues            Adjusted EBITDA               Revenues              Adjusted EBITDA
Americas                                                                                                    $ 1,822                 $ (263)                     $ 2,954             $ 187
International                                                                                                   691                   (180)                       1,303                18
Corporate and Other (a)                                                                                           -                    (26)                           -               (31)
               Total Company                                                              $        2,513               $    (469)             $        4,257               $ 174

                                                                                                                              Reconciliation to Adjusted EBITDA
                                                                                                                           2020                     2019
Net loss                                                                                                                                                                                     $ (639)           $ (29)
Benefit from income taxes                                                                                                                                                                      (235)             (26)
Loss before income taxes                                                                                                                                                                       (874)             (55)

Add:                                   Non-vehicle related depreciation and amortization                                                                                              140               133
                             Interest expense related to corporate debt, net:
                             Interest expense                                                                                                                                 99                 90
                             Early extinguishment of debt                                                                                                                      7                  -
                             COVID-19 charges (b)                                                                                                                             80                  -
                             Restructuring and other related charges                                                                                                          72                 44
                             Non-operational charges related to shareholder activist activity (c)                                                                              4                  -
                             Transaction-related costs, net (d)                                                                                                                3                  6
                             Gain on sale of equity method investment in China (e)                                                                                             -                (44)
Adjusted EBITDA                                                                                                                                                                              $ (469)           $ 174


_________
(a)Includes unallocated corporate overhead which is not attributable to a
particular segment.
(b)Six months ended June 30, 2020 consists of $79 million within operating
expenses and $1 million within selling, general and administrative expenses, net
in our consolidated results of operations. Primarily consisting of $33 million
of losses associated with vehicles damaged in overflow parking lots, $30 million
of minimum annual guaranteed rent in excess of concession fees and $17 million
of incremental cleaning supplies to sanitize vehicles and facilities, and
overflow parking for idle vehicles.
(c)Reported within selling, general and administrative in our consolidated
condensed results of operations.
(d)Primarily comprised of acquisition- and integration-related expenses.
(e)Reported within operating expenses in our consolidated condensed results of
operations (see Note 1 to our Consolidated Condensed Financial Statements).

Americas
                         Six Months Ended
                             June 30,
                        2020           2019        % Change
Revenues             $  1,822       $ 2,954          (38  %)
Adjusted EBITDA          (263)          187              n/m


Revenues decreased 38% during the six months ended June 30, 2020 compared to the similar period in 2019, primarily due to a 34% decrease in volume and 6% decrease in revenue per day as a result of the impact of COVID-19.



Operating expenses increased to 64.7% of revenue during the six months ended
June 30, 2020 compared to 51.3% during the similar period in 2019. Vehicle
depreciation and lease charges increased to 33.0% of revenue during the six
months ended June 30, 2020 compared to 25.3% during the similar period in 2019.
Selling, general and administrative costs increased to 12.9% of revenue during
the six months ended June 30, 2020 compared to 12.3% during the similar period
in 2019. Vehicle interest costs increased to 7.9% of revenue during the six
months ended June 30, 2020 compared to 4.8% during the similar period in 2019.
During the six months ended June 30, 2020, all expenses increased as a
percentage of revenue as a result of the impact of COVID-19, partially offset by
strategic cost reduction initiatives to right size the business.

Adjusted EBITDA was $450 million lower during the six months ended June 30, 2020
compared to the similar period in 2019, due to lower revenues directly related
to COVID-19.
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International
                         Six Months Ended
                             June 30,
                        2020           2019        % Change
Revenues             $   691        $ 1,303          (47  %)
Adjusted EBITDA         (180)            18              n/m



Revenues decreased 47% during the six months ended June 30, 2020 compared to the
similar period in 2019, primarily due to a 37% decrease in volume and a 12%
decrease in revenue per day excluding exchange rate movements as a result of the
impact of COVID-19, and a $28 million negative impact from currency exchange
rate movements.

Operating expenses increased to 72.3% of revenue during the six months ended
June 30, 2020 compared to 55.7% during the similar period in 2019. Vehicle
depreciation and lease charges increased to 33.6% of revenue during the six
months ended June 30, 2020 compared to 21.6% during the similar period in 2019.
Selling, general and administrative costs increased to 17.5% of revenue during
the six months ended June 30, 2020 compared to 15.7% during the similar period
in 2019. Vehicle interest costs increased to 3.8% of revenue during the six
months ended June 30, 2020 compared to 2.2% during the similar period in 2019.
During the six months ended June 30, 2020, all expenses increased as a
percentage of revenue as a result of the impact of COVID-19, partially offset by
strategic cost reduction initiatives to right size the business.

Adjusted EBITDA was $198 million lower during the six months ended June 30, 2020
compared to the similar period in 2019, primarily due to lower revenues directly
related to COVID-19.


              FINANCIAL CONDITION, LIQUIDITY AND CAPITAL RESOURCES
We present separately the financial data of our vehicle programs. These programs
are distinct from our other activities as the assets under vehicle programs are
generally funded through the issuance of debt that is collateralized by such
assets. The income generated by these assets is used, in part, to repay the
principal and interest associated with the debt. Cash inflows and outflows
relating to the generation or acquisition of such assets and the principal debt
repayment or financing of such assets are classified as activities of our
vehicle programs. We believe it is appropriate to segregate the financial data
of our vehicle programs because, ultimately, the source of repayment of such
debt is the realization of such assets.

FINANCIAL CONDITION


                                                         June 30,
                                                            2020             December 31, 2019           Change
Total assets exclusive of assets under vehicle
programs                                               $     9,514          $          9,311          $      203
Total liabilities exclusive of liabilities under
vehicle programs                                             8,948                     8,538                 410
Assets under vehicle programs                               12,176                    13,815              (1,639)
Liabilities under vehicle programs                          12,895                    13,932              (1,037)
Stockholders' equity                                          (153)                      656                (809)



The decreases in assets under vehicle programs and liabilities under vehicle
programs are principally related to the reduction of our vehicle rental fleet to
right size our business in response to the COVID-19 pandemic. The decrease in
stockholders' equity is primarily due to our comprehensive loss and share
repurchases.

LIQUIDITY AND CAPITAL RESOURCES



Our principal sources of liquidity are cash on hand and our ability to generate
cash through operations and financing activities, as well as available funding
arrangements and committed credit facilities, each of which is discussed below.

In January 2020, our Avis Budget Rental Car Funding subsidiary issued approximately $700 million in asset-backed notes with an expected final payment date of August 2025, and a weighted average interest rate of 2.42%.


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The proceeds from these borrowings were used to fund the repayment of maturing
vehicle-backed debt and the acquisition of rental cars in the United States. In
May 2020, we issued $500 million of 10½% Senior Secured Notes due May 2025, at
97% of face value. We used the proceeds from this offering for general corporate
purposes. During the first quarter of 2020, we repurchased approximately 5.0
million shares of our outstanding common stock for approximately $113 million at
an average price of $22.49. We have no meaningful corporate debt maturities
until 2023.

CASH FLOWS

The following table summarizes our cash flows:

Six Months Ended June 30,


                                                                        2020                    2019                 Change

Cash provided by (used in):


             Operating activities                                    $    350               $     965             $    (615)
             Investing activities                                         317                  (3,146)                3,463
             Financing activities                                        (224)                  2,027                (2,251)

Effect of changes in exchange rates on cash and cash equivalents, program and restricted cash

                                                           (4)                    4                    (8)

Net increase (decrease) in cash and cash equivalents, program and restricted cash

                                                                      439                  (150)                  589

Cash and cash equivalents, program and restricted cash, beginning of period

                                                                               900                   735                   165
Cash and cash equivalents, program and restricted cash, end of
period                                                                           $ 1,339                 $ 585                 $ 754

The decrease in cash provided by operating activities during the six months ended June 30, 2020 compared with the same period in 2019 is principally due to the increase in our net loss.

The increase in cash provided by investing activities during the six months ended June 30, 2020 compared with the same period in 2019 is primarily due to reduced net investment in vehicles.



The increase in cash used in financing activities during the six months ended
June 30, 2020 compared with the same period in 2019 is primarily due to a
decrease in net borrowings under vehicle programs offset by an increase in net
corporate borrowings.

                        DEBT AND FINANCING ARRANGEMENTS

At June 30, 2020, we had approximately $14.4 billion of indebtedness, including
corporate indebtedness of approximately $3.9 billion and debt under vehicle
programs of approximately $10.5 billion. For information regarding our debt and
borrowing arrangements, see Notes 1, 11 and 12 to our Consolidated Condensed
Financial Statements.

Supplemental Guarantor Financial Information



The following financial information presents summarized financial information
presented from the Consolidated Condensed Statements of Comprehensive Income for
the six months ended June 30, 2020 and Consolidated Condensed Balance Sheets as
of June 30, 2020 and December 31, 2019 for: Avis Budget Group, Inc. (the
"Parent"), ABCR and Avis Budget Finance, Inc. (the "Subsidiary Issuers") and the
guarantor subsidiaries (the "Guarantor Subsidiaries"). The Subsidiary Issuers
and the Guarantor Subsidiaries are 100% owned by the Parent, either directly or
indirectly. All guarantees are full and unconditional and joint and several.
This financial information is being presented in relation to the Company's
guarantee of the payment of principal, premium (if any) and interest on the
Senior Notes issued by the Subsidiary Issuers. For a description of these
guaranteed notes, see Note 11 to our Consolidated Condensed Financial
Statements. The Senior Notes are guaranteed by the Parent and certain
subsidiaries.

The following tables present summarized financial information for the Parent,
the Subsidiary Issuer and the Guarantor Subsidiaries on a combined basis after
intercompany transactions have been eliminated, including adjustments to remove
the receivable and payable balances, investment in, and equity in earnings from
the
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Table of Contents subsidiaries that do not guarantee the Senior Notes (the "Non-Guarantor Subsidiaries").

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