Hertz wins antitrust approval for long-fought acquisition of Dollar Thrifty
Clients Hertz Global Holdings, Inc.
Jones Day secured antitrust approval from the U.S. Federal Trade Commission (FTC) for the $2.3 billion acquisition by U.S. car rental company Hertz Global Holdings, Inc. of Dollar Thrifty Automotive Group. The transaction involved what many consider to be one of the longest and most unique merger reviews in modern history.
Hertz acquired Dollar Thrifty on November 16, 2012, capping a nearly three-year process during which it faced substantial competition from rival bidder Avis Budget Group as well as significant antitrust concerns raised by agency staff, management, and Commissioners. The Jones Day team advised Hertz on antitrust strategy throughout the process and ultimately was successful in gaining FTC approval for a consent agreement that allowed the transaction to proceed while addressing the agency's concerns through limited divestitures of airport car rental counters at a number of locations around the country.
Hertz retained Jones Day at the time of its initial offer for Dollar Thrifty in early 2010. That offer ultimately was rejected by Dollar Thrifty shareholders in the wake of a potential competing bid from Avis Budget Group. Over the course of the next two years, the FTC staff evaluated potential offers from both Hertz and Avis Budget in an investigation that took numerous twists and turns as both bidders jockeyed to resolve antitrust concerns raised by the regulator. Contending with as many as three distinct theories of competitive harm put forth by different groups of attorneys and economists at the FTC at various stages of the investigation, Hertz and the Jones Day team ultimately were able to reach a consent agreement with the Commission in the fall of 2012.
The FTC Commissioners approved the agreement on November 15, 2012 by a 4-1 vote, and Hertz consummated its acquisition of Dollar Thrifty the following day. Hertz has begun implementing the terms of the consent agreement by divesting its Advantage car rental brand to a joint venture operated between Franchise Services of North America (owner of the U-Save brand) and Macquarie Capital.
The combined Hertz and Dollar Thrifty now offer both business and leisure customers a range of premium and value car rental options around the globe.