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Realogy Or Cendant

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Realogy Or Cendant Forward-Looking Statements Certain statements in this presentation constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Any statements that refer to expectations or other characterizations of future events, circumstances or results are forward-looking statements. Such forward- looking statements include projections. Such projections were not prepared in accordance with public guidelines of the American Institute of Certified Public Accountants regarding projections and forecasts, nor have such projections been audited, examined or otherwise reviewed by independent auditors of Realogy or Cendant. Such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Realogy Corporation to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Neither Cendant Corporation nor Realogy Corporation can provide any assurances that the contemplated separation or any of the proposed transactions related thereto will be completed, nor can Cendant Corporation or Realogy Corporation give any assurances as to the terms on which such transactions will be consummated. These transactions are subject to certain conditions precedent, including final approval by the Board of Directors of Cendant Corporation. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of May 30, 2006. Important assumptions and other important factors that could cause actual results to differ materially from those in the forward looking statements are specified in Realogy Corporation’s Form 10 filed with the Securities and Exchange Commission, including under headings such as “Risk Factors,” "Forward- Looking Statements" and "Management's Discussion and Analysis of Financial Condition and Results of Operations." Except for ongoing obligations of Cendant Corporation and Realogy Corporation to disclose material information under the federal securities laws, neither Cendant Corporation nor Realogy Corporation undertakes any obligation to release any revisions to any forward-looking statements, to report events or to report the occurrence of unanticipated events unless required by law. The information in this presentation should be read in conjunction with the audited combined financial statements and accompanying notes, "Capitalization" , "Selected Historical Combined Financial Data", "Unaudited Pro Forma Combined Financial Statements", "Management's Discussion and Analysis of Financial Condition and Results of Operations" and "Risk Factors" in Realogy Corporation's Form 10 filed with the Securities and Exchange Commission. 2 Realogy Business Overview Richard A. Smith, Vice Chairman and President Realogy Corporation 3 Realogy is a Leader in the Real Estate Industry and is Comprised of Four Segments… Franchise (RFG) - 63% of 2005 EBITDA Brokerage (NRT) – 21% of 2005 EBITDA • Franchisor of five of the most recognized brands • Largest U.S. full-service real estate brokerage in the real estate industry: Century 21, Coldwell business operating in more than 35 of the largest Banker, ERA, Sotheby’s International Realty and metropolitan areas of the United States Coldwell Banker Commercial • 1,100 offices and over 64,000 agents • Approximately 15,000 offices and 310,000 • Approximately 9,000 employees brokers and agents worldwide (1) • Geographically diverse • Approximately 750 employees Relocation (CARTUS) - 11% of 2005 EBITDA Settlement Services (TRG) – 5% of 2005 EBITDA • Largest U.S. provider and leading global provider • Provides full-service title and settlement (i.e., of outsourced employee relocation services closing and escrow) services to real estate • Over 1,200 active corporate and government companies and financial institutions in connection clients with closing real estate transactions • Drives business to RFG, NRT and TRG ` Captures business from NRT, Franchisees, CARTUS • Approximately 2,750 employees and PHH Home Loans ` Approximately 2,500 employees Note: EBITDA percentages include intercompany activity of $383 million (1) Data includes NRT 4 … With a Seasoned Senior Management Team Senior Management • Henry R. Silverman Chairman and Chief Executive Officer(1) • Richard A. Smith Vice Chairman and President • Anthony E. Hull Chief Financial Officer and Treasurer • Alex E. Perriello III Chief Executive Officer, Realogy Franchise Group • Bruce G. Zipf Chief Executive Officer, NRT • Kevin J. Kelleher Chief Executive Officer, CARTUS • Donald J. Casey Chief Executive Officer, Title Resource Group • David J. Weaving Chief Administrative Officer • C. Patteson Cardwell IV General Counsel (1) Mr. Silverman is expected to step down as CEO on December 31, 2007 with Mr. Smith expected to assume his role 5 Realogy — We are: • One of the preeminent and most integrated providers of real estate and relocation services in the world • Financially strong ` 2005 revenue of $7.1 billion ` 2005 EBITDA of $1.2 billion (1) ` Investment grade debt ratings (Rated BBB stable / Baa2 stable) • Well positioned for solid long-term growth • Owner of many of the most prominent residential real estate consumer brands • Participated in approximately one of every four domestic homes sold through a brokerage in 2005 • 25% share of broker commissions in 2005 • More than 3x the size of our nearest competitors in brokerage and franchise • Proven in our ability to capitalize on cross-selling opportunities • A strong free cash flow generator (1) As part of Cendant. Excludes pro forma standalone corporate costs. 6 Realogy — We are NOT: • Dependent on only a few geographic locations, franchisees or clients • A home builder (or as cyclical and interest rate sensitive as homebuilders) • A REIT • Capital, fixed cost, or inventory intensive 7 Realogy and Our Franchise Affiliates Have Been Growing Faster than the Industry Gross Commission Income (GCI) – Realogy vs. Industry total ($ in Billions) 80 Industry $67 CAGR 12.1% $61 60 $53 40 Realogy CAGR 15.1% 20 $16 $12 $15 0 2003 2004 2005 Industry GCI Realogy GCI GCI = Total Value of Homes Sold x Broker Commission Rate Source: Real Trends Industry Estimates 8 Proven Acquisition Track Record Success in Integration and Expansion of Acquired Companies has Resulted in Attractive Returns Return on Invested Capital(1) Date of Year of Revenue CAGR from Acquisition Acquisition(2) 2005(3) Date of Acquisition(4) Sotheby’s International Realty® 2/17/2004 9% 16% 127% NRT®(5) 4/17/2002 8% 49% 15% Coldwell Banker® 5/31/1996 15% 74% 19% Century 21® 8/01/1995 39% 96% 8% (1) ROIC = EBIT / 2005 invested capital (2) Year of acquisition is the first 12 months following acquisition (3) 2005 EBIT is gross of royalty payments between NRT and RFG (4) Revenue CAGR calculated from first full calendar year owned and revenue is net of royalty payments between NRT and RFG (5) Includes Arvida and DeWolfe from date of acquisition 9 Value Circle is Critical to our Success Approximately 50% of EBITDA is a Function of our Successful Execution of the Value Circle Beneficiary RFG NRT CARTUS TRG Franchisees Partner with paid $73 RFG in the RFG million in title & closing referral fees business Paid $369 NRT agents 93,500 million in paid $57 title/closing NRT royalties million in units sourced referral fees 37,900 15,200 referral 29,100 referrals to transactions title/closing CARTUS franchisees units sourced Source of Business PHH Home Brand license/ $5 million in 856 referral 33,500 title marketing for fees/JV closings products Loans franchisees revenue Venture 10 Franchise Growth Initiatives Brand Expansion Productivity Initiatives • Enhance and grow each brand’s • Enhanced technology (LeadRouter, value proposition SearchRouter) • Assist existing franchisees to grow • Operational business reviews their business • Online, activity-based agent training • Franchise sales (added 2% and 3% to revenue in 2004 and 2005, respectively) • Franchise retention • Continued expansion of Sotheby’s International Realty • International market development 11 NRT Growth Initiatives • Organic Growth ` Focus on recruiting, retaining and developing agents and sales office managers ` Shift from traditional print media marketing to technology media marketing ` Emphasis on reducing storefront costs ` New expansions and start-ups ` Cross sell mortgage, settlement services and preferred alliance products • Growth Through Acquisitions ` Target level/year: $300 – 400 million GCI ($30 – 40 million EBITDA, including royalties paid to RFG) at a cost of $200 – 300 million ` Average EBITDA multiple paid was 5.5x in 2004 and 6.0x in 2005 ` Enhance geographic diversity ` Enter new regions ` Expand existing footprint 12 CARTUS Growth Initiatives • Increase client base ` Multi-national companies consolidating global relocation purchasing ` Opportunities in international relocation • Increase breadth of services with existing clients ` Service fees from corporate and government clients for relocation services (policy counseling, expense processing, homesale assistance, destination services, homesale goods shipments) ` Third-party referral fees from real estate brokers, moving van lines and other third party providers • New product offerings ` Expatriate compensation administration • Increase Value Circle contribution • Enhance operating efficiencies 13 Title Resource Group Growth Initiatives • Increase coverage of NRT brokerage offices ` 70% of TRG offices
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