FleetMax and ABC Auctions Invest in Used Car Franchise Developer, Dealer Diversified

Business Wire, June 12, 2002

Business Editors/Automotive Writers

TULSA, Okla.--(AutomotiveWire)--June 12, 2002

Dealer Diversified LLC, area developer for Payless Car Sales in 49 states, has gained two new investment partners -- FleetMax and Auction Broadcasting Company (ABC) -- who will also provide additional services to Payless Car Sales franchise dealers.

Tulsa, Okla.-based Dealer Diversified specializes in the development and marketing of key business relationships for independent automobile dealers. FleetMax and ABC now each own a significant portion of Dealer Diversified and will contribute extensive industry expertise and numerous additional business relationships to the company.

"Having these value-added partners will strengthen our company's diversity in products, services and marketing channels and enhance our ability to provide value to our dealers," said Phil Morgan, President and CEO of Dealer Diversified. "We're extremely pleased to have FleetMax and ABC as members of our team."

Indianapolis-based FleetMax is the largest registered importer and wholesaler of used vehicles in the United States. FleetMax is a manufacturer, lease company, rental car company and wholesale auction direct-supplied source for most makes and models of vehicles. FleetMax will coordinate a vehicle supply program for Payless Car Sales dealers and provide a special repurchase program for those dealers. Under this program, FleetMax will sell vehicles at wholesale to Payless Car Sales dealers and repurchase those vehicles that do not sell within 45 days.

"Our alliance with Dealer Diversified benefits all parties," said Scott Hockett, FleetMax CEO. "Connecting our fleet remarketing and vehicle wholesaling capabilities with Dealer Diversified's successful Payless Car Sales franchise program will generate numerous opportunities for the growth and expansion of both entities."

ABC, also headquartered in Indianapolis, is a leading auto auction chain with seven existing U.S. locations and plans for eleven more over the next three years. Mike Hockett, Sr., CEO of ABC, was the original founder of ADESA Auctions. ABC provides a complete range of state-of-the-art services for its auction customers, including dealer consignment, factory, financial institution, fleet/lease and captive finance vehicle sales. In addition, ABC offers its exclusive Auto Auction Theater Technology through its auctions and will provide the Online Ringman access to Payless Car Sales dealers so they can participate via the Internet in ABC auctions.

About Dealer Diversified

Dealer Diversified is a unit of the Diversified Group, a Tulsa company made up of several business units that provide products and services to Payless Car Sales dealers and Payless Car Rental operators as well as other segments of the automotive industry. In addition to Dealer Diversified, the company's other units include: Diversified Systems and Services, Diversified F&I Products, and Diversified Solutions.

About Payless Car Sales

Payless Car Sales, Inc. is a wholly owned subsidiary of Avalon Global Group, Inc. and a sister company to Payless Car Rental System, Inc., a Florida corporation that serves auto rental locations in more than 120 cities in 20 countries. Avalon Global Group, Inc., Payless Car Sales, Inc. and Payless Car Rental System, Inc. are privately held corporations headquartered in St. Petersburg, Fla.