--Though amount of tendered shares appears low, investors are likely waiting for companies to obtain FTC approval

--Transaction hinges on FTC approval, a review process Hertz has said it expects to be completed by mid-October

--Avondale Partners analyst says investors have more financial flexibility by waiting to tender their shares

Hertz Global Holdings Inc. (HTZ) extended its offer for Dollar Thrifty Automotive Group Inc. (DTG) to Oct. 22 after only about 24% of the rival car-rental company's shares were tendered.

Though the amount of shares tendered by Dollar Thrifty shareholders appears low, investors are likely waiting for the companies to obtain approval of the Federal Trade Commission.

Hertz, the No. 2 domestic car-rental company by fleet size, in late August agreed to pay $2.3 billion to acquire Dollar Thrifty, the No. 4 player in the category, in a deal that would end a long takeover saga and consolidate the domestic industry to three major players.

The transaction is expected to close in the fourth quarter, a timeline that hinges on FTC approval. Hertz has said it would divest the Advantage brand, as well as some Dollar Thrifty assets and airport-counter concessions, moves it hoped would result in a swift FTC review.

Hertz has said it expects to secure an FTC consent decree by mid-October and by pushing back the tender offer date to Oct. 22, the company may be suggesting that the expectation for FTC clearance is still intact.

Avondale Partners analyst Fred Lowrance said while many investors expect the deal will ultimately close, they have more financial flexibility by waiting to tender their shares until after the FTC decision.

"They are likely thinking "Why tender my shares now ahead of FTC clearance, which is a requirement for actually completing the tender offer,'" Mr. Lowrance said.

Hertz on Friday said about 6.57 million Dollar Thrifty shares were tendered as of midnight Friday. Dollar Thrifty had 27.8 million shares outstanding as of July 27.

Dollar Thrifty's shares were trading at $87.06, just shy of the $87.50 tender offer price. Hertz was down 2 cents to $14.54.

--Melodie Warner contributed to this article

Write to John Kell at john.kell@dowjones.com

Subscribe to WSJ: http://online.wsj.com?mod=djnwires

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