Orbitz 2009 Annual Report Download - page 99

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• certain taxes imposed as a result of prior membership in a consolidated group, including (i) the
consolidated group for U.S. federal income tax purposes of which the Company was the common
parent and (ii) the consolidated group of which Cendant Corporation was the common parent; and
• any tax-related liabilities under the agreement by which Travelport (which, at the time, included the
Company) was acquired from Cendant Corporation.
13. Equity-Based Compensation
Our employees participated in three equity based compensation plans during the years ended Decem-
ber 31, 2008, 2007 and 2006: the Orbitz Worldwide, Inc. 2007 Equity and Incentive Plan, as amended (the
“Plan”), the Travelport Equity-Based Long-Term Incentive Plan (the “Travelport Plan”), and the Cendant
Stock-Based Compensation Plan (the “Cendant Plan”). The awards granted under each plan are described
below.
Orbitz Worldwide, Inc. 2007 Equity and Incentive Plan
On July 18, 2007, our board of directors and TDS Investor (Luxembourg) S.à r.l, as our sole stockholder
prior to the IPO, approved the Orbitz Worldwide, Inc. 2007 Equity and Incentive Plan. The Plan provides for
the grant of equity-based awards, including restricted stock, restricted stock units, stock options, stock
appreciation rights and other equity-based awards to our directors, officers and other employees, advisors and
consultants who are selected by the Compensation Committee of the Board of Directors (the “Compensation
Committee”) for participation in the Plan. In addition, we may grant annual cash bonuses and long-term cash
awards. At our Annual Meeting of Shareholders on May 8, 2008, our shareholders approved an amendment to
the Plan, increasing the number of shares of our common stock available for issuance under the Plan from
6,100,000 shares to 15,100,000 shares, subject to adjustment as provided in the Plan. As of December 31,
2008, 7,057,932 shares were available for future issuance under the Plan.
Stock Options
The table below summarizes the option activity under the Plan for the year ended December 31, 2008 and
the period from July 18, 2007 to December 31, 2007:
Shares
Weighted Average
Exercise Price
(per share)
Weighted Average
Remaining
Contractual Term
(in years)
Aggregate
Intrinsic
Value(a)
Outstanding at July 18, 2007 ............ — — —
Granted ............................ 2,732,950 $14.96 9.6
Forfeited ........................... (172,274) $15.00 9.6
Outstanding at December 31, 2007 ........ 2,560,676 $14.96 9.6 —
Granted ............................ 2,130,059 $ 6.26 6.5
Forfeited ........................... (473,930) $12.19 7.9
Outstanding at December 31, 2008 ........ 4,216,805 $10.88 7.6 —
Exercisable at December 31, 2008 ........ 687,825 $14.96 8.6 —
(a) Intrinsic value for stock options is defined as the difference between the current market value and the
exercise price. The exercise price of stock options exercisable at December 31, 2008 exceeded the
market value, and therefore, the aggregate intrinsic value for these stock options was $0. The
aggregate intrinsic value for stock options outstanding at December 31, 2008 and December 31, 2007
was almost nil and $0, respectively.
99
ORBITZ WORLDWIDE, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)