US Airways 2008 Annual Report Download - page 120

Table of Contents
US Airways Group, Inc.
Notes to Consolidated Financial Statements — (Continued)
Information concerning operating revenues in principal geographic areas is as follows (in millions):
Year Ended Year Ended Year Ended
December 31, December 31, December 31,
2008 2007 2006
United States $ 9,659 $ 9,582 $ 9,397
Foreign 2,459 2,118 2,160
Total $ 12,118 $ 11,700 $ 11,557
The Company attributes operating revenues by geographic region based upon the origin and destination of each flight segment. The
Company's tangible assets consist primarily of flight equipment, which are mobile across geographic markets and, therefore, have not
been allocated.
14. Stockholders' equity
Holders of common stock are entitled to one vote per share on all matters submitted to a vote of common shareholders, except that
voting rights of non-U.S. citizens are limited to the extent that the shares of common stock held by such non-U.S. persons would
otherwise be entitled to more than 24.9% of the aggregate votes of all outstanding equity securities of US Airways Group. Holders of
common stock have no right to cumulate their votes. Holders of common stock participate equally as to any dividends or distributions on
the common stock.
In August 2008, the Company completed an underwritten public stock offering of 19 million common shares, as well as the full
exercise of 2.85 million common shares included in an overallotment option, at an offering price of $8.50 per share. Net proceeds from
the offering, after underwriting discounts and commissions, were $179 million.
15. Stock-based compensation
In June 2008, the stockholders of the Company approved the 2008 Equity Incentive Plan (the "2008 Plan"). The 2008 Plan replaces
and supersedes the 2005 Equity Incentive Plan (the "2005 Plan"). No additional awards will be made under the 2005 Plan, although
outstanding awards previously made under the 2005 Plan will continue to be governed by the terms and conditions of the 2005 Plan. Any
shares subject to an award under the 2005 Plan outstanding as of the date on which the 2008 Plan was approved by the Board that expire,
are forfeited or otherwise terminate unexercised will increase the shares reserved for issuance under the 2008 Plan by (i) one share for
each share of stock issued pursuant to a stock option and stock appreciation right and (ii) three shares for each share of stock issued
pursuant to a restricted stock unit, which corresponds to the reduction originally made with respect to each award in the 2005 Plan.
The 2008 Plan authorizes the grant of awards for the issuance of up to a maximum of 6,700,000 shares of the Company's common
stock. Awards may be in the form of performance grants, bonus awards, performance shares, restricted stock awards, vested shares,
restricted stock units, vested units, incentive stock options, nonstatutory stock options and stock appreciation rights. The number of
shares of the Company's common stock available for issuance under the 2008 Plan is reduced by (i) one share for each share of stock
issued pursuant to a stock option or a stock appreciation right, and (ii) one and one-half (1.5) shares for each share of stock issued
pursuant to all other stock awards. Stock awards that are terminated, forfeited or repurchased result in an increase in the share reserve of
the 2008 Plan corresponding to the reduction originally made in respect of the award. Any shares of the Company's stock tendered or
exchanged by a participant as full or partial payment to the Company of the exercise price under an option and any shares retained or
withheld by the Company in satisfaction of an employee's obligations to pay applicable withholding taxes with respect to any award will
not be available for reissuance, subjected to new awards or otherwise used to increase the share reserve under the 2008 Plan. The cash
proceeds from option exercises will not be used to repurchase shares on the open market for reuse under the 2008 Plan.
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