Expedia 2011 Annual Report Download - page 99

unsecured and unsubordinated obligations. For further information, see Note 21 — Guarantor and Non-Guarantor
Supplemental Financial Information. Accrued interest related to the Notes was $31 million and $32 million as of
December 31, 2011 and 2010.
Based on quoted market prices, the approximate fair value of 7.456% Notes was approximately $563
million and $561 million as of December 31, 2011 and 2010, and the approximate fair value of 5.95% Notes was
approximately $760 million and $743 million as of December 31, 2011 and 2010.
Credit Facility
Expedia, Inc. maintains a $750 million unsecured revolving credit facility with a group of lenders, which
was entered into in February 2010 replacing our prior $1 billion credit facility. In August 2011, we amended the
revolving credit facility to, among other things, extend the maturity date of the revolving credit facility to August
2016, reduce the interest rate spread on drawn amounts thereunder and reduce the commitment fee on undrawn
amounts thereunder. The facility is unconditionally guaranteed by certain domestic Expedia subsidiaries that are
the same as under the Notes. As of December 31, 2011 and December 31, 2010, we had no revolving credit
facility borrowings outstanding. The facility bears interest based on the Company’s credit ratings, with drawn
amounts bearing interest at LIBOR plus 150 basis points and the commitment fee on undrawn amounts at 22.5
basis points as of December 31, 2011. The facility contains financial covenants including leverage and minimum
interest coverage ratios.
The amount of stand-by letters of credit (“LOC”) issued under the facility reduces the amount available
under the credit facility. As of December 31, 2011, and December 31, 2010, there was $22 million and $27
million of outstanding stand-by LOCs issued under the facility.
NOTE 9 — Employee Benefit Plans
Our U.S. employees are generally eligible to participate in a retirement and savings plan that qualifies under
Section 401(k) of the Internal Revenue Code. Participating employees may contribute up to 50% of their pretax
salary, but not more than statutory limits. We contribute fifty cents for each dollar a participant contributes in this
plan, with a maximum contribution of 3% of a participant’s earnings. Our contribution vests with the employee
after the employee completes two years of service. Participating employees have the option to invest in our
common stock, but there is no requirement for participating employees to invest their contribution or our
matching contribution in our common stock. We also have various defined contribution plans for our
international employees. Our contributions to these benefit plans were $18 million, $12 million and $10 million
for the years ended December 31, 2011, 2010 and 2009.
NOTE 10 — Stock-Based Awards and Other Equity Instruments
Pursuant to the Amended and Restated Expedia, Inc. 2005 Stock and Annual Incentive Plan, we may grant
restricted stock, restricted stock awards, RSUs, stock options and other stock-based awards to directors, officers,
employees and consultants. As of December 31, 2011, we had approximately 19 million shares of common stock
reserved for new stock-based awards under the 2005 Stock and Annual Incentive Plan. We issue new shares to
satisfy the exercise or release of stock-based awards.
Modification of Stock-Based Awards. In connection with the spin-off, existing Expedia stock-based awards,
which included RSUs, stock options and warrants, were primarily converted as follows:
• each vested stock option to purchase shares of Expedia common stock converted into an option to
purchase shares of Expedia common stock and an option to purchase shares of TripAdvisor common
stock,
F-24