ORBITZ WORLDWIDE, INC.
OFFER TO EXCHANGE
CERTAIN OUTSTANDING STOCK OPTIONS
NEW STOCK OPTIONS
(As amended and restated on May 18, 2010)
THIS OFFER AND YOUR WITHDRAWAL RIGHTS EXPIRE
AT MIDNIGHT, U.S. CENTRAL DAYLIGHT TIME, ON MAY 28, 2010,
UNLESS WE EXTEND THE OFFER.
This document constitutes part of the Section 10(a) Prospectus
relating to the Orbitz Worldwide, Inc. 2007 Equity and Incentive Plan.
The date of this Offer is May 3, 2010.
Orbitz Worldwide, Inc. (“Orbitz Worldwide,” the “Company,” “we,” “us” or “our”) is
offering eligible employees the opportunity to exchange certain underwater stock options for
a lesser number of new stock options (“new stock options”) to be granted under the Orbitz
Worldwide, Inc. 2007 Equity and Incentive Plan, as amended and restated (the “Equity and
Incentive Plan”). The new stock options will have an exercise price equal to the fair market
value of a share of our common stock at the completion of the exchange offer.
You are eligible to participate in the exchange offer if you are employed by us or one of
our domestic or foreign subsidiaries both at the time the exchange offer commences and on
the date the old stock options are canceled and new stock options are granted to replace
them. Unless extended, the exchange offer will expire at midnight, U.S. Central Daylight
Time, on May 28, 2010.
Options eligible for exchange in the exchange offer are outstanding stock options to
purchase our common stock that have an exercise price of $15.00 per share (the “eligible
In this document, we use the term “option” to mean a particular option grant to purchase
a specified number of shares of our common stock on or after the vesting date at a specified
exercise price per share. We will not accept a partial tender of eligible options within a
particular grant. If you attempt to tender for exchange less than the entire outstanding,
unexercised portion of an eligible option