8-K

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

Current Report Pursuant
to Section 13 or 15(d) of the
Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): May 5, 2010

Orbitz Worldwide, Inc.

(Exact Name of Registrant as Specified in its Charter)

Delaware(State or Other Jurisdiction of Incorporation)

1-33599	20-5337455
(Commission File Number)	(I.R.S. Employer Identification No.)
500 W. Madison Street, Suite 1000, Chicago, Illinois	60661
(Address of Principal Executive Offices)	(Zip Code)

(312) 894-5000(Registrant’s Telephone Number, Including Area Code)

Not Applicable(Former Name or Former Address, if Changed Since Last Report)

     Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2):

o     Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o     Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o     Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o     Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02. Results of Operations and Financial Condition.

     On May 5, 2010, Orbitz Worldwide, Inc. (the “Company”) issued a press release reporting its financial results for the first quarter of 2010. A copy of the press release is attached to this Current Report on Form 8-K as Exhibit 99.1.

     The information in this Item 2.02 and Exhibit 99.1 attached hereto is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section and shall not be deemed incorporated by reference into any filing by the Company under the Securities Act of 1933, as amended, or the Exchange Act, unless specifically identified therein as being incorporated by reference therein.

Item 9.01. Financial Statements and Exhibits.

     (d) Exhibits.

Exhibit No.
99.1	Press Release, dated May 5, 2010.

2

SIGNATURE

     Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	ORBITZ WORLDWIDE, INC.
May 5, 2010	By:	/s/ James P. Shaughnessy
		Name:	James P. Shaughnessy
		Title:	Senior Vice President, Chief Administrative Officer and General Counsel

3

EXHIBIT INDEX

Exhibit No.	Description
99.1	Press Release, dated May 5, 2010.

4

EX-99.1

Exhibit 99.1

Orbitz Worldwide, Inc. Reports First Quarter 2010 Results

Chicago, May 5, 2010 — Orbitz Worldwide, Inc. (NYSE: OWW) today announced results for the first quarter ended March 31, 2010.

“Orbitz Worldwide delivered strong Adjusted EBITDA growth of 12% in the first quarter. Transaction growth accelerated for the fourth consecutive quarter to 20% driven by consumer fee reductions and ongoing operational improvements,” said Barney Harford, president & CEO of Orbitz Worldwide. “Room night growth remained solid at 13%, with particular strength coming from ebookers and Orbitz for Business, which grew stayed room nights 80% and 26% respectively.”

Summary Operating Results

(in thousands, except per share data)

	Three Months Ended
	March 31,
	2010			2009			Change
Gross bookings (a)	$	3,011,625		$	2,428,687			24	%
Net revenue	$	187,153		$	188,393			-1	%
Net (loss)	$	(5,261	)	$	(336,156	)		*	*
Basic and Diluted EPS	$	(0.05	)	$	(4.02	)		*	*
Operating cash flow	$	95,991		$	116,712			-18	%
Capital spending	$	7,367		$	11,757			-37	%
EBITDA (b)	$	25,353		$	(309,222	)		*	*
Impairment	$	1,704		$	331,527			*	*
Other adjustments	$	3,570		$	5,123			*	*
Adjusted EBITDA (b)	$	30,627		$	27,428			12	%
Transaction growth (c)		20	%		-12	%	32 ppt
Hotel room night growth (d)		13	%		-1	%	14 ppt

**	Not meaningful.
(a)	In the first quarter 2010, the company revised its gross bookings reporting methodology for its ebookers brand to ensure consistency with the reporting methodology used for its other brands. Under this revised methodology, the company now reports global gross bookings on a booked basis. The company had previously reported ebookers gross bookings on a stayed basis. The prior period amounts in the table above have been updated to reflect this change in methodology. The company has also posted on its website (www.orbitz-ir.com) a schedule that updates historically reported gross bookings for this change.
(b)	Non-GAAP financial measures. A definition of EBITDA and Adjusted EBITDA and a reconciliation of these non-GAAP financial measures to the most comparable GAAP financial measure are contained in Appendix A.
(c)	Represents year over year transaction growth on a booked basis.
(d)	Represents year over year growth in stayed hotel room nights. Includes both standalone hotel room nights and hotel room nights included in vacation packages.

1

First Quarter 2010 Financial Highlights

For the first quarter 2010, the company reported a net loss of $5.3 million or ($0.05) per diluted share compared with a net loss of $336.2 million or ($4.02) per diluted share for the first quarter 2009, which included a $331.5 million non-cash goodwill and intangible asset impairment charge. Adjusted EBITDA increased 12 percent year over year to $30.6 million from $27.4 million for the first quarter of the prior year.

Gross Bookings and Net Revenue

Global gross bookings increased 24 percent (22 percent on a constant currency basis) year over year. This increase was due primarily to higher transaction volume and higher air fares. Air gross bookings increased 30 percent (29 percent on a constant currency basis) and non-air gross bookings increased 11 percent (seven percent on a constant currency basis) year over year. Domestic gross bookings increased 21 percent and international gross bookings increased 41 percent (25 percent on a constant currency basis) year over year.

Net revenue was $187.2 million for the first quarter 2010, a decrease of one percent (three percent on a constant currency basis) year over year. Domestic net revenue was down eight percent while international net revenue increased 38 percent (19 percent on a constant currency basis) year over year. The net revenue decline was due primarily to the removal of most domestic air booking fees and a significant reduction in hotel booking fees, partially offset by higher air and standalone hotel transactions.

2

Gross Bookings and Net Revenue

(in thousands)

	Three Months Ended
	March 31,
	2010		2009		Change
Gross Bookings
Air	$	2,166,787	$	1,667,527		30	%
Non-air		844,838		761,160		11	%
Total Gross Bookings	$	3,011,625	$	2,428,687		24	%
Domestic	$	2,506,631	$	2,069,523		21	%
International		504,994		359,164		41	%
Total Gross Bookings (a)	$	3,011,625	$	2,428,687		24	%
Net Revenue
Air	$	71,625	$	81,328		-12	%
Hotel		43,468		39,441		10	%
Vacation Packaging		27,853		28,905		-4	%
Advertising and Media		12,218		14,006		-13	%
Other		31,989		24,713		29	%
Total Net Revenue	$	187,153	$	188,393		-1	%
Transactional Net Revenue
Domestic	$	130,266	$	140,160		-7	%
International		42,183		30,696		37	%
Total Transactional Net Revenue (b)	$	172,449	$	170,856		1	%
Non-transactional Net Revenue
Domestic	$	13,729	$	16,861		-19	%
International		975		676		44	%
Total Non-transactional Net Revenue (c)	$	14,704	$	17,537		-16	%
Domestic	$	143,995	$	157,021		-8	%
International		43,158		31,372		38	%
Total Net Revenue	$	187,153	$	188,393		-1	%

(a)	In the first quarter 2010, the company revised its gross bookings reporting methodology for its ebookers brand to ensure consistency with the reporting methodology used for its other brands. Under this revised methodology, the company now reports global gross bookings on a booked basis. The company had previously reported ebookers gross bookings on a stayed basis. The prior period amounts in the table above have been updated to reflect this change in methodology. The company has also posted on its website (www.orbitz-ir.com) a schedule that updates historically reported gross bookings for this change.
(b)	Transactional net revenue is comprised of net revenue from air bookings, hotel bookings, vacation packaging, car bookings, cruise bookings, destination services and travel insurance.
(c)	Non-transactional net revenue is primarily comprised of advertising and media revenue and revenue from the company’s hosting business.

3

• Air net revenue was $71.6 million in the first quarter 2010, down 12 percent (13 percent on a constant currency basis) year over year. Domestic air net revenue declined $13.2 million or 20 percent due to the removal of most domestic booking fees in April 2009, partially offset by higher air transactions as a result of the fee removals. The company’s domestic air transaction growth rate increased 34 percentage points in the first quarter 2010 compared with the first quarter 2009 when the company still charged booking fees on all airline tickets. The anniversary of the fee removals was in early April 2010, and as a result, the company expects that its air transaction growth rates will be slower for the balance of the year. International air net revenue increased $3.5 million or 23 percent (14 percent on a constant currency basis) year over year due primarily to higher air transactions, partially offset by lower net revenue per airline ticket.

• Hotel net revenue was $43.5 million in the first quarter 2010, up ten percent (two percent on a constant currency basis) year over year. Hotel net revenue increased due to strong performance at ebookers driven by an increase in standalone hotel transactions and an increase in net revenue per transaction. This strength at ebookers was partially offset by weak performance at HotelClub. The decline at HotelClub was driven by lower volume in European destinations and lower net revenue per transaction due to the shift in the geographic mix of its bookings. The Asia-Pacific region now represents over 65% of HotelClub transactions. Hotel net revenue for the company’s domestic brands was flat year over year. Lower hotel booking fees and lower breakage revenue offset the increase in domestic standalone hotel transactions.

• Vacation package net revenue decreased four percent in the quarter to $27.9 million as a result of lower domestic transactions and lower breakage. The decline in domestic transactions was primarily due to higher pricing for packages. Strong demand for packages at ebookers partially offset this decrease.

• Advertising and media revenue decreased 13 percent year over year to $12.2 million, primarily due to a decline in revenue from third party referral programs, specifically membership discount programs. Effective March 31, 2010, the company ended the third party membership discount program previously offered on its domestic websites and terminated its relationship with its supplier for these programs. The company is actively seeking out opportunities to offset some if not all of the resulting revenue decline over time.

• Other net revenue, which primarily includes car rental, cruise, destination services and travel insurance revenue, increased 29 percent (28 percent on a constant currency basis) year over year, due to an increase in global travel insurance revenue, domestic car rental revenue and revenue from credit card surcharges. Travel insurance revenue increased due to a change in the timing of revenue recognition and, to a lesser extent, higher air transaction volume, higher attachment and higher air fares. Domestic car net revenue increased due to higher volume, partially offset by lower average daily rates for car rentals.

The company has included a schedule in Appendix A to this press release that adjusts gross bookings and net revenue for currency impacts in order to provide a more comparable view of the company’s operating performance across periods. The company has also included a schedule of trended operating metrics in Appendix B to this press release.

4

Operating Expenses

Cost of revenue

Cost of revenue is primarily comprised of customer service costs, credit card processing fees and other costs including ticketing and fulfillment, customer refunds and charge-backs, affiliate commissions and connectivity and other processing costs.

	Three Months Ended
	March 31,						%
	2010			2009			Change
	(in thousands)
Customer service costs	$	14,413		$	12,570			15	%
Credit card processing fees		11,726			10,674			10	%
Other		12,111			12,112			—
Total cost of revenue	$	38,250		$	35,356			8	%
% of net revenue		20.4	%		18.8	%

Cost of revenue increased to 20.4 percent of net revenue in the first quarter 2010 due to lower net revenue per transaction and higher costs associated with the increase in transaction volume, both of which resulted from the removal of domestic air booking fees and lower hotel booking fees.

Selling, general and administrative expense (SG&A)

Our selling, general and administrative expense is primarily comprised of wages and benefits, contract labor costs, and network communications, systems maintenance and equipment costs.

	Three Months Ended
	March 31,				%
	2010		2009		Change
	(in thousands)
Wages and benefits	$	36,802	$	40,620		-9	%
Contract labor		4,637		5,243		-12	%
Network communications, systems maintenance and equipment		6,530		7,212		-9	%
Other		15,821		13,353		18	%
Total SG&A	$	63,790	$	66,428		-4	%

SG&A expense decreased $2.6 million, or four percent, in the first quarter 2010 to $63.8 million due primarily to lower severance and compensation expense, lower contract labor costs and lower systems maintenance and equipment costs, partially offset by an increase in foreign currency losses.

5

Marketing expense

The company’s marketing expense is primarily comprised of online marketing costs, such as search and banner advertising, and offline marketing costs, such as television, radio and print advertising. Marketing expense in the first quarter 2010 was $57.7 million, a decrease of ten percent year over year. This decrease was mainly due to improved online marketing efficiency, lower offline marketing spending and a quarterly shift in timing of marketing spending in 2010 relative to 2009. This decrease was partially offset by higher emarketing transactions.

Interest Expense

Orbitz Worldwide incurred net interest expense of $11.3 million in the first quarter 2010 compared with $14.5 million in the first quarter 2009. This year over year decline was due primarily to lower outstanding borrowings and a lower effective interest rate on the company’s term loan. At March 31, 2010, $400.0 million of the $506.0 million outstanding on the company’s term loan had fixed interest rates. The weighted average effective interest rate on the term loan was 4.78 percent at March 31, 2010, down from 6.13 percent at March 31, 2009.

Cash Flow

Orbitz Worldwide reported operating cash flow of $96.0 million for the first quarter 2010, a decrease of 18 percent year over year. The decline in operating cash flow for the quarter was primarily driven by changes in the company’s working capital accounts due to changes in the timing of payments received from vendors and the payment of employee bonuses in the first quarter 2010. No bonus payment was made in the first quarter 2009 based on 2008 results. Lower booking fee revenue also contributed to the decline in operating cash flow. Higher merchant gross bookings, improved marketing efficiency and lower interest payments partially offset the decline in operating cash flow.

At March 31, 2010, cash and cash equivalents were $161.9 million compared with cash and cash equivalents of $112.4 million at March 31, 2009 (net of $60.5 million of borrowings under the revolving credit facility). The year over year increase in cash is driven in part by the $50.0 million of cash proceeds received from the additional equity investment made by Travelport in January 2010.

Operational Highlights

• In April, the company entered into an exclusive, multi-year partnership with New Orleans-based iSeatz to develop customized private label and in-path travel solutions. As part of the agreement, Orbitz Worldwide will give customers of existing iSeatz partners, including Delta Air Lines, Air France, KLM and Amtrak, the ability to book travel products through the Orbitz Worldwide global network of suppliers. Orbitz Worldwide and iSeatz will work together to bring increased power and flexibility to travel suppliers around the world.

• As of March 31, 2010, Orbitz Worldwide offered approximately 100,000 bookable hotels on its websites. Orbitz Worldwide websites offer 40,000 hotels in the EMEA region and 16,000 hotels in the Asia Pacific region.

• In February, the company removed hotel change and cancellation fees on its ebookers websites. The company previously removed hotel change and cancellation fees on its Orbitz and CheapTickets websites in September 2009.

• Orbitz for Business completed a strong first quarter, delivering 25% year over year transaction growth. This growth reflects accelerating corporate travel demand and the addition of new customers. During the first quarter, Orbitz for Business added major new

6

	clients including FMC Corporation and the European business of Cooper Industries. In addition, Orbitz for Business signed renewals with IBM and Yale University.
•	During the first quarter, Orbitz Worldwide signed global contracts with a number of destination marketing organizations including the Puerto Rico Tourism Company, Vancouver Tourism and Illinois Bureau of Tourism to promote travel to those destinations. Orbitz Worldwide now has partner marketing agreements with nearly 165 destination marketing organizations.

Q2 2010 Outlook 

For the second quarter 2010, the company expects to report:

• 3% to 6% year over year increase in net revenue;

• 20% to 22% cost of revenue as a percentage of net revenue, reflecting increased costs associated with higher transaction volume and higher customer service costs as a result of the eruption of the Eyjafjallajökull volcano; and

• 10% to 20% year over year decrease in Adjusted EBITDA, reflecting a number of factors, the largest of which is an expected year over year increase in marketing expense in the second quarter.

For the full year 2010, the company expects total marketing expense as a percentage of net revenue will approximate 2009 levels, although the 2010 quarterly pattern of marketing expenses will vary from the 2009 pattern. The company also expects that Adjusted EBITDA for the full year 2010 will exceed the full year 2009. The company anticipates annual capital expenditures in the range of $40 million to $45 million, consistent with 2009 levels.

The outlook above assumes relatively stable foreign exchange rates.

Quarterly Conference Call

Orbitz Worldwide will host a conference call to discuss its first quarter 2010 results at 10:00 a.m. EDT (9:00 a.m. CDT) on Wednesday, May 5, 2010. A live webcast of the conference call can be accessed through the Orbitz Worldwide Investor Relations website at www.orbitz-ir.com. An archive of the webcast and a transcript will also be available on the website for a period of at least 30 days.

About Orbitz Worldwide

Orbitz Worldwide is a leading global online travel company that uses innovative technology to enable leisure and business travelers to research, plan and book a broad range of travel products. Orbitz Worldwide owns a portfolio of consumer brands that includes Orbitz (www.orbitz.com), CheapTickets (www.cheaptickets.com), ebookers (www.ebookers.com), HotelClub (www.hotelclub.com), RatesToGo (www.ratestogo.com), the Away Network (www.away.com) and corporate travel brand Orbitz for Business (www.orbitzforbusiness.com). For more information on how your company can partner with Orbitz Worldwide, visit corp.orbitz.com.

Orbitz Worldwide uses its Investor Relations website to make information available to its investors and the public at www.orbitz-ir.com. You can sign up to receive email alerts whenever the company posts new information to the website.

7

Forward-Looking Statements

This press release and its attachments may contain forward-looking statements that involve risks, uncertainties and other factors concerning, among other things, Orbitz Worldwide’s (the “Company’s”) expected financial performance and its strategic operational plans. The results presented are unaudited. The Company’s actual results could differ materially from the results expressed or implied by such forward-looking statements and reported results should not be considered as an indication of future performance. The potential risks, uncertainties and other factors that could cause actual results to differ from those expressed by the forward-looking statements in this press release and its attachments include, but are not limited to, the current economic downturn and global financial crisis; competition in the travel industry; factors affecting the level of travel activity, particularly air travel volume; maintenance and protection of the Company’s information technology and intellectual property; the outcome of pending litigation; the Company’s level of indebtedness; risks associated with doing business in multiple currencies; trends in the travel industry; and general economic and business conditions. More information regarding these and other risks, uncertainties and factors is contained in the section entitled “Risk Factors” in the Company’s filings with the Securities and Exchange Commission (“SEC”) which are available on the SEC’s website at www.sec.gov or the Company’s Investor Relations website at www.orbitz-ir.com. You are cautioned not to unduly rely on these forward-looking statements, which speak only as of the date of this press release. All information in this press release and its attachments is as of May 5, 2010, and Orbitz Worldwide undertakes no obligation to publicly revise any forward-looking statement.

About Non-GAAP Financial Measures

This press release and its attachments include certain non-GAAP financial measures as defined by the SEC. These measures may be different from non-GAAP measures used by other companies. The presentation of this financial information is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with U.S. generally accepted accounting principles (GAAP). Further information regarding the non-GAAP financial measures included in this press release is contained in Appendix A attached to this press release.

Media Contact:	Investor Contact:
Brian Hoyt	Melissa Hayes
+1 312 894 6890	+1 312 260 2428
brian.hoyt@orbitz.com	melissa.hayes@orbitz.com

###

8

Orbitz Worldwide, Inc.
Condensed Consolidated Statements of Operations (Unaudited)
(in thousands, except share and per share data)

	Three Months Ended March 31,
	2010			2009
Net revenue	$	187,153		$	188,393
Cost and expenses
Cost of revenue		38,250			35,356
Selling, general and administrative		63,790			66,428
Marketing		57,657			64,269
Depreciation and amortization		18,986			14,388
Impairment of other assets		1,704			—
Impairment of goodwill and intangible assets		—			331,527
Total operating expenses		180,387			511,968
Operating income (loss)		6,766			(323,575	)
Other (expense)
Net interest expense		(11,311	)		(14,513	)
Other expense		(399	)		(35	)
Total other (expense)		(11,710	)		(14,548	)
Loss before income taxes		(4,944	)		(338,123	)
Provision (benefit) for income taxes		317			(1,967	)
Net loss		($5,261	)		($336,156	)
Net loss per share—basic and diluted:
Net loss per share		($0.05	)		($4.02	)
Weighted average shares outstanding		96,736,876			83,593,448

9

Orbitz Worldwide, Inc.
Condensed Consolidated Balance Sheets (Unaudited)
(in thousands, except share data)

	March 31, 2010			December 31, 2009
Assets
Current assets:
Cash and cash equivalents	$	161,930		$	88,656
Accounts receivable (net of allowance for doubtful accounts of $1,156 and $935, respectively)		67,979			54,708
Prepaid expenses		17,841			17,399
Due from Travelport, net		13,540			3,188
Other current assets		4,072			5,702
Total current assets		265,362			169,653
Property and equipment, net		172,935			180,962
Goodwill		714,483			713,123
Trademarks and trade names		155,261			155,090
Other intangible assets, net		14,528			18,562
Deferred income taxes, non-current		9,057			9,954
Other non-current assets		55,745			46,898
Total Assets	$	1,387,371		$	1,294,242
Liabilities and Shareholders’ Equity
Current liabilities:
Accounts payable	$	30,606		$	30,279
Accrued merchant payable		310,493			219,073
Accrued expenses		111,058			112,771
Deferred income		45,233			30,924
Term loan, current		19,768			20,994
Other current liabilities		3,434			5,162
Total current liabilities		520,592			419,203
Term loan, non-current		486,250			555,582
Line of credit		—			42,221
Tax sharing liability		108,513			108,736
Unfavorable contracts		10,325			9,901
Other non-current liabilities		26,767			28,096
Total Liabilities		1,152,447			1,163,739
Commitments and contingencies
Shareholders’ Equity:
Preferred stock, $0.01 par value, 100 shares authorized, no shares issued or outstanding		—			—
Common stock, $0.01 par value, 140,000,000 shares authorized, 101,027,029 and 83,831,561 shares issued and outstanding, respectively		1,010			838
Treasury stock, at cost, 24,913 and 24,521 shares held, respectively		(50	)		(48	)
Additional paid in capital		1,022,509			921,425
Accumulated deficit		(790,633	)		(785,372	)
Accumulated other comprehensive income (loss) (net of accumulated tax benefit of $2,558 and $2,558, respectively)		2,088			(6,340	)
Total Shareholders’ Equity		234,924			130,503
Total Liabilities and Shareholders’ Equity	$	1,387,371		$	1,294,242

10

Orbitz Worldwide, Inc.
Condensed Consolidated Statements of Cash Flows (Unaudited)
(in thousands)

	Three Months Ended March 31,
	2010			2009
Operating activities:
Net loss		($5,261	)		($336,156	)
Adjustments to reconcile net loss to net cash provided by operating activities:
Loss on extinguishment of debt		389			—
Depreciation and amortization		18,986			14,388
Impairment of other assets		1,704			—
Impairment of goodwill and intangible assets		—			331,527
Amortization of unfavorable contract liability		(825	)		(825	)
Non-cash net interest expense		4,017			4,196
Deferred income taxes		291			(3,787	)
Stock compensation		2,901			4,767
Provision for bad debts		141			255
Changes in assets and liabilities:
Accounts receivable		(14,720	)		(4,796	)
Deferred income		14,477			16,818
Due to/from Travelport, net		(10,442	)		8,567
Accrued merchant payable		96,073			67,879
Accounts payable, accrued expenses and other current liabilities		(7,947	)		10,803
Other		(3,793	)		3,076
Net cash provided by operating activities		95,991			116,712
Investing activities:
Property and equipment additions		(7,367	)		(11,757	)
Changes in restricted cash		(14	)		—
Net cash (used in) investing activities		(7,381	)		(11,757	)
Financing activities:
Proceeds from issuance of common stock, net of issuance costs		48,950			—
Payment of fees to repurchase a portion of the term loan		(248	)		—
Payments on the term loan		(20,994	)		(1,500	)
Payments to satisfy employee tax withholding obligations upon vesting of equity-based awards		(60	)		(36	)
Proceeds from exercise of employee stock options		65			—
Proceeds from line of credit		—			99,457
Payments on line of credit		(42,221	)		(59,823	)
Net cash (used in) provided by financing activities		(14,508	)		38,098
Effects of changes in exchange rates on cash and cash equivalents		(828	)		(1,328	)
Net increase in cash and cash equivalents		73,274			141,725
Cash and cash equivalents at beginning of period		88,656			31,193
Cash and cash equivalents at end of period	$	161,930		$	172,918
Supplemental disclosure of cash flow information:
Income tax payments, net	$	1,072		$	1,437
Cash interest payments, net of capitalized interest of $10 and $43, respectively	$	6,695		$	10,506
Non-cash financing activity:
Repayment of term loan in connection with debt-equity exchange	$	49,564			—

11

Appendix A: Non-GAAP Financial Measures

EBITDA and Adjusted EBITDA

EBITDA is a performance measure used by management that is defined as net income or net loss plus: net interest expense, provision (benefit) for income taxes and depreciation and amortization. Adjusted EBITDA represents EBITDA as adjusted for certain non-cash and unusual or non-recurring items as described below. Orbitz Worldwide uses and believes investors and other external users of the Company’s financial statements benefit from the presentation of EBITDA and Adjusted EBITDA in evaluating its operating performance because:

• These measures provide greater insight into management decision making at Orbitz Worldwide as they are among the primary metrics by which management evaluates the operating performance of the Company’s business. Management believes that when viewed with GAAP results and the accompanying reconciliation, EBITDA and Adjusted EBITDA provide additional information that is useful for management and other external users to gain an understanding of the factors and trends affecting the ongoing cash earnings capability of the Company’s business, from which capital investments are made and debt is serviced. These supplemental measures are used by management and the board of directors to evaluate the Company’s actual results against management’s expectations. The compensation of management and other employees within the Company is also tied to the Company’s actual performance, as measured by Adjusted EBITDA relative to performance targets established by the Company’s board of directors and its compensation committee.

• EBITDA measures performance apart from items such as interest expense, income taxes and depreciation and amortization. Management believes that the exclusion of interest expense is necessary to evaluate the cash earnings capability of the business. The Company generally only funds working capital requirements with borrowed funds (specifically, funds borrowed under its revolving credit facility) in the fourth quarter of the year when its cash balances are typically the lowest. As a result, nearly all of the Company’s interest expense is not incurred to fund its operating activities. In addition, excluding interest expense from the Company’s non-GAAP measures is consistent with the Company’s intent to disclose the ongoing cash earnings capability of the business, from which capital investments are made and debt is serviced. Management believes that the exclusion of non-cash depreciation and amortization is also necessary to evaluate the cash earnings capability of the business. Management believes that the review of its non-GAAP measures in conjunction with other GAAP metrics, such as capital expenditures, is more useful in understanding the Company’s business than the inclusion of depreciation and amortization expense in the non-GAAP measures used by management, since depreciation and amortization expense has historically fluctuated as a result of purchase accounting and this expense involves management judgment (e.g. estimated useful lives).

12

• Adjusted EBITDA corresponds more closely to the ongoing cash earnings capability of the Company’s business, by excluding the items described above, as well as certain other non-cash items, such as goodwill and intangible asset impairment charges and stock-based compensation, and other unusual and non-recurring items, such as restructuring expense. Adjusted EBITDA does not exclude certain non-cash items, such as accruals of revenue and expense, because these items represent timing differences and management believes that by including these items, it is providing a better view of the cash earnings capability of the business.

EBITDA and Adjusted EBITDA, as presented for the three months ended March 31, 2010 and March 31, 2009, are not defined under GAAP and do not purport to be an alternative to net income or net loss as a measure of operating performance. EBITDA and Adjusted EBITDA have certain limitations in that they do not take into account the impact of certain expenses to the Company’s income statement, such as stock-based compensation, goodwill and intangible asset impairment charges, acquisition-related accounting and certain one-time items, if applicable. Because not all companies use identical calculations, this presentation of EBITDA and Adjusted EBITDA may not be comparable to other similarly-titled measures used by other companies.

The following table provides a reconciliation of net (loss) to EBITDA:

	Three Months Ended March 31,
	2010			2009
	(in thousands)
Net loss		($5,261	)		($336,156	)
Net interest expense		11,311			14,513
Provision (benefit) for income taxes		317			(1,967	)
Depreciation and amortization		18,986			14,388
EBITDA	$	25,353			($309,222	)

EBITDA was adjusted by the items listed and described in more detail below. The following table provides a reconciliation of EBITDA to Adjusted EBITDA.

	Three Months Ended March 31,
	2010		2009
	(in thousands)
EBITDA	$	25,353		($309,222	)
Impairment of other assets (a)		1,704		—
Impairment of goodwill and intangible assets (b)		—		331,527
Stock-based compensation expense (c)		3,181		5,091
Loss on extinguishment of debt (d)		389		—
Professional services fees (e)		—		32
Adjusted EBITDA	$	30,627	$	27,428

13

(a)	Represents a non-cash charge recorded in the first quarter 2010 for the impairment of an asset related to in-kind marketing and promotional support from Northwest Airlines under the Charter Associate Agreement. As a result of the completion of the operational merger of Northwest Airlines and Delta Airlines into a single operating carrier, Northwest Airlines will no longer be obligated to provide the Company with in-kind marketing and promotional support after June 1, 2010. Management adjusts for this item because it represents a significant non-cash operating expense that is not reflective of the cash earnings capability of the business.
(b)	Represents non-cash charges recorded for the impairment of goodwill and intangible assets during the first quarter 2009. Management adjusts for this item because it represents a significant non-cash operating expense that is not reflective of the cash earnings capability of the business.
(c)	Primarily represents non-cash stock compensation expense; also includes expense related to restricted cash awards granted prior to the Company’s initial public offering in July 2007 (“IPO”). Management adjusts for this item as it represents a significant non-cash operating expense that is not indicative of the cash earnings capability of the business.
(d)	Represents the loss recorded upon extinguishment of $49.6 million of the Company’s term loan. The fair value of the common shares issued in the exchange was $49.4 million. After the write-off of unamortized debt issuance costs and other miscellaneous fees incurred to retire this debt, the Company recorded a $0.4 million loss on extinguishment of the term loan. Management adjusts for this item because it represents a significant non-recurring charge that is not indicative of the cash earnings capability of the business.
(e)	Represents accounting and consulting services primarily associated with the IPO and post-IPO transition period. Management adjusted for these costs because they were non-recurring charges, representative of the Company’s transition to a public company.

14

Gross Bookings and Net Revenue, at Constant Currency

The Company’s reporting currency is the U.S. Dollar. As a result, reported financial results are impacted by the strength or weakness of the U.S. Dollar relative to the currencies of the international markets in which the Company operates particularly the Pound Sterling, Euro and Australian Dollar. Management evaluates the Company’s operating performance with and without the impact of changes in foreign exchange rates because it believes excluding the impact of foreign exchange rates provides a more comparable view of the Company’s operating performance across periods. Management believes that when viewed with GAAP results and the accompanying reconciliation, management and other external users are better able to gain an understanding of the factors and trends affecting operating performance. The following table adjusts gross bookings and net revenue for foreign currency impacts across the relevant periods:

							Total
	Domestic			International			Orbitz Worldwide
	(in thousands)
Gross Bookings
Q1, 2010 Reported Gross Bookings	$	2,506,631		$	504,994		$	3,011,625
Q1, 2009 Reported Gross Bookings	$	2,069,523		$	359,164		$	2,428,687
Impact of Foreign Exchange Rates		—			44,550			44,550
Q1, 2009 Gross Bookings at Constant Currency	$	2,069,523		$	403,714		$	2,473,237
Reported Gross Bookings Growth		21	%		41	%		24	%
Gross Bookings Growth at Constant Currency		21	%		25	%		22	%
Net Revenue
Q1, 2010 Reported Net Revenue	$	143,995		$	43,158		$	187,153
Q1, 2009 Reported Net Revenue	$	157,021		$	31,372		$	188,393
Impact of Foreign Exchange Rates		—			4,924			4,924
Q1, 2009 Net Revenue at Constant Currency	$	157,021		$	36,296		$	193,317
Reported Net Revenue Growth		-8	%		38	%		-1	%
Net Revenue Growth at Constant Currency		-8	%		19	%		-3	%

15

Appendix B: Trended Operational Metrics

	1Q09			2Q09			3Q09			4Q09			1Q10
Year over Year Growth
Transaction Growth		-12	%		3	%		7	%		19	%		20	%
Hotel Room Night Growth		-1	%		2	%		3	%		13	%		13	%
Gross Bookings (in thousands)
Domestic
Air	$	1,439,161		$	1,736,475		$	1,616,320		$	1,652,524		$	1,845,225
Non-air		630,362			594,599			583,040			489,285			661,406
Total Domestic Gross Bookings		2,069,523			2,331,074			2,199,360			2,141,809			2,506,631
International
Air		228,366			225,730			216,246			238,292			321,562
Non-air		130,798			135,927			159,058			144,724			183,432
Total International Gross Bookings		359,164			361,657			375,304			383,016			504,994
Orbitz Worldwide
Air		1,667,527			1,962,205			1,832,566			1,890,816			2,166,787
Non-air		761,160			730,526			742,098			634,009			844,838
Total Gross Bookings	$	2,428,687		$	2,692,731		$	2,574,664		$	2,524,825		$	3,011,625
Year over Year Gross Bookings Growth
Domestic		-13	%		-9	%		-5	%		15	%		21	%
International		-34	%		-29	%		-17	%		33	%		41	%
Orbitz Worldwide		-17	%		-12	%		-7	%		17	%		24	%
At Constant Currency
Domestic		-13	%		-9	%		-5	%		15	%		21	%
International		-18	%		-15	%		-10	%		15	%		25	%
Orbitz Worldwide		-14	%		-10	%		-6	%		15	%		22	%
Net Revenue (in thousands)
Transactional Net Revenue
Domestic
Air	$	66,063		$	53,577		$	47,945		$	46,408		$	52,846
Non-air		74,097			79,103			79,675			70,372			77,420
Total Domestic Transactional Net Revenue		140,160			132,680			127,620			116,780			130,266
International
Air		15,265			15,389			11,930			13,066			18,779
Non-air		15,431			22,498			29,616			25,511			23,404
Total International Transactional Net Revenue		30,696			37,887			41,546			38,577			42,183
Orbitz Worldwide
Air		81,328			68,966			59,875			59,474			71,625
Non-air		89,528			101,601			109,291			95,883			100,824
Total Orbitz Worldwide Transactional Net Revenue	$	170,856		$	170,567		$	169,166		$	155,357		$	172,449
Non-transactional Net Revenue
Domestic	$	16,861		$	16,362		$	16,393		$	18,095		$	13,729
International		676			1,030			1,044			1,241			975
Total Orbitz Worldwide Non-transactional Net Revenue	$	17,537		$	17,392		$	17,437		$	19,336		$	14,704
Orbitz Worldwide
Air	$	81,328		$	68,966		$	59,875		$	59,474		$	71,625
Non-air		107,065			118,993			126,728			115,219			115,528
Total Orbitz Worldwide Net Revenue	$	188,393		$	187,959		$	186,603		$	174,693		$	187,153
Year over Year Net Revenue Growth
Transactional Net Revenue
Domestic		-8	%		-18	%		-24	%		-12	%		-7	%
International		-39	%		-24	%		-18	%		49	%		37	%
Orbitz Worldwide		-16	%		-20	%		-23	%		-2	%		1	%
Transactional Net Revenue at Constant Currency
Domestic		-8	%		-18	%		-24	%		-12	%		-7	%
International		-23	%		-9	%		-12	%		25	%		19	%
Orbitz Worldwide		-11	%		-17	%		-22	%		-5	%		-2	%
Non-transactional Net Revenue		4	%		-5	%		-12	%		-10	%		-16	%
Orbitz Worldwide Net Revenue		-14	%		-19	%		-22	%		-3	%		-1	%
Orbitz Worldwide Net Revenue at Constant Currency		-10	%		-15	%		-21	%		-6	%		-3	%

16