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Filing Details

Accession Number:: 0001179110-10-001597
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2010-01-28 12:00:00
Reporting Period:: 2010-01-26

Filing Date:: 2010-01-28
Accepted Time:: 2010-01-28 16:47:03
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1394159	Orbitz Worldwide Inc.	OWW	Transportation Services (4700)	205337455

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1195849	Iv Paul Schorr	C/O Orbitz Worldwide, Inc. 500 West Madison Street, Suite 1000 Chicago IL 60661		Yes	No	No	No

Reported Non-Derivative Transactions

Show Other Fields >>

Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Acquisiton	2010-01-26	9,025,271	$5.54	55,046,598	No	4	P	Indirect	See footnote

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Indirect	See footnote

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock	90,167	Indirect	See footnote
Common Stock	14,860	Direct

Footnotes

In connection with a Stock Purchase Agreement dated November 4, 2009 between Orbitz Worldwide, Inc. (the "Company") and Travelport Limited, the shares reported as acquired on this Form 4 were acquired by TDS Investor (Luxembourg) S.a.r.l. ("Luxco") for $50,000,001.34 in cash. No shares of the Company were acquired on the open market.
TDS Investor (Cayman) L.P. ("TDS Cayman") indirectly owns Luxco. TDS Investor (Cayman) GP Ltd. ("TDS Cayman GP") is the general partner of TDS Cayman. Blackstone Capital Partners (Cayman) V L.P., Blackstone Capital Partners (Cayman) V-A L.P., BCP (Cayman) V-S L.P. and BCP V Co-Investors (Cayman) L.P. (collectively, the "BCP Funds"), Blackstone Family Investment Partnership (Cayman) V L.P. and Blackstone Participation Partnership (Cayman) V L.P. (collectively, the "Blackstone Funds") and Blackstone Family Investment Partnership (Cayman) V-SMD L.P. collectively have voting control over TDS Cayman GP and collectively have investment and voting control over the shares that that are indirectly owned by TDS Cayman. Blackstone Management Associates (Cayman) V L.P. ("BMA") is a general partner of each of the BCP Funds. Blackstone LR Associates (Cayman) V Ltd. is a general partner of BMA and each of the Blackstone Funds.
As the general partner of each of the BCP Funds, BMA may be deemed to be the beneficial owner of such shares. As a general partner of the Blackstone Funds and BMA, BLRA may also be deemed to be a beneficial owner of such shares. Mr. Schorr is a director of BLRA and, as such, may be deemed to be a beneficial owner of such shares. Pursuant to Rule 16a-1(a)(4) of the Securities Exchange Act of 1934, as amended, Mr. Schorr herein states that this filing shall not be deemed an admission that he is the beneficial owner of any of such shares. Mr. Schorr herein disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein.
Represents restricted stock units granted under the Orbitz Worldwide, Inc. Non-Employee Directors Deferred Compensation Plan. Each restricted stock unit represents a right to receive one share of the Company's common stock, par value $0.01 per share, on the date which is 200 days immediately following the date upon which Mr. Schorr's service as a member of the Company's Board of Directors terminates for any reason. The restricted stock units are immediately vested and non-forfeitable. The grant of restricted stock units is part of Mr. Schorr's compensation as a non-employee member of the Company's Board of Directors.
These restricted stock units are held by Blackstone Management Partners L.L.C. ("BMP"), the Investment Advisor to certain of the Blackstone entities invested in the Company, of which Mr. Schorr is a member. Pursuant to Rule 16a-1(a)(4) of the Securities Exchange Act of 1934, as amended, Mr. Schorr herein states that this filing shall not be deemed an admission that he is the beneficial owner of any of such restricted stock units. Mr. Schorr herein disclaims beneficial ownership in the restricted stock units issued to BMP, except to the extent of his pecuniary interest therein.