Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Feb. 27, 2015 | Sep. 25, 2014 | |
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | FALSE | ||
Document Period End Date | 31-Dec-14 | ||
Document Fiscal Year Focus | 2014 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | TVPT | ||
Entity Registrant Name | Travelport Worldwide LTD | ||
Entity Central Index Key | 1424755 | ||
Current Fiscal Year End Date | -19 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Common Stock, Shares Outstanding | 121,411,360 | ||
Entity Public Float | $0 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (USD $) | 12 Months Ended | ||
In Millions, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Income Statement [Abstract] | |||
Net revenue | $2,148 | $2,076 | $2,002 |
Costs and expenses | |||
Cost of revenue | 1,324 | 1,266 | 1,191 |
Selling, general and administrative | 430 | 396 | 446 |
Depreciation and amortization | 233 | 206 | 227 |
Total costs and expenses | 1,987 | 1,868 | 1,864 |
Operating income | 161 | 208 | 138 |
Interest expense, net | -278 | -356 | -346 |
(Loss) gain on early extinguishment of debt | -108 | -49 | 6 |
Gain on sale of shares of Orbitz Worldwide | 356 | ||
Income (loss) from continuing operations before income taxes and share of (losses) earnings in equity method investments | 131 | -197 | -202 |
Provision for income taxes | -39 | -20 | -23 |
Share of (losses) earnings in equity method investments | -1 | 10 | -74 |
Net income (loss) from continuing operations | 91 | -207 | -299 |
Gain from disposal of discontinued operations, net of tax | 4 | 7 | |
Net income (loss) | 91 | -203 | -292 |
Net income attributable to non-controlling interest in subsidiaries | -5 | -3 | |
Net income (loss) attributable to the Company | $86 | ($206) | ($292) |
Income (loss) per share - Basic: | |||
Income (loss) per share - continuing operations | $1.01 | ($4.62) | ($36.76) |
Income per share - discontinued operations | $0.10 | $0.83 | |
Basic income (loss) per share | $1.01 | ($4.52) | ($35.93) |
Weighted average common shares outstanding - Basic | 85,771,655 | 45,522,506 | 8,129,920 |
Income (loss) per share - Diluted: | |||
Income (loss) per share - continuing operations | $0.98 | ($4.62) | ($36.76) |
Income per share - discontinued operations | $0.10 | $0.83 | |
Diluted income (loss) per share | $0.98 | ($4.52) | ($35.93) |
Weighted average common shares outstanding - Diluted | 87,864,090 | 45,522,506 | 8,129,920 |
Consolidated_Statements_of_Com
Consolidated Statements of Comprehensive Loss (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Statement of Comprehensive Income [Abstract] | |||
Net income (loss) | $91 | ($203) | ($292) |
Other comprehensive (loss) income, net of tax | |||
Currency translation adjustments, net of tax of $0 | -11 | -5 | 3 |
Changes in loss on cash flow hedges, net of tax of $0 | 4 | -4 | |
Unrealized actuarial (loss) gain on defined benefit plans, net of tax of $2, $2 and $1 | -84 | 107 | -13 |
Changes in (loss) gain on equity investment, net of tax of $0 | -7 | 9 | -3 |
Unrealized gain on available-for-sale securities, net of tax of $0 | 6 | ||
Other comprehensive (loss) income, net of tax | -92 | 107 | -13 |
Comprehensive loss | -1 | -96 | -305 |
Comprehensive income attributable to non-controlling interest in subsidiaries | -5 | -3 | |
Comprehensive loss attributable to the Company | ($6) | ($99) | ($305) |
Consolidated_Statements_of_Com1
Consolidated Statements of Comprehensive Loss (Parenthetical) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Statement of Comprehensive Income [Abstract] | |||
Tax on currency translation adjustments | $0 | ||
Tax on changes in loss on cash flow hedges | 0 | ||
Tax of unrealized actuarial (loss) gain on defined benefit plans | 2 | 2 | 1 |
Tax on changes in (loss) gain on equity investment | 0 | ||
Tax on Unrealized gain on available-for-sale securities | $0 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Current assets: | ||
Cash and cash equivalents | $139 | $154 |
Accounts receivable (net of allowances for doubtful accounts of $14 and $13) | 184 | 177 |
Deferred income taxes | 5 | 1 |
Other current assets | 84 | 134 |
Total current assets | 412 | 466 |
Property and equipment, net | 414 | 428 |
Goodwill | 997 | 986 |
Trademarks and tradenames | 314 | 314 |
Other intangible assets, net | 619 | 671 |
Cash held as collateral | 26 | 79 |
Deferred income taxes | 9 | 5 |
Other non-current assets | 101 | 139 |
Total assets | 2,892 | 3,088 |
Current liabilities: | ||
Accounts payable | 73 | 72 |
Accrued expenses and other current liabilities | 426 | 540 |
Deferred income taxes | 24 | |
Current portion of long-term debt | 56 | 45 |
Total current liabilities | 555 | 681 |
Long-term debt | 2,384 | 3,528 |
Deferred income taxes | 54 | 18 |
Other non-current liabilities | 237 | 172 |
Total liabilities | 3,230 | 4,399 |
Commitments and contingencies (Note 14) | ||
Shareholders' equity (deficit): | ||
Preference shares ($0.0025 par value; 225,000,000 shares authorized; no shares issued and outstanding as of December 31, 2014 and 2013, respectively) | ||
Common shares ($0.0025 par value; 560,000,000 shares authorized; 121,411,360 and 60,882,046 shares issued and outstanding as of December 31, 2014 and 2013, respectively) | 0 | 0 |
Additional paid in capital | 2,715 | 1,736 |
Accumulated deficit | -2,898 | -2,984 |
Accumulated other comprehensive loss | -174 | -82 |
Total shareholders' equity (deficit) | -357 | -1,330 |
Equity attributable to non-controlling interest in subsidiaries | 19 | 19 |
Total equity (deficit) | -338 | -1,311 |
Total liabilities and equity | $2,892 | $3,088 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, except Share data, unless otherwise specified | ||
Statement of Financial Position [Abstract] | ||
Allowances for doubtful accounts receivable | $14 | $13 |
Preferred stock, par value | $0.00 | $0.00 |
Preferred stock, share authorized | 225,000,000 | 225,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $0.00 | $0.00 |
Common stock, shares authorized | 560,000,000 | 560,000,000 |
Common stock, shares issued | 121,411,360 | 60,882,046 |
Common stock, shares outstanding | 121,411,360 | 60,882,046 |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Operating activities of continuing operations | |||
Net income (loss) | $91 | ($203) | ($292) |
Income from discontinued operations (including gain from disposal), net of tax | -4 | -7 | |
Net income (loss) from continuing operations | 91 | -207 | -299 |
Net income (loss) from continuing operations | 91 | -207 | -299 |
Adjustments to reconcile net income (loss) from continuing operations to net cash provided by operating activities: | |||
Depreciation and amortization | 233 | 206 | 227 |
Amortization of customer loyalty payments | 76 | 63 | 62 |
Gain on sale of shares of Orbitz Worldwide | -356 | ||
Amortization of debt finance costs | 10 | 21 | 37 |
Accrual of repayment fee and amortization of debt discount | 6 | 8 | 2 |
Loss (gain) on early extinguishment of debt | 108 | 49 | -6 |
Loss on foreign exchange derivative instruments | 17 | 1 | |
Payment-in-kind interest | 17 | 38 | 68 |
Share of losses (earnings) in equity method investments | 1 | -10 | 74 |
Equity-based compensation | 41 | 6 | 2 |
Deferred income taxes | 6 | -1 | 4 |
Customer loyalty payments | -93 | -78 | -47 |
Pension liability contribution | -7 | -3 | -27 |
FASA liability | -7 | ||
Changes in assets and liabilities: | |||
Accounts receivable | -11 | -27 | 22 |
Other current assets | 7 | 5 | -3 |
Accounts payable, accrued expenses and other current liabilities | -98 | 5 | 37 |
Other | 10 | 24 | 35 |
Net cash provided by operating activities | 58 | 100 | 181 |
Investing activities | |||
Property and equipment additions | -112 | -107 | -92 |
Proceeds from sale of shares of Orbitz Worldwide | 366 | ||
Businesses acquired, net of cash | -18 | ||
Purchase of equity method investment | -10 | ||
Proceeds from sale of assets held for sale | 17 | ||
Other | -6 | 3 | |
Net cash provided by (used in) investing activities | 226 | -96 | -89 |
Financing activities | |||
Net proceeds from issuance of common shares in initial public offering | 445 | ||
Proceeds from term loans | 2,345 | 2,169 | 170 |
Proceeds from bridge loans | 425 | ||
Proceeds from revolver borrowings | 75 | 73 | 80 |
Repayment of term loans under senior secured credit agreement | -1,477 | -1,667 | -165 |
Repayment of bridge loans | -425 | ||
Repayment of term loans under second lien credit agreement | -863 | ||
Repurchase / repayment of senior notes and senior subordinated notes | -588 | -413 | -20 |
Repayment of revolver borrowings | -75 | -93 | -95 |
Repayment of capital lease obligations | -32 | -20 | -16 |
Debt finance costs | -40 | -55 | -20 |
Release of cash provided as collateral | 53 | 137 | |
Cash provided as collateral | -79 | ||
Payment related to early extinguishment of debt | -46 | ||
Purchase of non-controlling interest in a subsidiary | -65 | ||
Costs related to exchange of shares for payment-in-kind debt | -6 | ||
Dividend to shareholders | -9 | ||
Tax withholding for equity awards | -23 | -1 | -1 |
Dividend to non-controlling interest shareholders | -2 | -1 | |
Payment on settlement of derivative instruments | -8 | -51 | |
Proceeds from settlement of derivative instruments | 3 | 4 | 9 |
Other | 2 | 3 | |
Net cash (used in) provided by financing activities | -297 | 40 | -106 |
Effect of changes in exchange rates on cash and cash equivalents | -2 | ||
Net (decrease) increase in cash and cash equivalents | -15 | 44 | -14 |
Cash and cash equivalents at beginning of year | 154 | 110 | 124 |
Cash and cash equivalents at end of year | 139 | 154 | 110 |
Supplemental disclosure of cash flow information of continuing operations | |||
Interest payments | 294 | 273 | 232 |
Income tax payments, net | 26 | 29 | 16 |
Non-cash exchange of debt for equity (see Note 10) | 571 | 473 | |
Non-cash capital lease additions | 18 | 32 | 63 |
Exchange of senior notes due 2014 and 2016 for new senior notes due 2016 (see Note 10) | 591 | ||
Exchange of second priority secured notes for Tranche 2 Loans (see Note 10) | 229 | ||
Exchange of payment-in-kind debt for new senior subordinated debt (see Note 10) | $25 |
Consolidated_Statements_of_Cha
Consolidated Statements of Changes in Total Equity (Deficit) (USD $) | Total | Common Shares [Member] | Additional Paid in Capital [Member] | Accumulated Deficit [Member] | Accumulated Other Comprehensive Loss [Member] | Non- Controlling Interest in Subsidiaries [Member] |
In Millions, except Share data | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | |
Beginning balance at Dec. 31, 2011 | ($1,385) | $1,264 | ($2,486) | ($176) | $13 | |
Beginning balance, Shares at Dec. 31, 2011 | 8,119,356 | |||||
Equity-based compensation, Value | 2 | 2 | ||||
Equity-based compensation, Shares | 20,410 | |||||
Tax withholding for equity awards, Value | -1 | -1 | ||||
Tax withholding for equity awards, Shares | -8,227 | |||||
Capital contribution from non-controlling interest shareholders | 3 | 3 | ||||
Comprehensive income (loss), net of tax | -305 | -292 | -13 | |||
Ending balance at Dec. 31, 2012 | -1,686 | 1,265 | -2,778 | -189 | 16 | |
Ending balance, Shares at Dec. 31, 2012 | 8,131,539 | |||||
Issue of common shares in exchange for debt, net of expenses, Value | 467 | 467 | ||||
Issue of common shares in exchange for debt, net of expenses, Shares | 52,373,884 | |||||
Dividend to non-controlling interest shareholders | -1 | -1 | ||||
Equity-based compensation, Value | 6 | 5 | 1 | |||
Equity-based compensation, Shares | 652,222 | |||||
Tax withholding for equity awards, Value | -1 | -1 | ||||
Tax withholding for equity awards, Shares | -275,599 | |||||
Comprehensive income (loss), net of tax | -96 | -206 | 107 | 3 | ||
Ending balance at Dec. 31, 2013 | -1,311 | 1,736 | -2,984 | -82 | 19 | |
Ending balance, Shares at Dec. 31, 2013 | 60,882,046 | |||||
Issue of common shares in initial public offering, net of expenses, Value | 445 | 445 | ||||
Issue of common shares in initial public offering, net of expenses, Shares | 30,000,000 | |||||
Issue of common shares in exchange for debt, net of expenses, Value | 585 | 585 | ||||
Issue of common shares in exchange for debt, net of expenses, Shares | 28,841,012 | |||||
Dividend to non-controlling interest shareholders | -2 | -2 | ||||
Dividend to shareholders | -9 | -9 | ||||
Purchase of non-controlling interest in a subsidiary | -65 | -62 | -3 | |||
Equity-based compensation, Value | 41 | 41 | ||||
Equity-based compensation, Shares | 3,078,827 | |||||
Tax withholding for equity awards, Value | -23 | -23 | ||||
Tax withholding for equity awards, Shares | -1,390,525 | |||||
Tax benefit from equity-based award activity | 2 | 2 | ||||
Comprehensive income (loss), net of tax | -1 | 86 | -92 | 5 | ||
Ending balance at Dec. 31, 2014 | ($338) | $2,715 | ($2,898) | ($174) | $19 | |
Ending balance, Shares at Dec. 31, 2014 | 121,411,360 |
Basis_of_Presentation
Basis of Presentation | 12 Months Ended |
Dec. 31, 2014 | |
Accounting Policies [Abstract] | |
Basis of Presentation | 1. Basis of Presentation |
Basis of Presentation | |
Travelport Worldwide Limited (the “Company” or “Travelport”) is a travel commerce platform providing distribution, technology, payment and other solutions for the global travel and tourism industry. With a presence in over 170 countries, Travelport business is comprised of: | |
The Travel Commerce Platform (formerly known as the global distribution system or “GDS” business), through which the Company facilitates travel commerce by connecting the world’s leading travel providers, such as airlines and hotel chains, with online and offline travel buyers in the Company’s proprietary business to business (“B2B”) travel commerce platform. As travel industry needs evolve, Travelport is utilizing its Travel Commerce Platform to redefine the electronic distribution and merchandising of airline core and ancillary products, as well as extending its reach into the growing world of travel commerce beyond air, including to hotel, car rental, rail, cruise-line and tour operators. In addition, Travelport has leveraged its domain expertise in the travel industry to design a pioneering B2B payment solution that addresses the need of travel agencies to efficiently and securely make payments to travel providers globally. Travelport utilizes the extensive data managed by its platform to provide an array of additional services, such as advertising solutions, subscription services, business intelligence data services, and marketing-oriented analytical tools to travel agencies, travel providers and other travel data users. | |
Through its Technology Services, Travelport provides critical hosting solutions to airlines, such as pricing, shopping, ticketing, ground handling and other solutions, enabling them to focus on their core business competencies and reduce costs. The Company manages reservations, inventory management and other related critical systems for Delta Air Lines Inc. | |
During 2014, the Company sold substantially all of the shares of common stock it held in Orbitz Worldwide, Inc. (“Orbitz Worldwide”) and since July 2014, owned less than 1% of its outstanding shares. Consequently, the Company has discontinued the equity method accounting (see Note 4—Orbitz Worldwide). | |
These consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”). | |
All share and per share data in the financial statements give retroactive effect to a 1-for-12.5 share consolidation of the Company’s authorized, issued and outstanding shares, which was effective September 5, 2014. | |
Initial Public Offering (“IPO”) | |
On September 25, 2014, the Company issued 30 million common shares in an IPO. The shares were sold at a price of $16.00 per share, which generated $445 million of net proceeds from the IPO after deducting underwriting discounts and commissions and offering expenses. | |
The Company used the net proceeds from the IPO primarily to repay $425 million aggregate principal amount of its bridge loans (see Note 10—Long-Term Debt). |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Accounting Policies [Abstract] | |||||
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies | ||||
Consolidation Policy | |||||
The Company’s financial statements include the accounts of Travelport, Travelport’s wholly-owned subsidiaries and entities controlled by Travelport, including where control is exercised by owning a majority of the entity’s outstanding common shares (eNett International (Jersy) Limited, IGT Solutions Private Limited and Travel-IT). The Company has eliminated intercompany transactions and balances in its financial statements. | |||||
Use of Estimates | |||||
The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts and classification of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expense during the reporting period. Actual results may differ materially from those estimates. | |||||
The Company’s accounting policies, which include significant estimates and assumptions, including the estimation of the collectability of accounts receivable, including amounts due from airlines that are in bankruptcy or which have faced financial difficulties, amounts for future cancellations of airline bookings processed through the Travel Commerce Platform, determination of the fair value of assets and liabilities acquired in a business combination, the evaluation of the recoverability of the carrying value of goodwill and intangible assets, discount rates and rates of return affecting the calculation of the assets and liabilities associated with the employee benefit plans and the evaluation of uncertainties surrounding the calculation of the Company’s tax assets and liabilities. | |||||
Revenue Recognition | |||||
The Company provides global transaction processing and computer reservation services and provides travel marketing information to airline, car rental and hotel clients as described below. | |||||
Travel Commerce Platform Revenue | |||||
Travel Commerce Platform revenue primarily utilizes a transaction volume model to recognize revenue. The Company charges a fee per segment booked. The Company also receives a fee for cancellations of bookings previously made on the Company’s system and where tickets were issued by the Company that were originally booked on an alternative system. | |||||
Revenue for air travel reservations is recognized at the time of the booking of the reservation when it is contractually billed, net of estimated cancellations and anticipated incentives for customers. Cancellations prior to the date of departure are estimated based on the historical level of cancellations; such cancellations have not been significant, historically. The Company’s beyond air revenue, including hotel and car reservations, is recognized upon fulfillment of the reservation. Given hotel and car reservations can be cancelled at any time without penalty, revenue is recognized upon the fulfillment of the reservation when it is contractually billed and collectability of the revenue is reasonably assured. | |||||
The Company’s payment processing revenue is earned as a percentage of total transaction value in the form of interchange fees payable by banks. Revenue is recognized when the payment is processed. | |||||
The Company collects annual subscription fees from travel agencies, internet sites and other subscribers to access the applications on its Travel Commerce Platform, including providing the ability to access schedule and fare information, book reservations and issue tickets. These fees are recognized when the services are performed. | |||||
Technology Services Revenue | |||||
The Company collects fees, generally on a monthly basis under long-term contracts, for providing hosting solutions and other services to airlines such as pricing, shopping, ticketing, ground handling and other solutions. Such revenue is recognized as the services are performed. | |||||
Cost of Revenue | |||||
Cost of revenue consists of direct costs incurred to generate the Company’s revenue, including commission paid to travel agencies and third-party national distribution companies (“NDCs”), amortization of customer loyalty payments, incentives paid to travel agencies who subscribe to the Company’s Travel Commerce Platform and costs for call center operations, data processing and related technology costs. Cost of revenue excludes depreciation and amortization of acquired intangible assets comprising of customer relationships. | |||||
Commission payments represent consideration to travel agencies and NDCs for reservations made on the Company’s Travel Commerce Platform. Commissions are provided in two ways depending on the terms of the contract: (i) variable per segment on a periodic basis over the term of the contract and (ii) upfront at the inception or modification of contracts. Variable commission is accrued in a period based on the estimated number of segments to be booked by the travel agent. For upfront commission, the Company establishes liabilities for these loyalty payments at the inception of the contract and capitalizes the customer loyalty payments as intangible assets. The amortization of the customer loyalty payments is then recognized as a component of revenue or cost of revenue over the life of the contract on a straight line basis (unless another method is more appropriate), as it expects the benefit of those assets, which are the air segments booked on its Travel Commerce Platform, to be realized evenly over the life of the contract. | |||||
In markets not supported by the Company’s sales and marketing organizations, the Company utilizes an NDC structure, where feasible, in order to take advantage of the NDC’s local industry knowledge. The NDC is responsible for cultivating the relationship with travel agencies in its territory, installing travel agents’ computer equipment, maintaining the hardware and software supplied to the travel agencies and providing ongoing customer support. The NDC earns a share of the booking fees generated in the NDC’s territory. | |||||
Cost of revenue also includes incentive payments to travel agencies for using the Company’s payment solutions. These commission costs are recognized in the same accounting period as the revenue generated from the related activities. | |||||
The direct technology costs related to revenue production, consisting of the development and maintenance costs for the mainframes, servers and software that is the shared infrastructure used to run the Company’s Travel Commerce Platform and Technology Services consist of service contracts with technology service providers, including on-site around-the-clock support for computer equipment and the cost of software licenses used to run the Company’s Travel Commerce Platform and its data center, other operating costs associated with running the Company’s Travel Commerce Platform, including facility and related running costs of the Company’s data center, technology costs related to maintaining the networks between the Company and its travel providers and its hosting solutions; salaries and benefits paid to employees for the development, delivery and implementation of software, the maintenance of mainframes, servers and software used in the Company’s data center and customer support, including call center operations. Direct technology costs are recognized as expenses in the period when the liability is incurred. | |||||
Advertising Expense | |||||
Advertising costs are expensed in the period incurred and include online marketing costs such as search and banner advertising, and offline marketing such as television, media and print advertising. Advertising expense, included in selling, general and administrative expenses on the consolidated statements of operations, was approximately $16 million, $17 million and $15 million for the years ended December 31, 2014, 2013 and 2012, respectively. | |||||
Income Taxes | |||||
The provision for income taxes for annual periods is determined using the asset and liability method, under which deferred tax assets and liabilities are calculated based on the temporary differences between the financial statement carrying amounts and income tax bases of assets and liabilities using currently enacted tax rates. The deferred tax assets are recorded net of a valuation allowance when, based on the weight of available evidence, it is more likely than not that some portion or all of the recorded deferred tax assets will not be realized in future periods. Decreases to the valuation allowance are recorded as reductions to the provision for income taxes and increases to the valuation allowance result in additional provision for income taxes. The realization of the deferred tax assets, net of a valuation allowance, is primarily dependent on the ability to generate taxable income. A change in the Company’s estimate of future taxable income may require an addition or reduction to the valuation allowance. | |||||
The benefit from an uncertain income tax position is not recognized if it has less than a 50% likelihood of being sustained upon audit by the relevant authority. For positions that are more than 50% likely to be sustained, the benefit is recognized at the largest amount that is more-likely-than-not to be sustained. An uncertain income tax position is not recognized if it has less than a 50% likelihood of being sustained. Where a net operating loss carried forward, a similar tax loss or a tax credit carry forward exists, an unrecognized tax benefit is presented as a reduction to a deferred tax asset. Otherwise, the Company classifies its obligations for uncertain tax positions as other non-current liabilities unless expected to be paid within one year. Liabilities expected to be paid within one year are included in the accrued expenses and other current liabilities account. Interest and penalties are recorded in both the accrued expenses and other current liabilities, and other non-current liabilities accounts. The Company recognizes interest and penalties accrued related to unrecognized tax positions as part of the provision for income taxes. | |||||
Cash and Cash Equivalents | |||||
The Company considers highly-liquid investments purchased with an original maturity of three months or less to be cash equivalents. | |||||
Accounts Receivable and Allowance for Doubtful Accounts | |||||
The Company’s trade receivables are reported in the consolidated balance sheets net of an allowance for doubtful accounts. The Company evaluates the collectability of accounts receivable based on a combination of factors. In circumstances where the Company is aware of a specific customer’s inability to meet its financial obligations (e.g., bankruptcy filings, failure to pay amounts due to the Company, or other known customer liquidity issues), the Company records a specific reserve for bad debts in order to reduce the receivable to the amount reasonably believed to be collectable. For all other customers, the Company recognizes a reserve for estimated bad debts. Due to the number of different countries in which the Company operates, its policy of determining when a reserve is required to be recorded considers the appropriate local facts and circumstances that apply to an account. Accordingly, the length of time to collect does not necessarily indicate an increased credit risk. In all instances, local review of accounts receivable is performed on a regular basis by considering factors such as historical experience, credit worthiness, the age of the accounts receivable balances, and current economic conditions that may affect a customer’s ability to pay. | |||||
Bad debt expense is recorded in selling, general and administrative expenses on the consolidated statements of operations and amounted to $3 million, $4 million and $4 million for the years ended December 31, 2014, 2013 and 2012, respectively. | |||||
Derivative Instruments | |||||
The Company uses derivative instruments as part of its overall strategy to manage exposure to market risks primarily associated with fluctuations in foreign currency and interest rates. All derivatives are recorded at fair value either as assets or liabilities. As a matter of policy, the Company does not use derivatives for trading or speculative purposes and does not offset derivative assets and liabilities. | |||||
As of December 31, 2014, there were no derivative contracts that the Company has designated as accounting hedges, although during 2014 and 2013, the Company had designated its interest-rate cap derivative contracts as cash flow hedges. The effective portion of changes in the fair value of derivative contracts designated as cash flow hedging instruments are recorded as a component of accumulated other comprehensive income (loss). The ineffective portion is reported directly in earnings in the consolidated statements of operations. Amounts included in accumulated other comprehensive income (loss) are recognized in earnings in the same period during which the hedged cash flow affects earnings, or are recognized earlier where the cash flow hedges are determined to be ineffective, or where the derivative contracts are terminated prior to maturity and the cash outflows hedged are not considered as probable of occurring. | |||||
Changes in the fair value of derivatives not designated as hedging instruments are recognized directly in earnings in the consolidated statements of operations. | |||||
Fair Value Measurement | |||||
The financial assets and liabilities on the Company’s consolidated balance sheets that are required to be recorded at fair value on a recurring basis are assets and liabilities related to derivative instruments and available-for-sale securities. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. In determining fair value, the Company uses various valuation approaches. A hierarchy has been established for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs that market participants would use in pricing the asset or liability based on market rates obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company’s estimates about the assumptions market participants would use in the pricing of the asset or liability based on the best information available. The hierarchy is broken down into three levels based on the reliability of inputs as follows: | |||||
Level 1— | Valuations based on quoted prices in active markets for identical assets or liabilities that the Company has the ability to access. | ||||
Level 2— | Valuations based on quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly. | ||||
Level 3— | Valuations based on inputs that are unobservable and significant to overall fair value measurement. | ||||
The Company determines the fair value of its derivative instruments using pricing models that use inputs from actively quoted markets for similar instruments that do not entail significant judgment. These amounts include fair value adjustments related to the Company’s own credit risk and counterparty credit risk. When such adjustments constitute more than 15% of the unadjusted fair value of derivative instruments for two successive quarters, the entire instrument is classified within Level 3 of the fair value hierarchy. | |||||
The Company determines the fair value of its available-for-sale securities based on the quoted market price of the security as of the reporting date. The change in fair value for available-for-sale securities is recorded, net of taxes, as a component of accumulated other comprehensive loss on the consolidated balance sheets. | |||||
Property and Equipment | |||||
Property and equipment (including leasehold improvements) are recorded at historical cost, net of accumulated depreciation and amortization. Depreciation, recorded as a component of depreciation and amortization expense on the consolidated statements of operations, is computed using the straight-line method over the estimated useful lives of the related assets. Amortization of leasehold improvements, also recorded as a component of depreciation and amortization, is computed using the straight-line method over the shorter of the estimated benefit period of the related assets or the lease term. Useful lives of various property and equipment are as follows: | |||||
Capitalized software | 3 to 10 years | ||||
Furniture, fixtures and equipment | 3 to 7 years | ||||
Buildings | up to 30 years | ||||
Leasehold improvements | up to 20 years | ||||
Capitalization of software developed for internal use commences during the development phase of the project. The Company amortizes software developed for internal use on a straight-line basis when such software is substantially ready for use. For the years ended December 31, 2014, 2013 and 2012, the Company amortized software costs developed for internal use of $87 million, $65 million and $89 million, respectively, as a component of depreciation and amortization expense on the consolidated statements of operations. Travelport policy is to capitalize interest cost as a component of historical cost where an asset is being constructed for Travelport’s own use. The amount of interest on capital projects capitalized was $8 million, $6 million and $3 million for the years ended December 31, 2014, 2013 and 2012, respectively. | |||||
Goodwill and Other Intangible Assets | |||||
The Company’s intangible assets with indefinite-lives comprise of Goodwill, Trademarks and Tradenames. These indefinite-lived intangible assets are not amortized, but rather are tested for impairment annually, or more frequently if circumstances indicate impairment may have occurred. | |||||
The Company’s amortizable intangible assets comprise of (i) acquired intangible assets, consisting of customer and vendor relationships and (ii) customer loyalty payments. The Company generally amortizes these intangible assets on a straight-line basis (unless another method is more appropriate) over their estimated useful lives of: | |||||
Acquired intangible assets | 5 to 25 years | ||||
Customer loyalty payments | 3 to 7 years (contract period) | ||||
Impairment of Long-Lived Assets | |||||
The Company assesses goodwill and other indefinite-lived intangible assets for impairment annually, or more frequently if circumstances indicate impairment may have occurred. The Company may qualitatively assess impairment factors to determine if it is more likely than not that the fair value of the reporting unit is less than its carrying value and if, as a result of qualitative assessment or if the Company determines quantitatively that the fair value of the reporting unit (determined utilizing estimated future discounted cash flows and assumptions that it believes marketplace participants would utilize) is less than its carrying value, the Company proceeds to assess impairment of goodwill. The level of impairment is assessed by allocating the total estimated fair value of the reporting unit to the fair value of the individual assets and liabilities of that reporting unit, as if that reporting unit is being acquired in a business combination. The remaining value represents the implied fair value of the goodwill, which if lower than its carrying value results in an impairment of goodwill to the extent the carrying value of goodwill exceeds its implied fair value. Other indefinite-lived assets are tested for impairment by estimating their fair value utilizing estimated future discounted cash flows attributable to those assets and are written down to the estimated fair value where necessary. The Company uses comparative market multiples, if available and other factors to corroborate the discounted cash flow results. | |||||
The Company performs its annual impairment testing for goodwill and other indefinite-lived intangible assets in the fourth quarter of each year subsequent to substantially completing its annual forecasting process or more frequently if circumstances indicate impairment may have occurred. The Company performed its annual impairment test during the fourth quarter of 2014 and did not identify any impairment. | |||||
The Company evaluates the recoverability of its other long-lived assets, including definite-lived intangible assets, if circumstances indicate impairment may have occurred. This analysis is performed by comparing the respective carrying values of the assets to the current and expected future cash flows, on an undiscounted basis, to be generated from such assets. If such analysis indicates that the carrying value of these assets is not recoverable, the carrying value of such assets is reduced to fair value through a charge to the consolidated statements of operations. | |||||
The Company’s available-for-sale securities are reviewed to identify other-than-temporary impairments in value. In evaluating whether a decline in value is other-than-temporary, the Company considers several factors including, but not limited to the following: (1) the extent and the duration of the decline; (2) the reasons for the decline in value; and (3) the financial condition of and near-term prospects of the issuer. The Company also considers the ability and intent to hold the investment for a period of time to allow for a recovery of value. When it is determined that a decline in value of an equity security is other-than-temporary, the equity security is reduced to its fair value, with a corresponding charge to earnings. | |||||
Accumulated Other Comprehensive Income (Loss) | |||||
Accumulated other comprehensive income (loss), net of taxes, consists of accumulated foreign currency translation adjustments, unrealized gains and losses on derivative financial instruments designated as cash flow hedges, unrealized actuarial gains and losses on defined benefit plans, share of unrealized gains and losses of accumulated other comprehensive income (loss) of equity method investments and unrealized gain and losses related to available-for-sale securities. | |||||
Foreign Currency | |||||
On consolidation, assets and liabilities of subsidiaries having non-U.S. dollar functional currencies are translated at period end exchange rates and their results of operations are translated into U.S. dollars at the average exchange rates for the period. The gains and losses resulting from translating these financial statements into US dollars, are included in accumulated other comprehensive income (loss) on the consolidated balance sheets and are included in net income (loss) only upon sale or liquidation of the underlying non-U.S. dollar function currency entity. | |||||
Transactions in currencies other than functional currency of an entity are recorded at the rate of exchange prevailing on the date of the transaction. Monetary assets and liabilities in currencies other than the functional currency are translated at the rate of exchange prevailing at the balance sheet date. Gains and losses resulting from such transactions and translations are included in earnings as a component of selling, general and administrative expense, in the consolidated statements of operations, except where the balances in non-US dollar functional currency represent certain intercompany loans determined to be of long-term investment in nature, in which case, the translation gains and losses are included in accumulated other comprehensive income (loss) on the consolidated balance sheets. The effect of exchange rates on cash balances denominated in foreign currency is included as a separate component in the consolidated statements of cash flows. | |||||
Equity-Based Compensation | |||||
The Company has equity-based compensation plans that provide for grants of restricted stock units (“RSUs”) and stock options to employees and non-employee directors of the Company who perform services for the Company. | |||||
The Company expenses all equity-based compensation on a straight-line basis over the requisite service period based upon the fair value of the award on the date of grant, the estimated achievement of any performance targets and anticipated staff retention. The awards under equity-based compensation are classified as equity and included as a component of equity on the Company’s consolidated balance sheets, as the ultimate payment of such awards will not be achieved through use of the Company’s cash or other assets. | |||||
TDS Investor (Cayman) L.P., the partnership which, prior to the comprehensive refinancing in April 2013, indirectly owned a majority shareholding in the Company, provided for equity-based, long-term incentive programs for the purpose of retaining certain key employees of the Company. Under several plans within these programs, key employees were granted restricted equity units (“REUs”) and/or partnership interests in the Partnership. The Company has recognized the expense related to these awards in its consolidated statements of operations. | |||||
Net Income Per Common Share | |||||
Basic net income per common share is computed by dividing the net income available to the Company by the weighted average number of common shares outstanding during the period. Diluted net income per common share is computed by dividing the net income available to the Company by the weighted average number of common shares outstanding and potentially dilutive securities outstanding during the period. Potentially dilutive securities include stock options and unvested RSUs outstanding during the period, calculated using the treasury stock method. Potentially dilutive securities are excluded from the computations of diluted earnings per share if their effect would be antidilutive. | |||||
Pension and Other Post-Retirement Benefits | |||||
The Company sponsors a defined contribution savings plan, under which the Company matches the contributions of participating employees on the basis specified by the plan. The Company’s costs for contributions to this plan are recognized, as a component of selling, general and administrative expense, in the Company’s consolidated statements of operations as such costs are incurred. | |||||
The Company also sponsors both non-contributory and contributory defined benefit pension plans whereby benefits are based on an employee’s years of credited service and a percentage of final average compensation, or as otherwise described by the plan. The Company also maintains other post-retirement health and welfare benefit plans for certain eligible employees. The Company recognizes the funded status of its pension and other post-retirement defined benefit plans within other non-current assets, accrued expenses and other current liabilities, and other non-current liabilities on its consolidated balance sheets. The measurement date used to determine benefit obligations and the fair value of assets for all plans is December 31 of each year. | |||||
Pension and other post-retirement defined benefit costs are recognized in the Company’s consolidated statements of operations based upon various actuarial assumptions including expected return rates on plan assets, discount rates, employee turnover, healthcare costs and mortality rates. Actuarial gains or losses arise from actual returns on plan assets being different to expected return and from changes in the projected benefit obligation and are deferred within accumulated other comprehensive income (loss), net of tax. | |||||
Recently Issued Accounting Pronouncements | |||||
Income Statement—Extraordinary and Unusual Items | |||||
In January 2015, the Financial Accounting Standards Board (the “FASB”) issued an update as an initiative to reduce complexity in accounting standards by eliminating the concept of extraordinary items from US GAAP. This update eliminates the requirements to consider whether an underlying event or transaction is extraordinary, however the presentation and disclosure guidance for items that are unusual in nature or occur infrequently are retained and are expanded to include items that are both unusual in nature and infrequently occurring. The guidance is applicable to the Company for interim and annual reporting periods beginning after December 15, 2015, with early adoption permitted and may be applied retrospectively or prospectively. The Company does not anticipate an impact on the consolidated financial statements resulting from the adoption of this guidance. | |||||
Business Combinations—Pushdown Accounting | |||||
In November 2014, the FASB issued guidance on whether and at what threshold an acquired business or not-for-profit organization can apply pushdown accounting. The guidance also gives an acquired business the option to apply pushdown accounting in its separate financial statements when an acquirer obtains control of the acquired business. It requires disclosures that enable users of financial statements to better evaluate the effects of pushdown accounting. This guidance was effective on the date of issuance. There was no impact on the Company’s consolidated financial statements on the adoption of this update. | |||||
Going Concern | |||||
In August 2014, the FASB issued guidance on disclosures of uncertainties about an entity’s ability to continue as a going concern. The guidance requires management to assess a company’s ability to continue as a going concern and to provide related footnote disclosures in certain circumstances. Disclosures are required when conditions give rise to substantial doubt about the company’s ability to continue as a going concern within one year from the financial statements issuance date. The guidance is applicable to the Company for the annual period ending December 31, 2016 and all annual and interim periods thereafter. The Company does not anticipate an impact on the consolidated financial statements resulting from the adoption of this guidance. | |||||
Compensation—Stock Compensation | |||||
In June 2014, the FASB issued guidance on accounting for stock compensation where share-based payment awards granted to employees require specific performance targets to be achieved in order for employees to become eligible to vest in the awards and such performance targets could be achieved after an employee completes the requisite service period. The amendment in this update requires a performance target that affects vesting and that could be achieved after the requisite service period to be treated as a performance condition. The guidance is applicable to the Company for interim and annual reporting periods beginning after December 15, 2015, although earlier adoption is permitted. The Company does not anticipate an impact on the consolidated financial statements resulting from the adoption of this guidance. | |||||
Revenue Recognition | |||||
In May 2014, the FASB issued guidance on revenue from contracts with customers that will supersede most current revenue recognition guidance, including industry-specific guidance. The underlying principle is that an entity will recognize revenue to depict the transfer of goods or services to customers at an amount that the entity expects to be entitled to in exchange for those goods or services. The guidance provides a five-step analysis of transactions to determine when and how revenue is recognized. Other major provisions include capitalization of certain contract costs, consideration of the time value of money in the transaction price, and allowing estimates of variable consideration to be recognized before contingencies are resolved in certain circumstances. The guidance also requires enhanced disclosures regarding the nature, amount, timing and uncertainty of revenue and cash flows arising from an entity’s contracts with customers. The guidance is applicable to the Company for the interim and annual reporting periods beginning after December 15, 2016, with early adoption not permitted. The guidance permits the use of either a retrospective or cumulative effect transition method. The Company has not yet selected a transition method and is currently evaluating the impact of the amended guidance on its consolidated financial statements. | |||||
Discontinued Operations | |||||
In April 2014, the FASB issued guidance on discontinued operations that increased the threshold for a disposal to qualify as a discontinued operation and requires new disclosures of both discontinued operations and certain other disposals that do not meet the definition of a discontinued operation. This guidance is applicable to the Company on a prospective basis for interim and annual reporting periods beginning after December 15, 2014 although early adoption is permitted. The Company does not anticipate an impact on the consolidated financial statements resulting from the adoption of this guidance, other than disclosures. | |||||
Presentation of an Unrecognized Tax Benefit | |||||
In July 2013, the FASB issued guidance on the presentation of an unrecognized tax benefit as a reduction to a deferred tax asset when a net operating loss (“NOL”) carry forward, a similar tax loss, or a tax credit carry forward exists except in certain circumstances. The Company adopted the provisions of this guidance effective January 1, 2014, as required. There was no impact on the consolidated financial statements resulting from the adoption of this guidance. | |||||
Accounting for Cumulative Translation Adjustment | |||||
In March 2013, the FASB issued guidance on a parent company’s accounting for the cumulative translation adjustment upon derecognition of certain subsidiaries or groups of assets within a foreign entity. The guidance provides the cumulative translation adjustment should be released into net income only if the sale or transfer results in the complete or substantially complete liquidation of the foreign entity in which the subsidiary or group of assets had resided, or, if a controlling financial interest is no longer held. This guidance is applicable to the Company on a prospective basis for interim and annual reporting periods beginning after December 15, 2014 although early adoption is permitted. The Company does not anticipate an impact on the consolidated financial statements resulting from the adoption of this guidance. |
Income_Taxes
Income Taxes | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Income Tax Disclosure [Abstract] | |||||||||||||
Income Taxes | 3. Income Taxes | ||||||||||||
The provision for income taxes consisted of: | |||||||||||||
(in $ millions) | Year Ended | Year Ended | Year Ended | ||||||||||
December 31, | December 31, | December 31, | |||||||||||
2014 | 2013 | 2012 | |||||||||||
Current | |||||||||||||
US Federal | $ | (1 | ) | $ | — | $ | (2 | ) | |||||
US State | — | 2 | (2 | ) | |||||||||
Non-US | (29 | ) | (21 | ) | (17 | ) | |||||||
(30 | ) | (19 | ) | (21 | ) | ||||||||
Deferred | |||||||||||||
US Federal | (10 | ) | 3 | (3 | ) | ||||||||
Non-US | 4 | (2 | ) | (1 | ) | ||||||||
(6 | ) | 1 | (4 | ) | |||||||||
Non-current | |||||||||||||
Liabilities for uncertain tax positions | (3 | ) | (2 | ) | 2 | ||||||||
Provision for income taxes | $ | (39 | ) | $ | (20 | ) | $ | (23 | ) | ||||
Income (loss) from continuing operations before income taxes and share of (losses) earnings in equity method investments for US and non-US operations consisted of: | |||||||||||||
(in $ millions) | Year Ended | Year Ended | Year Ended | ||||||||||
December 31, | December 31, | December 31, | |||||||||||
2014 | 2013 | 2012 | |||||||||||
US | $ | 22 | $ | 14 | $ | (59 | ) | ||||||
Non-US | 109 | (211 | ) | (143 | ) | ||||||||
Income (loss) from continuing operations before income taxes and share of (losses) earnings in equity method investments | 131 | $ | (197 | ) | $ | (202 | ) | ||||||
Deferred income tax assets and liabilities were comprised of: | |||||||||||||
(in $ millions) | December 31, | December 31, | |||||||||||
2014 | 2013 | ||||||||||||
Deferred tax assets: | |||||||||||||
NOL and tax credit carry forwards | $ | 400 | $ | 293 | |||||||||
Pension liability | 51 | 24 | |||||||||||
Accrued liabilities and deferred income | 22 | 17 | |||||||||||
Equity-based compensation | 7 | — | |||||||||||
Allowance for doubtful accounts | 2 | 4 | |||||||||||
Other assets | 4 | 21 | |||||||||||
Less: Valuation allowance | (421 | ) | (345 | ) | |||||||||
Total deferred tax assets | 65 | 14 | |||||||||||
Netted against deferred tax liabilities | (51 | ) | (8 | ) | |||||||||
Deferred tax assets recognized on the balance sheet | 14 | 6 | |||||||||||
Deferred tax liabilities: | |||||||||||||
Accumulated depreciation and amortization | (90 | ) | (44 | ) | |||||||||
Other | (15 | ) | (6 | ) | |||||||||
Total deferred tax liabilities | (105 | ) | (50 | ) | |||||||||
Netted against deferred tax assets | 51 | 8 | |||||||||||
Deferred tax liabilities recognized on the balance sheet | (54 | ) | (42 | ) | |||||||||
Net deferred tax liability | $ | (40 | ) | $ | (36 | ) | |||||||
The Company believes that it is more likely than not that the benefit from certain US federal, US State and non-US NOL carry forwards and other deferred tax assets will not be realized. Consequently, a valuation allowance of $421 million has been recorded against such deferred tax assets as of December 31, 2014. The Company continues to regularly assess the realizability of all deferred tax assets. Changes in historical earnings performance and future earnings projections, among other factors, may cause the Company to adjust its valuation allowance on deferred tax assets, which would impact its income tax expense in the period the Company determines that these factors have changed. As of December 31, 2014, the Company had federal NOL carry forwards of approximately $291 million, which expire between 2031 and 2034, and State NOL carry forwards which expire between 2015 and 2034. The Company had other non-US NOL carry forwards of $915 million that expire between three years and indefinitely. | |||||||||||||
Moreover, the ability of the Company to utilize its US NOL carry-forwards to reduce future taxable income is subject to various limitations under the Internal Revenue Code section 382 (“Section 382”). The utilization of such carry-forwards may be limited upon the occurrence of certain ownership changes, including the purchase or sale of shares by 5% shareholders and the offering of shares by the Company during any three-year period resulting in an aggregate change of more than 50% in the beneficial ownership of the Company. In the event of an ownership change, Section 382 imposes an annual limitation on the amount of a Company’s taxable income that can be offset by these carry-forwards. | |||||||||||||
As a result of the equity transaction that took place on April 15, 2013 (see Note 15—Equity) and also the change in ownership occurring with the IPO on September 25, 2014, the Company determined that ownership changes have occurred under Section 382 and, therefore, the ability to utilize its pre-ownership change NOL carry forwards is subject to an annual Section 382 limitation. As of December 31, 2014, the Company does not anticipate this limitation will restrict or reduce the utilization of NOL; however, the Company continues to evaluate the potential impact of the Section 382 limitation. Further, the Company continues to track “owner shifts” for the purpose of Section 382 test. | |||||||||||||
As a result of certain realization requirements of accounting for equity-based compensation, the table of deferred tax assets and liabilities shown above does not include certain deferred tax assets as of December 31, 2014 that arose directly from tax deductions related to equity-based compensation in excess of compensation recognized for financial reporting. Equity will be increased by $10 million if such deferred tax assets are ultimately realized. The Company uses ordering as prescribed under US GAAP for purposes of determining when excess tax benefits have been realized. | |||||||||||||
Income and foreign withholding taxes have not been recognized on the excess of the amount for financial reporting over the tax basis of investments in foreign subsidiaries that are essentially permanent in duration. This amount becomes taxable upon a repatriation of assets from the subsidiary or a sale or liquidation of the subsidiary. The amount of such taxable temporary differences totaled $13 million as of December 31, 2014 and the amount of any unrecognized deferred income tax liability on this temporary difference is $2 million. | |||||||||||||
The Company’s provision for income taxes differs from its tax (provision) benefit at the US Federal statutory rate of 35% as follows: | |||||||||||||
(in $ millions) | Year Ended | Year Ended | Year Ended | ||||||||||
December 31, | December 31, | December 31, | |||||||||||
2014 | 2013 | 2012 | |||||||||||
Tax (provision) benefit at US federal statutory rate of 35% | (46 | ) | $ | 69 | $ | 71 | |||||||
Taxes on non-US operations at alternative rates | 66 | (17 | ) | (49 | ) | ||||||||
Liability for uncertain tax positions | (3 | ) | (2 | ) | 2 | ||||||||
Change in valuation allowance | (138 | ) | (66 | ) | (46 | ) | |||||||
Non-taxable income | 104 | — | — | ||||||||||
Non-deductible expenses | (19 | ) | (7 | ) | (4 | ) | |||||||
Adjustment in respect of prior years | 1 | 3 | 5 | ||||||||||
Other | (4 | ) | — | (2 | ) | ||||||||
Provision for income taxes | (39 | ) | $ | (20 | ) | $ | (23 | ) | |||||
The Company is subject to income taxes in the US and numerous non-US jurisdictions. The Company’s provision for income taxes is likely to vary materially both from the benefit (provision) at the US Federal statutory tax rate and from year to year. While within a period there may be discrete items that impact the Company’s provision for income taxes, the following items consistently have an impact: (i) the Company is subject to income tax in numerous non-US jurisdictions with varying tax rates, (ii) the Company’s earnings outside of the US are taxed at an effective rate that is lower than the US Federal rate and at a relatively consistent level of charge, (iii) the location of the Company’s debt in countries with no or low rates of federal tax results in limited tax benefit for interest and (iv) a valuation allowance is established against the deferred tax assets relating to the Company’s historical losses to the extent they are unlikely to be realized. | |||||||||||||
Significant judgment is required in determining the Company’s worldwide provision for income taxes and recording the related assets and liabilities. In the ordinary course of business, there are many transactions and tax positions where the ultimate tax determination is uncertain. | |||||||||||||
Although the Company believes there is appropriate support for the positions taken on its tax returns, the Company has recorded liabilities (or reduction of tax assets) representing estimated economic loss upon ultimate settlement for certain positions. The Company believes tax provisions are adequate for all open years, based on assessment of many factors including past experience and interpretations of tax law applied to the facts of each matter. Although the Company believes the recorded assets and liabilities are reasonable, tax regulations are subject to interpretation and tax litigation is inherently uncertain; therefore, the Company’s assessments can involve both a series of complex judgments about future events and reliance on significant estimates and assumptions. While the Company believes the estimates and assumptions supporting the assessments are reasonable, the final determination of tax audits and any other related litigation could be materially different from that which is reflected in historical income tax provisions and recorded assets and liabilities. | |||||||||||||
With limited exceptions, the Company is no longer subject to US Federal, State and Local, or non-US income tax examinations by tax authorities for tax years before 2006. The Company has undertaken an analysis of material tax positions in its tax accruals for all open years and has identified all outstanding tax positions. The Company expects up to $2 million increase in unrecognized tax benefits within the next twelve months for the uncertain tax positions relating to certain interest exposures. The Company does not expect a significant reduction in the total amount of unrecognized tax benefits within the next twelve months as a result of payments. | |||||||||||||
The total amount of unrecognized tax benefits (including interest and penalties thereon) that, if recognized, would affect the effective tax rate is $26 million, $24 million and $23 million as of December 31, 2014, 2013 and 2012, respectively. | |||||||||||||
A reconciliation of the beginning and ending amounts of unrecognized tax benefits is as follows: | |||||||||||||
(in $ millions) | December 31, | December 31, | December 31, | ||||||||||
2014 | 2013 | 2012 | |||||||||||
Unrecognized tax benefit—opening balance | $ | 24 | $ | 23 | $ | 25 | |||||||
Gross increases—tax positions in prior periods | 2 | 8 | 6 | ||||||||||
Gross decreases—tax positions in prior periods | — | (5 | ) | (6 | ) | ||||||||
Gross increases—tax positions in current period | 1 | 1 | — | ||||||||||
Decrease related to lapsing of statute of limitations | (1 | ) | (2 | ) | (2 | ) | |||||||
Settlements | — | (1 | ) | — | |||||||||
Unrecognized tax benefit—ending balance | $ | 26 | $ | 24 | $ | 23 | |||||||
The Company recognizes interest and penalties accrued related to unrecognized tax benefits as part of the provision for income taxes. In 2014, 2013 and 2012, the Company accrued (released) approximately $1 million, $2 million and $(1) million, respectively, for interest and penalties. The total interest and penalties included in the ending balance of unrecognized tax benefits above was $7 million and $6 million as of December 31, 2014 and 2013, respectively. Included in the ending balance of unrecognized tax benefits was $1 million and $1 million as of December 31, 2014 and 2013, respectively, which is expected to be realized in the next twelve months due to lapsing of statute of limitations. |
Orbitz_Worldwide
Orbitz Worldwide | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Equity Method Investments and Joint Ventures [Abstract] | |||||||||||||
Orbitz Worldwide | 4. Orbitz Worldwide | ||||||||||||
In May 2014, the Company sold 8.6 million shares of Orbitz Worldwide for net proceeds of $54 million, resulting in a gain on sale of Orbitz Worldwide shares of $52 million. In July 2014, the Company sold a further 39 million shares, representing substantially all of its remaining shares in Orbitz Worldwide, for net proceeds of $312 million, resulting in a gain on sale of shares of $304 million. The gain on sale of shares of Orbitz Worldwide includes gains realized of approximately $5 million for the year ended December 31, 2014, which were accumulated within other comprehensive loss. | |||||||||||||
As a result of these sales, subsequent to July 2014, the Company owns less than 1% of the outstanding shares of common stock of Orbitz Worldwide and has discontinued the equity method accounting (see Note 21—Subsequent Events). The Company accounts for its current balance of investment in Orbitz Worldwide as an available-for-sale security, with changes in fair value recognized within other comprehensive income (loss) (see Note 5—Other Current Assets). As of December 31, 2013, the carrying value of the Company’s investment in Orbitz Worldwide, applying the equity-method of accounting, was $19 million. | |||||||||||||
The period ended June 30, 2014 was the last full quarterly period for which the Company accounted for Orbitz Worldwide under the equity method of accounting. Presented below are the summary balance sheets for Orbitz Worldwide as of June 30, 2014 and December 31, 2013: | |||||||||||||
(in $ millions) | June 30, | December 31, | |||||||||||
2014 | 2013 | ||||||||||||
(unaudited) | |||||||||||||
Current assets | $ | 453 | $ | 243 | |||||||||
Non-current assets | 881 | 865 | |||||||||||
Total assets | $ | 1,334 | $ | 1,108 | |||||||||
Current liabilities | $ | 801 | $ | 558 | |||||||||
Non-current liabilities | 499 | 508 | |||||||||||
Total liabilities | $ | 1,300 | 1,066 | ||||||||||
As of June 30, 2014 and December 31, 2013, the Company had balances payable to Orbitz Worldwide for accrued commissions of approximately $17 million and $12 million, respectively, which was included on the Company’s consolidated balance sheets with accrued expenses and other current liabilities. | |||||||||||||
Presented below are the summary results of operations for Orbitz Worldwide for the six months ended June 30, 2014 and for the years ended December 31, 2013 and 2012: | |||||||||||||
(in $ millions) | Six Months Ended | Year Ended | Year Ended | ||||||||||
June 30, 2014 | December 31, 2013 | December 31, 2012 | |||||||||||
(unaudited) | |||||||||||||
Net revenue | $ | 458 | $ | 847 | $ | 779 | |||||||
Operating expenses | 424 | 782 | 720 | ||||||||||
Impairment of goodwill, intangible assets, property and equipment and other long-lived assets | — | 3 | 321 | ||||||||||
Operating income (loss) | 34 | 62 | (262 | ) | |||||||||
Interest expense, net | (18 | ) | (44 | ) | (37 | ) | |||||||
Loss on early extinguishment of debt | (2 | ) | (18 | ) | — | ||||||||
Income (loss) before income taxes | 14 | — | (299 | ) | |||||||||
(Provision for) benefit from income taxes | (13 | ) | 165 | (3 | ) | ||||||||
Net income (loss) | $ | 1 | $ | 165 | $ | (302 | ) | ||||||
The Company has recorded (losses) earnings of $(1) million, $10 million and $(74) million related to its investment in Orbitz Worldwide for the period from January 1, 2014 to July 22, 2014, and for the years ended December 31, 2013 and 2012 respectively within share of (losses) earnings in equity method investments in the Company’s consolidated statements of operations. The share of the Company’s (losses) earnings of investment in Orbitz Worldwide included share of a non-cash impairment charge related to goodwill, other intangible assets and other long-lived assets recorded by Orbitz Worldwide of $3 million and $321 million during the years ended December 31, 2013 and 2012, respectively. | |||||||||||||
The Company continued to account for Orbitz Worldwide under the equity method of accounting through July 22, 2014. Orbitz Worldwide does not report monthly or stub period financial information; however, based on the financial information received from Orbitz Worldwide, the Company estimated its proportionate share of earnings for the period July 1, 2014 to July 22, 2014 was not material. The (losses) earnings related to the equity method investment in Orbitz Worldwide are included within the share of (losses) earnings in equity method investments in the consolidated statement of operations. | |||||||||||||
In the first quarter of 2013, Orbitz Worldwide concluded that a significant portion of its US valuation allowance on deferred tax assets was no longer required, resulting in a recognition of a benefit from income taxes of $158 million in its consolidated statements of operations. | |||||||||||||
Net revenue disclosed above includes $58 million, $86 million and $98 million of net revenue earned by Orbitz Worldwide through transactions with the Company during the period from January 1, 2014 to July 22, 2014 and during the years ended December 31, 2013 and 2012, respectively. | |||||||||||||
The Company has various commercial agreements with Orbitz Worldwide, and under those commercial agreements, it earned approximately $5 million, $7 million and $4 million of revenue for the period from January 1, 2014 to July 22, 2014 and for each of the years ended December 31, 2013 and 2012, respectively, and recorded approximately $58 million, $86 million and $98 million of expense for the period from January 1, 2014 to July 22, 2014 and for each of the years ended December 31, 2013 and 2012, respectively. Furthermore, the Company has recorded approximately $0, $3 million and $7 million of interest income related to letters of credit issued by the Company on behalf of Orbitz Worldwide for the period from January 1, 2014 to July 22, 2014 and for each of the years ended December 31, 2013 and 2012, respectively. |
Other_Current_Assets
Other Current Assets | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |||||||||
Other Current Assets | 5. Other Current Assets | ||||||||
Other current assets consisted of: | |||||||||
(in $ millions) | December 31, | December 31, | |||||||
2014 | 2013 | ||||||||
Sales and use tax receivables | $ | 28 | $ | 30 | |||||
Prepaid expenses | 20 | 22 | |||||||
Prepaid incentives | 13 | 20 | |||||||
Restricted cash | 9 | 44 | |||||||
Available-for-sale securities | 6 | — | |||||||
Derivative assets | — | 3 | |||||||
Other | 8 | 15 | |||||||
$ | 84 | $ | 134 | ||||||
Restricted cash represents cash held on behalf of clients for a short period of time before being transferred to travel industry partners. A compensating balance is held in accrued expenses and other current liabilities as customer prepayments. | |||||||||
Available-for-sale securities represent shares of common stock of Orbitz Worldwide. |
Property_and_Equipment_Net
Property and Equipment, Net | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||
Property, Plant and Equipment [Abstract] | |||||||||||||||||||||||||
Property and Equipment, Net | 6. Property and Equipment, Net | ||||||||||||||||||||||||
Property and equipment, net, consisted of: | |||||||||||||||||||||||||
December 31, 2014 | December 31, 2013 | ||||||||||||||||||||||||
(in $ millions) | Cost | Accumulated | Net | Cost | Accumulated | Net | |||||||||||||||||||
depreciation | depreciation | ||||||||||||||||||||||||
Capitalized software | $ | 772 | $ | (554 | ) | $ | 218 | $ | 650 | $ | (449 | ) | $ | 201 | |||||||||||
Computer equipment | 297 | (175 | ) | 122 | 281 | (139 | ) | 142 | |||||||||||||||||
Building and leasehold improvements | 24 | (9 | ) | 15 | 17 | (8 | ) | 9 | |||||||||||||||||
Construction in progress | 59 | — | 59 | 76 | — | 76 | |||||||||||||||||||
$ | 1,152 | $ | (738 | ) | $ | 414 | $ | 1,024 | $ | (596 | ) | $ | 428 | ||||||||||||
As of December 31, 2014 and 2013, the Company had capital lease assets of $152 million and $149 million, respectively, with accumulated depreciation of $63 million and $45 million, respectively, included within computer equipment. During the years ended December 31, 2014 and 2013, the Company invested $130 million and $139 million, respectively, in property and equipment, including capital lease additions. Capitalized software includes $6 million of additions resulting from an acquisition of a business in May 2014. Additions in the year ended December 31, 2014 include upgrades to equipment as part of investment in the Company’s Travel Commerce Platform information technology infrastructure. | |||||||||||||||||||||||||
The Company recorded depreciation expense (including depreciation on assets under capital leases), of $156 million, $126 million and $145 million during the years ended December 31, 2014, 2013 and 2012, respectively. | |||||||||||||||||||||||||
The amount of interest on capital projects capitalized was $8 million, $6 million and $3 million for the years ended December 31, 2014, 2013 and 2012, respectively. |
Intangible_Assets
Intangible Assets | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | |||||||||||||||||||||
Intangible Assets | 7. Intangible Assets | ||||||||||||||||||||
The changes in the carrying amount of goodwill and intangible assets for the Company between January 1, 2014 and December 31, 2014 are as follows: | |||||||||||||||||||||
(in $ millions) | January 1, | Additions | Retirements | Foreign | December 31, | ||||||||||||||||
2014 | Exchange | 2014 | |||||||||||||||||||
Non-Amortizable Assets: | |||||||||||||||||||||
Goodwill | $ | 986 | 13 | — | (2 | ) | 997 | ||||||||||||||
Trademarks and tradenames | 314 | — | — | — | 314 | ||||||||||||||||
Other Intangible Assets: | |||||||||||||||||||||
Acquired intangible assets | 1,129 | — | — | — | 1,129 | ||||||||||||||||
Accumulated amortization | (610 | ) | (77 | ) | — | — | (687 | ) | |||||||||||||
Acquired intangible assets, net | 519 | (77 | ) | — | — | 442 | |||||||||||||||
Customer loyalty payments | 306 | 105 | (77 | ) | — | 334 | |||||||||||||||
Accumulated amortization | (154 | ) | (76 | ) | 77 | (4 | ) | (157 | ) | ||||||||||||
Customer loyalty payments, net | 152 | 29 | — | (4 | ) | 177 | |||||||||||||||
Other intangible assets, net | $ | 671 | (48 | ) | — | (4 | ) | 619 | |||||||||||||
The changes in the carrying amount of goodwill and intangible assets for the Company between January 1, 2013 and December 31, 2013 are as follows: | |||||||||||||||||||||
(in $ millions) | January 1, | Additions | Retirements | Foreign | December 31, | ||||||||||||||||
2013 | Exchange | 2013 | |||||||||||||||||||
Non-Amortizable Assets: | |||||||||||||||||||||
Goodwill | 986 | — | — | — | 986 | ||||||||||||||||
Trademarks and tradenames | 314 | — | — | — | 314 | ||||||||||||||||
Other Intangible Assets: | |||||||||||||||||||||
Acquired intangible assets | 1,129 | — | — | — | 1,129 | ||||||||||||||||
Accumulated amortization | (530 | ) | (80 | ) | — | — | (610 | ) | |||||||||||||
Acquired intangible assets, net | 599 | (80 | ) | — | — | 519 | |||||||||||||||
Customer loyalty payments | 274 | 98 | (66 | ) | — | 306 | |||||||||||||||
Accumulated amortization | (156 | ) | (63 | ) | 66 | (1 | ) | (154 | ) | ||||||||||||
Customer loyalty payments, net | 118 | 35 | — | (1 | ) | 152 | |||||||||||||||
Other intangible assets, net | 717 | (45 | ) | — | (1 | ) | 671 | ||||||||||||||
In May 2014, the Company made an acquisition for cash consideration of $14 million, resulting in goodwill of $8 million. | |||||||||||||||||||||
In December 2014, the Company made another acquisition for cash consideration of $5 million, resulting in goodwill of $5 million. As of December 31, 2014, the Company is in the process of allocating the purchase consideration to acquired identifiable assets and liabilities. | |||||||||||||||||||||
The Company paid cash of $93 million and $78 million for customer loyalty payments during the years ended December 31, 2014 and 2013, respectively. Further, as of December 31, 2014 and 2013, the Company had balances payable of $52 million and $35 million, respectively, for customer loyalty payments (see Note 9—Accrued Expenses and Other Current Liabilities). | |||||||||||||||||||||
Amortization expense for acquired intangible assets was $77 million, $80 million and $82 million for the years ended December 31, 2014, 2013 and 2012, respectively, and is included as a component of depreciation and amortization on the Company’s consolidated statements of operations. | |||||||||||||||||||||
Amortization expense for customer loyalty payments was $76 million, $63 million and $62 million for the years ended December 31, 2014, 2013 and 2012, respectively, and is included within cost of revenue or revenue in the Company’s consolidated statements of operations. | |||||||||||||||||||||
The Company expects amortization expense relating to acquired intangible assets and customer loyalty payments balances as of December 31, 2014 to be: | |||||||||||||||||||||
Year Ending December 31, | |||||||||||||||||||||
(in $ millions) | Acquired Intangible | Customer Loyalty | |||||||||||||||||||
Assets | Payments | ||||||||||||||||||||
2015 | 68 | 56 | |||||||||||||||||||
2016 | 46 | 40 | |||||||||||||||||||
2017 | 42 | 29 | |||||||||||||||||||
2018 | 41 | 21 | |||||||||||||||||||
2019 | 41 | 10 | |||||||||||||||||||
Other_NonCurrent_Assets
Other Non-Current Assets | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Text Block [Abstract] | |||||||||
Other Non-Current Assets | 8. Other Non-Current Assets | ||||||||
Other non-current assets consisted of: | |||||||||
(in $ millions) | December 31, | December 31, | |||||||
2014 | 2013 | ||||||||
Deferred financing costs (see Note 10) | $ | 37 | $ | 40 | |||||
Supplier prepayments | 24 | 24 | |||||||
Pension assets | 3 | 11 | |||||||
Prepaid incentives | 8 | 22 | |||||||
Derivative assets | — | 8 | |||||||
Other | 29 | 34 | |||||||
$ | 101 | $ | 139 | ||||||
Accrued_Expenses_and_Other_Cur
Accrued Expenses and Other Current Liabilities | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Payables and Accruals [Abstract] | |||||||||
Accrued Expenses and Other Current Liabilities | 9. Accrued Expenses and Other Current Liabilities | ||||||||
Accrued expenses and other current liabilities consisted of: | |||||||||
(in $ millions) | December 31, | December 31, | |||||||
2014 | 2013 | ||||||||
Accrued commissions and incentives | $ | 260 | $ | 253 | |||||
Accrued payroll and related | 59 | 80 | |||||||
Deferred revenue | 27 | 30 | |||||||
Accrued interest expense | 18 | 73 | |||||||
Income tax payable | 16 | 15 | |||||||
Derivative contracts | 16 | 1 | |||||||
Customer prepayments | 9 | 44 | |||||||
Pension and post-retirement benefit liabilities | 2 | 1 | |||||||
Accrued sponsor monitoring fees | — | 26 | |||||||
Other | 19 | 17 | |||||||
$ | 426 | $ | 540 | ||||||
Included in accrued commissions and incentives are $52 million and $35 million of accrued customer loyalty payments as of December 31, 2014 and 2013, respectively. Included in accrued payroll and related are $35 million and $57 million of accrued employee bonuses as of December 31, 2014 and 2013, respectively. |
LongTerm_Debt
Long-Term Debt | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Debt Disclosure [Abstract] | |||||||||||||||||
Long-Term Debt | 10. Long-Term Debt | ||||||||||||||||
Long-term debt consisted of: | |||||||||||||||||
(in $ millions) | Interest | Maturity | December 31, | December 31, | |||||||||||||
rate | 2014 | 2013 | |||||||||||||||
Secured debt | |||||||||||||||||
Senior Secured Credit Agreement | |||||||||||||||||
Term loans | |||||||||||||||||
Dollar denominated(1) | L+5% | September 2021 | $ | 2,347 | $ | — | |||||||||||
Dollar denominated (repaid and/or exchanged in 2014)(2) | L+5% | — | 1,525 | ||||||||||||||
Revolver borrowings | |||||||||||||||||
Dollar denominated | L+5% | Sep-19 | — | — | |||||||||||||
Dollar denominated (terminated in | L+5% | — | — | ||||||||||||||
2014)(2) | |||||||||||||||||
Second Lien Credit Agreement | |||||||||||||||||
Tranche 1 dollar denominated term loan (repaid and/or exchanged in 2014)(3) | L+8% | — | 644 | ||||||||||||||
Tranche 2 dollar denominated term loan (repaid in 2014)(4) | 8 3⁄8% | — | 234 | ||||||||||||||
Unsecured debt | |||||||||||||||||
Senior Notes | |||||||||||||||||
Dollar denominated notes (repaid and/or exchanged in 2014)(5) | 13 7⁄8 | % | — | 411 | |||||||||||||
Dollar denominated floating rate notes (repaid and/or exchanged in 2014)(6) | L+8 5⁄8 | % | — | 188 | |||||||||||||
Senior Subordinated Notes | |||||||||||||||||
Dollar denominated notes (repaid and/or exchanged in 2014) | 11 7⁄8 | % | — | 272 | |||||||||||||
Euro denominated notes (repaid and/or exchanged in 2014) | 10 7⁄8 | % | — | 192 | |||||||||||||
Capital leases | 93 | 107 | |||||||||||||||
Total debt | 2,440 | 3,573 | |||||||||||||||
Less: current portion | 56 | 45 | |||||||||||||||
Long-term debt | $ | 2,384 | $ | 3,528 | |||||||||||||
-1 | Minimum LIBOR floor of 1.00% | ||||||||||||||||
-2 | Minimum LIBOR floor of 1.25% | ||||||||||||||||
-3 | Minimum LIBOR floor of 1.5% | ||||||||||||||||
-4 | Cash interest of 4% and payment-in-kind interest of 4.375% | ||||||||||||||||
-5 | Cash interest of 11.375% and payment-in-kind interest of 2.5% | ||||||||||||||||
-6 | Cash interest of LIBOR+6.125% plus payment-in-kind interest of 2.5% | ||||||||||||||||
2014 | |||||||||||||||||
Debt-for-Equity Exchanges: | |||||||||||||||||
During the year ended December 31, 2014, the Company effectuated several debt-for-equity exchange transactions, pursuant to which the Company exchanged $571 million of its indebtedness, comprising (i) $154 million of dollar denominated senior subordinated notes, (ii) $159 million (€117 million) of euro denominated senior subordinated notes, (iii) $84 million of dollar denominated fixed rate senior notes, (iv) $83 million of dollar denominated floating rate senior notes, (v) $70 million of dollar denominated term loans under senior secured credit agreement and (vi) $21 million of dollar denominated Tranche 1 term loans under second lien credit agreement, for 29 million of its common shares. The Company recorded these transactions as extinguishments of debt and recognized a loss of $28 million in its consolidated statements of operations for the year ended December 31, 2014. | |||||||||||||||||
Debt Repayment from Proceeds of Sale of Shares of Orbitz Worldwide: | |||||||||||||||||
In July 2014, the Company repaid $312 million of term loans outstanding under its senior secured credit agreement from the proceeds received from the sale of shares of Orbitz Worldwide and recorded a loss of $5 million for early extinguishment of debt in its consolidated statements of operations for the year ended December 31, 2014. | |||||||||||||||||
Debt Refinancing: | |||||||||||||||||
In September 2014, the Company consummated a refinancing of its remaining debt. As a result of this refinancing, the Company entered into: (i) a new senior secured credit agreement comprised of (a) a single tranche of first lien term loans in an aggregate principal amount of $2,375 million maturing in September 2021, issued at a discount of 1.25% and which require quarterly installments payable of 0.25% of the principal amount commencing February 2015, and (b) a revolving credit facility of $100 million (which may be increased in accordance with certain incremental facility provisions set forth therein) maturing in September 2019; and (ii) a senior unsecured bridge loan agreement in an aggregate principal amount of $425 million which was subsequently repaid with proceeds from the IPO. The Company used the net proceeds from these borrowings to repay the balance remaining under the term loans under the old senior secured credit agreement and second lien credit agreement, senior notes and senior subordinated notes. The Company recorded the debt refinancing transaction as the issuance of new debt and extinguishment of old debt and recognized a loss of $75 million in its consolidated statements of operations for the year ended December 31, 2014. | |||||||||||||||||
The interest rate per annum applicable to the term loans is based on, at the election of the Company, (i) LIBOR plus 5.00% or base rate (as defined in the agreement) plus 4.00%. The term loans are subject to a LIBOR floor of 1.00% and 2.00% in the case of base rates. The Company expects to pay interest based on LIBOR. The interest rate per annum applicable to the bridge loan was LIBOR plus 5.75%, with a LIBOR floor of 1.00%. The applicable rate of 5.00% for LIBOR loans and 4.00% for base rate loans is subject to reduction, subject to the attainment of improved credit ratings and a reduced Consolidated First Lien Net Leverage Ratio (as defined in the agreement). | |||||||||||||||||
During the year ended December 31, 2014, the Company (i) repaid $8 million as its quarterly repayment of term loans, and (ii) capitalized $13 million related to payment-in-kind interest into the senior notes and second lien Tranche 2 dollar denominated term loans. | |||||||||||||||||
Foreign exchange fluctuations resulted in a $3 million decrease in the principal amount of euro denominated loans during the year ended December 31, 2014. | |||||||||||||||||
Revolving Credit Facility and Letters of Credit Facility: | |||||||||||||||||
Effective upon the completion of the debt refinancing on September 2, 2014, the Company’s $120 million revolving credit facility and $137 million cash collateralized letters of credit facility under the old senior secured credit agreement were terminated. Under the new senior secured credit agreement, the Company has a $100 million revolving credit facility with a consortium of banks, which contains a letter of credit sub-limit up to a maximum of $50 million. The new senior secured credit agreement further permits the issuance of certain cash collateralized letters of credit in addition to those that can be issued under the revolving credit facility, whereby 103% of cash collateral has to be maintained for outstanding letters of credit. The new senior secured credit agreement also includes customary uncommitted incremental facility provisions, including the ability to increase the revolving credit facility by up to $50 million. | |||||||||||||||||
On January 16, 2015, the Company amended its senior secured credit agreement to increase the amount of revolving credit commitments by $25 million, resulting in a total of $125 million of revolving credit facility commitments available to the Company (see Note 21—Subsequent Events). | |||||||||||||||||
During the year ended December 31, 2014, the Company borrowed $75 million and repaid $75 million, all under its old revolving credit facility. As of December 31, 2014, under its new revolving credit facility, the Company had no outstanding borrowings and had utilized $14 million for the issuance of letters of credit, with a balance of $86 million remaining under its revolving credit facility. Further, as of December 31, 2014, the Company also had $25 million of cash collateralized letters of credit issued and outstanding, against which the Company has provided $26 million as cash collateral. | |||||||||||||||||
2013 | |||||||||||||||||
In April 2013, the Company completed an exchange offer for substantially all of its existing senior notes due in September 2014 and March 2016, including the dollar denominated floating rates notes due 2014, euro denominated floating rate notes due 2014, 9.875% dollar denominated notes due 2014 and 9% dollar denominated notes due 2016, for approximately $406 million of new 13.875% senior fixed rate notes due March 2016, bearing cash interest of 11.375% and 2.5% of interest payable as payment-in-kind interest, and approximately $185 million of new senior floating rate notes due March 2016 (together with the new senior fixed rate notes, the “Senior Notes”), bearing cash interest of LIBOR plus 6.125% and 2.5% of interest payable as payment-in-kind interest (the “Senior Notes Exchange Offers”). In connection with the Senior Notes Exchange Offers, the holders of the new Senior Notes provided a waiver and release of all claims asserted related to the Company’s refinancing in 2011. To facilitate the transactions: | |||||||||||||||||
• | The Company entered into a new second lien secured credit agreement (“Second Lien Credit Agreement”) and issued $630 million of Tranche 1 second priority secured loans, at a discount of 1%, due January 2016 (the “Tranche 1 Loans”). The cash proceeds were used to (i) repay $175 million of indebtedness outstanding under the credit agreement dated as of May 8, 2012 (the “2012 Secured Credit Agreement”), (ii) repay in cash $393 million as part of the Senior Notes Exchange Offers, and (iii) pay consent fees in connection with the Senior Notes Exchange Offers and consent solicitations. The Tranche 1 Loans bear cash interest of LIBOR plus 8%, with a minimum LIBOR floor of 1.5%. During May 2013, the Company further borrowed $15 million under the Second Lien Credit Agreement to redeem the outstanding senior notes held by holders who did not participate in the Senior Notes Exchange Offers. Tranche 1 Loans were subject to a 2% repayment fee, which were accreted as interest expense over the term of the loans. During the year ended December 31, 2013, $3 million was accreted into the outstanding loan amount and $2 million of debt discount was amortized. | ||||||||||||||||
• | The Company completed an exchange offer for its existing Second Priority Secured Notes due December 2016 for an equal principal amount of new term loans under the Second Lien Credit Agreement due December 2016 (the “Tranche 2 Loans”). The Tranche 2 Loans bear interest of 8.375% (cash interest of 4% and payment-in-kind interest of 4.375%). | ||||||||||||||||
• | The Company paid a consent fee to holders of the Company’s Senior Subordinated Notes in exchange for a waiver and release of all claims asserted in connection with the Company’s refinancing in 2011 and amended certain restrictive covenants under the indentures for the Senior Subordinated Notes. | ||||||||||||||||
• | The Company acquired all of its outstanding Extended Tranche A Loans in exchange for (i) approximately 43.3% of its equity, and (ii) $25 million of newly issued 11.875% Senior Subordinated Notes of the Company due September 2016, and acquired all of its outstanding Extended Tranche B Loans in exchange for approximately 34.6% of its equity. | ||||||||||||||||
In June 2013, the Company amended and restated its senior secured credit agreement (the “Sixth Amended and Restated Credit Agreement”) which, among other things, (i) refinanced in full the outstanding term loans, revolver borrowings and other commitments with the proceeds of a new $1,554 million term loan facility issued at a discount of 1.5% with a maturity date of June 2019 and an initial interest rate equal to LIBOR plus 5% (with a minimum LIBOR floor of 1.25%); (ii) provided for a new $120 million super priority revolving credit facility with a maturity date of June 2018 and an initial interest rate equal to LIBOR plus 4.25% (with a minimum LIBOR floor of 1.25%); (iii) provided for incremental term loan facilities subject to a 3.1 to 1.0 first lien leverage ratio test; (iv) amended the definition of Consolidated EBITDA to add back amortization of customer loyalty payments; and (v) amended certain financial covenants, including the total leverage ratio, the senior secured leverage ratio, the minimum liquidity ratio and limitations on indebtedness, investments and restricted payments. The Company was required to repay the term loans in quarterly installments equal to 1% per annum of the original funded principal amount of $1,554 million (adjusted for any subsequent prepayments), commencing September 2013. During the year ended December 31, 2013, the Company repaid $8 million as its quarterly repayment, and $3 million of debt discount was amortized. | |||||||||||||||||
In June 2013, the Company amended its Second Lien Credit Agreement to amend the definitions of (i) Consolidated EBITDA; (ii) total leverage ratio and senior secured leverage ratio; and (iii) certain other definitions to conform to the amendments in Sixth Amended and Restated Credit Agreement. | |||||||||||||||||
As a result of the above comprehensive refinancings during the year ended December 31, 2013, the Company recognized a loss on extinguishment of debt of $49 million, which comprised of $39 million of written-off of unamortized debt finance costs, $5 million of unamortized debt discount written-off and $5 million of early repayment penalty. | |||||||||||||||||
During the year ended December 31, 2013, the Company borrowed $73 million and repaid $93 million under its revolving credit facility. | |||||||||||||||||
As a result of the Company’s Sixth Amended and Restated Credit Agreement, the $13 million of synthetic letter of credit facility was terminated. The Company’s $133 million of letter of credit facility, which was collateralized by $137 million of restricted cash funded from Tranche S loans, was also terminated and replaced with a new $137 million cash collateralized letter of credit facility, maturing in June 2018. The terms under the new letters of credit facility provided that 103% of cash collateral has to be maintained for outstanding letters of credit. As of December 31, 2013, $77 million of letters of credit were outstanding under the terms of the new facility, against which the Company had provided $79 million as cash collateral, and the Company had $60 million of remaining capacity under its letters of credit facility. | |||||||||||||||||
Pursuant to its separation agreement with Orbitz Worldwide, the Company was committed to provide up to $75 million of letters of credit on behalf of Orbitz Worldwide. However, subsequent to April 15, 2013, the date on which the Company completed its comprehensive refinancing, the Company and Orbitz Worldwide ceased to be controlled by affiliates of The Blackstone Group (“Blackstone”), and the Company was no longer obligated to maintain or issue new letters of credit on behalf of Orbitz Worldwide. As of December 31, 2013, there were no letters of credit issued by the Company on behalf of Orbitz Worldwide, and all of the previously issued letters of credit were cancelled. | |||||||||||||||||
During the year ended December 31, 2013, $16 million of payment-in-kind interest was capitalized into the Second Priority Secured Notes and Senior Notes. In addition, $6 million of payment-in-kind interest was accrued for the Senior Notes and Tranche 2 Loans and included within other non-current liabilities on the Company’s consolidated balance sheets. | |||||||||||||||||
Foreign exchange fluctuations resulted in a $9 million increase in the principal amount of euro denominated loans during the year ended December 31, 2013. | |||||||||||||||||
Capital Leases | |||||||||||||||||
During 2014, the Company repaid $32 million under its capital lease obligations and entered into $18 million of new capital leases for information technology assets. During 2013, the Company repaid $20 million under its capital lease obligations, terminated $1 million of capital leases and entered into $32 million of new capital leases for information technology assets. | |||||||||||||||||
Debt Maturities | |||||||||||||||||
Aggregate maturities of debt as of December 31, 2014 are as follows: | |||||||||||||||||
(in $ millions) | Year Ending | ||||||||||||||||
December 31, | |||||||||||||||||
2015 | 56 | ||||||||||||||||
2016 | 50 | ||||||||||||||||
2017 | 45 | ||||||||||||||||
2018 | 27 | ||||||||||||||||
2019 | 26 | ||||||||||||||||
Thereafter(1) | 2,236 | ||||||||||||||||
2,440 | |||||||||||||||||
-1 | Includes $28 million of debt discount on term loans as of December 31, 2014. | ||||||||||||||||
Debt Finance Costs | |||||||||||||||||
Debt finance costs are capitalized within other non-current assets on the consolidated balance sheets and amortized over the term of the related debt into earnings as part of interest expense in the consolidated statements of operations. The movement in deferred finance costs is summarized below: | |||||||||||||||||
(in $ millions) | Year Ended | Year Ended | Year Ended | ||||||||||||||
December 31, | December 31, | December 31, | |||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
Balance as of January 1 | $ | 40 | $ | 73 | $ | 97 | |||||||||||
Capitalization of debt finance costs | 40 | 29 | 13 | ||||||||||||||
Amortization | (10 | ) | (21 | ) | (37 | ) | |||||||||||
Written-off as loss on extinguishment | (33 | ) | (39 | ) | — | ||||||||||||
Written-off on refinancing of payment-in-kind debt | — | (2 | ) | — | |||||||||||||
Balance as of December 31 | $ | 37 | $ | 40 | $ | 73 | |||||||||||
During the year ended December 31, 2014, the Company amortized $10 million of debt finance costs and incurred $46 million primarily consisting of advisory fees and early repayment fees which were recorded directly in the Company’s consolidated statements of operations in connection with the refinancing in the third quarter of 2014. | |||||||||||||||||
During the year ended December 31, 2013, the Company amortized $21 million of debt finance costs and incurred $5 million of early repayment penalty on term loans under the 2012 Secured Credit Agreement which were recorded directly in the Company’s consolidated statements of operations in connection with the refinancing in the second quarter of 2013. | |||||||||||||||||
Amortization of debt finance costs during 2012 includes $5 million of debt finance costs written off due to early repayment of term loans in May 2012. In December 2012, the Company also incurred $7 million of debt finance costs which were recorded directly in the consolidated statements of operations in connection with amendments made to the senior secured credit agreement. | |||||||||||||||||
Debt Covenants and Guarantees | |||||||||||||||||
The Company’s new senior secured credit agreement contains a number of covenants that, among other things, restrict, subject to certain exceptions, the ability of the Company’s subsidiaries to incur additional indebtedness or issue preferred stock; create liens on assets; enter into sale and leaseback transactions; engage in mergers or consolidations; sell assets; pay dividends and distributions or repurchase capital stock; make investments, loans or advances; repay subordinated indebtedness; make certain acquisitions; engage in certain transactions with affiliates; change the Company’s lines of business; and change the status of the Company as a passive holding company. | |||||||||||||||||
In addition, under the senior secured credit agreement, the Company is required to operate within a maximum consolidated first lien net leverage ratio. The senior secured credit agreement also contains certain customary affirmative covenants and events of default. As of December 31, 2014, the Company was in compliance with all restrictive and financial covenants related to its long-term debt. |
Financial_Instruments
Financial Instruments | 12 Months Ended | ||||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||||
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |||||||||||||||||||||||||||
Financial Instruments | 11. Financial Instruments | ||||||||||||||||||||||||||
The Company uses derivative financial instruments as part of its overall strategy to manage its exposure to market risks primarily associated with fluctuations in foreign currency and interest rates. The Company does not use derivatives for trading or speculative purposes. | |||||||||||||||||||||||||||
As of December 31, 2014, the Company had a net liability position of $16 million related to derivative instruments associated with its foreign currency denominated receivables and payables and forecasted earnings of its foreign subsidiaries. | |||||||||||||||||||||||||||
Interest Rate Risk | |||||||||||||||||||||||||||
The primary interest rate exposure as of December 31, 2014 was to interest rate fluctuations in the United States, specifically the impact of USLIBOR interest rates on dollar denominated variable rate borrowings. However, during 2014 and in previous years, the Company was also exposed to interest rate exposure due to the impact of EURIBOR interest rates on its euro denominated variable rate debt. | |||||||||||||||||||||||||||
During previous years, the Company used interest rate swap derivative contracts, to economically hedge the exposure to fluctuations in the interest rate risk by creating an appropriate mix of fixed and floating interest streams. These derivative instruments were not designated as accounting hedges and changes in the fair value of these derivatives were recorded in consolidated statements of operations when they occurred, which were largely offset by the impact of the changes in the value of the underlying risk they were intended to economically hedge. | |||||||||||||||||||||||||||
In August 2013, the Company’s interest rate swap derivative contracts expired and it entered into interest rate cap derivative contracts to cap the maximum USLIBOR rate to which the Company may be exposed at 1.5%. The purpose of these contracts was to hedge the risk of an increase in interest costs on the Company’s floating rate debt due to an increase in USLIBOR rates above 1.5%. The Company had designated these interest rate cap derivative contracts as accounting cash flow hedges and recorded the effective portion of changes in fair value of these derivative contracts as a component of other comprehensive income (loss) with the ineffective portion recognized in earnings in the consolidated statements of operations. In June 2014, the Company ceased hedge accounting for its interest rate cap derivative instruments. With the exchange of its common shares for the Company’s term loans in July 2014, which reduced the principal amount of debt being hedged to under 100% of the notional amount of interest rate cap contracts and the Company’s refinancing of its capital structure in September 2014, the Company determined that the hedge effectiveness could no longer be achieved. Further, the underlying future interest cash outflows hedged were considered as not probable of occurring, resulting in the Company reclassifying losses of $8 million accumulated within other comprehensive income (loss) and recognizing the loss within its consolidated statements of operations. In August 2014, the Company terminated the interest rate cap derivative contracts and realized $3 million. | |||||||||||||||||||||||||||
Foreign Currency Risk | |||||||||||||||||||||||||||
During 2014 and in previous years, the Company used foreign currency derivative contracts, including forward contracts and currency options, to manage its exposure to changes in foreign currency exchange rates associated with its euro denominated debt, its foreign currency denominated receivables and payables, and forecasted earnings of its foreign subsidiaries (primarily to manage its foreign currency exposure to British pound, Euro and Australian dollar). The Company did not designate these foreign currency derivative contracts as accounting hedges. Fluctuations in the value of these foreign currency derivative contracts were recorded within the Company’s consolidated statements of operations, which partially offset the impact of the changes in the value of the euro denominated debt, foreign currency denominated receivables and payables and forecasted earnings they were intended to economically hedge. | |||||||||||||||||||||||||||
As of December 31, 2014, the Company has no foreign exchange risk related to its euro denominated debt as this debt was either exchanged for the Company’s equity in debt-for-equity exchanges or was repaid during 2014. | |||||||||||||||||||||||||||
Credit Risk and Exposure | |||||||||||||||||||||||||||
The Company is exposed to counterparty credit risk in the event of non-performance by counterparties to various agreements and sales transactions. The Company manages such risk by evaluating the financial position and creditworthiness of such counterparties. The Company mitigates counterparty credit risk associated with its derivative contracts by monitoring the amounts at risk with each counterparty to such contracts, periodically evaluating counterparty creditworthiness and financial position, and where possible, dispersing its risk among multiple counterparties. As of December 31, 2014, there were no significant concentrations of counterparty credit risk with any individual counterparty or group of counterparties for derivative contracts. | |||||||||||||||||||||||||||
Fair Value Disclosures for Derivative Instruments | |||||||||||||||||||||||||||
The Company’s financial assets and liabilities recorded at fair value consist primarily of derivative instruments and available-for-sale securities. These amounts have been categorized based upon a fair value hierarchy and while fair value of available-for-sale securities is categorized as Level 1—Quoted Prices in Active Markets, the fair value of derivative instruments were categorized as Level 2—Significant Other Observable Inputs as of December 31, 2014. See Note 2—Summary of Significant Accounting Policies, for a discussion of the Company’s policies regarding this hierarchy. | |||||||||||||||||||||||||||
The fair value of interest rate swap derivative instruments is determined using pricing models based on discounted cash flows that use inputs from actively quoted markets for similar instruments. The fair value of foreign currency forward contracts is determined by comparing the contract rate to a published forward price of the underlying currency, which is based on market rates for comparable transactions. The fair value of interest rate caps and foreign currency option contracts is based on valuations provided by financial institutions which is reviewed by the Company based on market observable data. These fair values are then adjusted for the Company’s own credit risk or counterparty credit risk, as appropriate. This adjustment is calculated based on the default probability of the banking counterparty or the Company and is obtained from active credit default swap markets. | |||||||||||||||||||||||||||
The Company reviews the fair value hierarchy classification for financial assets and liabilities at the end of each quarter. Changes in significant unobservable valuation inputs may trigger reclassification of financial assets and liabilities between fair value hierarchy levels. As of December 31, 2014, credit risk fair value adjustments constituted less than 15% of the unadjusted fair value of derivative instruments. In instances where Credit Valuation Adjustment (“CVA”) comprises 15% or more of the unadjusted fair value of the derivative instrument for two consecutive quarters the Company’s policy is to categorize the derivative as Level 3 of the fair value hierarchy. As the CVA applied to arrive at the fair value of derivatives is less than 15% of the unadjusted fair value of derivative instruments for two consecutive quarters, the Company has categorized derivative fair valuations at Level 2 of the fair value hierarchy. Transfers into and out of Level 3 of the fair value hierarchy are recognized at the end of each quarter when such categorization takes place. | |||||||||||||||||||||||||||
Presented below is a summary of the gross fair value of the Company’s derivative contracts recorded on the consolidated balance sheets at fair value. | |||||||||||||||||||||||||||
Fair Value Asset | Fair Value (Liability) | ||||||||||||||||||||||||||
(in $ millions) | Balance Sheet | December 31, | December 31, | Balance Sheet | December 31, | December 31, | |||||||||||||||||||||
Location | 2014 | 2013 | Location | 2014 | 2013 | ||||||||||||||||||||||
Derivatives designated as hedging instruments: | |||||||||||||||||||||||||||
Interest rate caps | Other non-current assets | $ | — | $ | 8 | Other non-current liabilities | $ | — | $ | — | |||||||||||||||||
Derivatives not designated as hedging instruments: | |||||||||||||||||||||||||||
Foreign currency contracts | Other current assets | — | 3 | Accrued expenses and other current liabilities | (16 | ) | (1 | ) | |||||||||||||||||||
Total fair value of derivative assets (liabilities) | $ | — | $ | 11 | $ | (16 | ) | $ | (1 | ) | |||||||||||||||||
As of December 31, 2014, the notional amounts of foreign currency forward contracts were $291 million. These derivative contracts cover transactions for periods that do not exceed one year. | |||||||||||||||||||||||||||
The following table provides a reconciliation of the movement in the net carrying amount of derivative financial instruments during the year ended December 31, 2014. | |||||||||||||||||||||||||||
For the Year Ended | |||||||||||||||||||||||||||
December, 31 | |||||||||||||||||||||||||||
(in $ millions) | 2014 | 2013 | |||||||||||||||||||||||||
Net derivative asset – opening balance | $ | 10 | $ | 11 | |||||||||||||||||||||||
Total loss for the period included in net loss | (19 | ) | (7 | ) | |||||||||||||||||||||||
Total loss for the period accounted through other comprehensive (loss) income | (4 | ) | (4 | ) | |||||||||||||||||||||||
Premium paid for interest rate cap derivative contracts | — | 12 | |||||||||||||||||||||||||
Proceeds from settlement of foreign currency derivative contracts hedging debt instruments, net | (3 | ) | (3 | ) | |||||||||||||||||||||||
Settlement of foreign currency derivative contracts and interest rate swaps, net | — | 4 | |||||||||||||||||||||||||
Termination of foreign currency derivative contracts (settlement pending) | — | (3 | ) | ||||||||||||||||||||||||
Net derivative (liability) asset – closing balance | $ | (16 | ) | $ | 10 | ||||||||||||||||||||||
During the year ended December 31, 2014, the Company received $3 million in relation to certain foreign exchange derivative contracts which were terminated in 2013 and included in other current assets as of December 31, 2013. During the year ended December 31, 2013, the Company paid $7 million in relation to certain foreign exchange derivative contracts which were terminated in 2012 and included within accrued expenses and other current liabilities as of December 31, 2012. | |||||||||||||||||||||||||||
The significant unobservable inputs used to fair value the Company’s derivative financial instruments are probability of default of approximately 5% and a recovery rate of 20% which are applied to the Company’s credit default swap adjustments. As the credit valuation adjustment applied to arrive at the fair value of derivatives is less than 15% of the unadjusted fair value of derivative instruments for two consecutive quarters, the Company has categorized derivative fair valuations at Level 2 of the fair value hierarchy. A 10% change in the significant unobservable inputs will not have a material impact on the fair value of the derivative financial instruments as of December 31, 2014. | |||||||||||||||||||||||||||
The table below presents the impact that changes in fair values of derivatives designated as hedges had on other comprehensive (loss) income and on net income (loss) during the year and the impact derivatives not designated as hedges had on net income (loss) during that year: | |||||||||||||||||||||||||||
Amount of Gain (Loss) | Amount of Loss | ||||||||||||||||||||||||||
Recognized | Recorded | ||||||||||||||||||||||||||
in Other | in Net Income (Loss) | ||||||||||||||||||||||||||
Comprehensive | |||||||||||||||||||||||||||
(Loss) Income | |||||||||||||||||||||||||||
Year Ended | Location of Gain (Loss) | Year Ended | |||||||||||||||||||||||||
December 31, | Recorded in Income (Loss) | December 31, | |||||||||||||||||||||||||
(in $ millions) | 2014 | 2013 | 2012 | 2014 | 2013 | 2012 | |||||||||||||||||||||
Derivatives designated as hedging instruments: | |||||||||||||||||||||||||||
Interest rate caps | $ | 4 | $ | (4 | ) | $ | — | Interest expense, net | $ | — | $ | — | $ | — | |||||||||||||
Derivatives not designated as hedging instruments: | |||||||||||||||||||||||||||
Interest rate caps | N/A | N/A | — | Interest expense, net | (9 | ) | — | — | |||||||||||||||||||
Interest rate swaps | N/A | N/A | — | Interest expense, net | — | (3 | ) | (4 | ) | ||||||||||||||||||
Foreign currency contracts | N/A | N/A | — | Selling, general and administrative | (19 | ) | (4 | ) | — | ||||||||||||||||||
$ | (28 | ) | $ | (7 | ) | $ | (4 | ) | |||||||||||||||||||
Fair Value Disclosures for All Financial Instruments | |||||||||||||||||||||||||||
The carrying amounts of cash and cash equivalents, accounts receivable, other current assets, accounts payable, and accrued expenses and other current liabilities approximate fair value due to the short-term maturities of these assets and liabilities. The carrying value of cash held as collateral approximates to its fair value. | |||||||||||||||||||||||||||
The fair values of the Company’s other financial instruments are as follows: | |||||||||||||||||||||||||||
December 31, 2014 | December 31, 2013 | ||||||||||||||||||||||||||
(in $ millions) | Fair Value | Carrying | Fair | Carrying | Fair Value | ||||||||||||||||||||||
Hierarchy | Amount | Value | Amount | ||||||||||||||||||||||||
Asset (liability) | |||||||||||||||||||||||||||
Equity method investments | Level 1 | — | — | $ | 19 | $ | 349 | ||||||||||||||||||||
Available-for-sale securities | Level 1 | 6 | 6 | — | — | ||||||||||||||||||||||
Derivative assets | Level 2 | — | — | 11 | 11 | ||||||||||||||||||||||
Derivative liabilities | Level 2 | (16 | ) | (16 | ) | (1 | ) | (1 | ) | ||||||||||||||||||
Total debt | Level 2 | (2,440 | ) | (2,461 | ) | (3,573 | ) | (3,693 | ) | ||||||||||||||||||
Available-for-sale securities as of December 31, 2014 and equity method investments as of December 31, 2013 represent the fair value of the Company’s investment in Orbitz Worldwide which is categorized within Level 1 of the fair value hierarchy as the fair value has been determined based on quoted prices of the shares in active markets. | |||||||||||||||||||||||||||
The fair value of the Company’s total debt has been determined by calculating the fair value of term loans, senior notes and senior subordinated notes based on quoted prices obtained from independent brokers for identical debt instruments when traded as an asset and is categorized within Level 2 of the fair value hierarchy. |
Other_NonCurrent_Liabilities
Other Non-Current Liabilities | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Text Block [Abstract] | |||||||||
Other Non-Current Liabilities | 12. Other Non-Current Liabilities | ||||||||
Other non-current liabilities consisted of: | |||||||||
(in $ millions) | December 31, | December 31, | |||||||
2014 | 2013 | ||||||||
Pension and post-retirement benefit liabilities | $ | 141 | $ | 75 | |||||
Income tax payable | 26 | 23 | |||||||
Other | 70 | 74 | |||||||
$ | 237 | $ | 172 | ||||||
Employee_Benefit_Plans
Employee Benefit Plans | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Compensation and Retirement Disclosure [Abstract] | |||||||||||||
Employee Benefit Plans | 13. Employee Benefit Plans | ||||||||||||
Defined Contribution Savings Plan | |||||||||||||
The Company sponsors a US defined contribution savings plan that provides certain eligible employees of the Company an opportunity to accumulate funds for retirement. The Company matches the contributions of participating employees on the basis specified by the plan. The Company’s contributions to this plan were approximately $13 million, $15 million and $10 million for the years ended December 31, 2014, 2013 and 2012, respectively. | |||||||||||||
Defined Benefit Pension and Other Post-Retirement Benefit Plans | |||||||||||||
The Company sponsors U.S. non-contributory defined benefit pension plans, which cover certain eligible employees. The majority of the employees participating in these plans are no longer accruing benefits. Additionally, the Company sponsors contributory defined benefit pension plans in certain non-U.S. subsidiaries with participation in the plans at the employee’s option. Under both the U.S. and non-U.S. plans, benefits are based on an employee’s years of credited service and a percentage of final average compensation, or as otherwise described by the plan. As of December 31, 2014 and 2013, the aggregate accumulated benefit obligations of these plans were $663 million and $581 million, respectively. | |||||||||||||
The Company’s policy is to contribute amounts sufficient to meet minimum funding requirements as set forth in employee benefit and tax laws, plus such additional amounts as the Company determines to be appropriate. The Company also maintains other post-retirement health and welfare benefit plans for eligible employees of certain U.S. subsidiaries. | |||||||||||||
The Company sponsors several defined benefit pension plans for certain employees located outside the U.S. The aggregate benefit obligation for these plans was $91 million and $81 million as of December 31, 2014 and 2013, respectively, and the aggregate fair value of plan assets was $93 million and $91 million for December 31, 2014 and 2013, respectively. | |||||||||||||
The Company uses a December 31 measurement date for its defined benefit pension and other post-retirement benefit plans. For such plans, the following tables provide a statement of funded status as of December 31, 2014 and 2013, and summaries of the changes in the benefit obligation and fair value of assets for the years then ended: | |||||||||||||
Defined Benefit Pension Plans | |||||||||||||
(in $ millions) | Year Ended | Year Ended | |||||||||||
December 31, | December 31, | ||||||||||||
2014 | 2013 | ||||||||||||
Benefit obligation, beginning of year | $ | 581 | $ | 663 | |||||||||
Interest cost | 27 | 24 | |||||||||||
Actuarial loss (gain) | 94 | (83 | ) | ||||||||||
Benefits paid | (34 | ) | (24 | ) | |||||||||
Currency translation adjustment | (5 | ) | 1 | ||||||||||
Benefit obligation, end of year | $ | 663 | $ | 581 | |||||||||
Fair value of plan assets, beginning of year | $ | 523 | $ | 497 | |||||||||
Return on plan assets | 41 | 46 | |||||||||||
Employer contribution | 7 | 3 | |||||||||||
Benefits paid | (34 | ) | (24 | ) | |||||||||
Currency translation adjustment | (6 | ) | 1 | ||||||||||
Fair value of plan assets, end of year | 531 | 523 | |||||||||||
Funded status | $ | (132 | ) | $ | (58 | ) | |||||||
The amount included in accumulated other comprehensive loss that has not been recognized as a component of net periodic benefit expense relating to unrecognized actuarial losses was $163 million and $78 million as of December 31, 2014 and 2013, respectively. | |||||||||||||
Post-Retirement Benefit Plans | |||||||||||||
(in $ millions) | Year Ended | Year Ended | |||||||||||
December 31, | December 31, | ||||||||||||
2014 | 2013 | ||||||||||||
Benefit obligation, beginning of year | $ | 7 | $ | 8 | |||||||||
Actuarial gains | — | (1 | ) | ||||||||||
Benefits paid | — | — | |||||||||||
Benefits obligation, end of year | $ | 7 | $ | 7 | |||||||||
Fair value of plan assets, beginning and end of year | — | — | |||||||||||
Funded status | $ | (7 | ) | $ | (7 | ) | |||||||
The amount included in accumulated other comprehensive loss that has not been recognized as a component of net periodic post-retirement benefit expense relating to unrecognized actuarial gains was $2 million and $3 million as of December 31, 2014 and 2013, respectively. | |||||||||||||
The following table provides the components of net periodic (benefit) cost for the respective years: | |||||||||||||
Defined Benefit Pension Plans | |||||||||||||
(in $ millions) | Year Ended | Year Ended | Year Ended | ||||||||||
December 31, | December 31, | December 31, | |||||||||||
2014 | 2013 | 2012 | |||||||||||
Interest cost | $ | 27 | $ | 24 | $ | 25 | |||||||
Expected return on plan assets | (35 | ) | (34 | ) | (31 | ) | |||||||
Recognized net actuarial loss | 3 | 14 | 13 | ||||||||||
Net periodic (benefit) cost | $ | (5 | ) | $ | 4 | $ | 7 | ||||||
Post-Retirement Benefit Plans | |||||||||||||
(in $ millions) | Year Ended | Year Ended | Year Ended | ||||||||||
December 31, | December 31, | December 31, | |||||||||||
2014 | 2013 | 2012 | |||||||||||
Interest cost | $ | — | $ | — | $ | — | |||||||
Amortization of prior service cost | — | — | — | ||||||||||
Recognized net actuarial gain | — | (1 | ) | (4 | ) | ||||||||
Net periodic benefit | $ | — | $ | (1 | ) | $ | (4 | ) | |||||
The Company has utilized the following weighted average assumptions to measure the benefit obligation for the defined benefit pension plans and post-retirement benefit plans as of December 31, 2014 and 2013: | |||||||||||||
December 31, | December 31, | ||||||||||||
2014 | 2013 | ||||||||||||
Defined Benefit Pension Plans | |||||||||||||
Discount rate | 4.2 | % | 4.8 | % | |||||||||
Expected long-term return on plan assets | 6.6 | % | 7 | % | |||||||||
Post-Retirement Benefit Plans | |||||||||||||
Discount rate | 4.4 | % | 5.3 | % | |||||||||
During the year ended December 31, 2014, the Company adopted the RP-2014 mortality tables and the Mortality Improvement Scale MP-2014 published by the Society of Actuaries’ Retirement Plans Experience Committee. The adoption of the updated mortality tables and the mortality improvement scale increased the Company’s pension liability by approximately $36 million. | |||||||||||||
The weighted average expected long-term return on plan assets is based on a number of factors including historic plan asset returns over varying long-term periods, long-term capital markets forecasts, expected asset allocations, risk premiums for respective asset classes, expected inflation and other factors. The Company’s post-retirement benefit plans use an assumed health care cost trend rate of approximately 8.5% for 2014 reduced over eight years until a rate of 5% is achieved. The effect of a one-percentage point change in the assumed health care cost trend would not have a material impact on the net periodic benefit costs or the accumulated benefit obligations of the Company’s health and welfare plans. | |||||||||||||
The Company seeks to produce a return on investment for the plans which is based on levels of liquidity and investment risk that are prudent and reasonable, given prevailing market conditions. The assets of the plans are managed in the long-term interests of the participants and beneficiaries of the plans. The Company manages this allocation strategy with the assistance of independent diversified professional investment management organizations. The assets and investment strategy of the Company’s UK based defined plans are managed by an independent custodian. The Company’s investment strategy for its US defined benefit plan is to achieve a return sufficient to meet the expected near-term retirement benefits payable under the plan when considered along with the minimum funding requirements. The target allocation of plan assets is 54% in equity securities, 35% in fixed income securities and 11% to all other types of investments. | |||||||||||||
The fair values of the Company’s pension plan assets by asset category as of December 31, 2014 are as follows: | |||||||||||||
Pension Plan Assets | |||||||||||||
($ in millions) | Level 1 | Level 2 | Total | ||||||||||
Common & commingled trust funds(1) | — | 437 | 437 | ||||||||||
Mutual funds(2) | 72 | — | 72 | ||||||||||
Cash equivalents(3) | 22 | — | 22 | ||||||||||
Total | 94 | 437 | 531 | ||||||||||
The fair values of the Company’s pension plan assets by asset category as of December 31, 2013 are as follows: | |||||||||||||
Pension Plan Assets | |||||||||||||
($ in millions) | Level 1 | Level 2 | Total | ||||||||||
Common & commingled trust funds(1) | $ | — | $ | 414 | $ | 414 | |||||||
Mutual funds(2) | 98 | — | 98 | ||||||||||
Cash equivalents(3) | 11 | — | 11 | ||||||||||
Total | $ | 109 | $ | 414 | $ | 523 | |||||||
-1 | The underlying investments held in common & commingled trust funds are actively managed equity securities and fixed income investment vehicles that are valued at the net asset value per share provided by the fund administrator multiplied by the number of units held as of the measurement date. | ||||||||||||
-2 | Values of units are based on the closing price reported on the major market on which the investments are traded and provided by the fund administrator. | ||||||||||||
-3 | Cash equivalents comprise of money market funds. | ||||||||||||
The Company’s contributions to its defined benefit pension and post-retirement benefit plans are estimated to aggregate $3 million in 2015 as compared to an actual contribution of $7 million in 2014. The decrease in estimated contributions is as a result of a change in US pension funding regulations. | |||||||||||||
The Company estimates its defined benefit pension and other post-retirement benefit plans will pay benefits to participants as follows: | |||||||||||||
(in $ millions) | Defined Benefit | Post-Retirement | |||||||||||
Pension Plans | Benefit Plans | ||||||||||||
2015 | 30 | — | |||||||||||
2016 | 32 | — | |||||||||||
2017 | 35 | — | |||||||||||
2018 | 39 | — | |||||||||||
2019 | 49 | — | |||||||||||
Five years thereafter | 301 | 1 | |||||||||||
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Commitments and Contingencies Disclosure [Abstract] | |||||
Commitments and Contingencies | 14. Commitments and Contingencies | ||||
Commitments | |||||
Leases | |||||
The Company is committed to making rental payments under non-cancellable operating leases covering various facilities and equipment. Future minimum lease payments required under non-cancellable operating leases as of December 31, 2014 are as follows: | |||||
(in $ millions) | Amount | ||||
2015 | 12 | ||||
2016 | 11 | ||||
2017 | 9 | ||||
2018 | 8 | ||||
2019 | 7 | ||||
Thereafter | 31 | ||||
78 | |||||
During the years ended December 31, 2014, 2013 and 2012, the Company incurred total rental expenses of $16 million, $18 million and $18 million, respectively, primarily related to leases of office facilities. | |||||
Commitments under capital leases amounted to $93 million as of December 31, 2014, primarily related to information technology equipment. | |||||
Purchase Commitments | |||||
In the ordinary course of business, the Company makes various commitments to purchase goods and services from specific suppliers, including those related to capital expenditures. As of December 31, 2014, the Company had approximately $92 million of outstanding purchase commitments, primarily relating to service contracts for information technology, of which $47 million relates to the twelve months ending December 31, 2015. These purchase obligations extend through 2017. | |||||
Contingencies | |||||
Company Litigation | |||||
The Company is involved in various claims, legal proceedings and governmental inquiries related to contract disputes, business practices, intellectual property and other commercial, employment and tax matters. The Company believes it has adequately accrued for such matters as appropriate or, for matters not requiring accrual, believes they will not have a material adverse effect on its results of operations, financial position or cash flows based on information currently available. However, litigation is inherently unpredictable and although the Company believes its accruals are adequate and/or that it has valid defenses in these matters, unfavorable resolutions could occur, which could have a material effect on the Company’s results of operations or cash flows in a particular reporting period. | |||||
On March 12, 2013, the Company entered into an agreement to resolve its outstanding litigation with American Airlines and entered into a new long-term distribution agreement. This agreement was approved by the court overseeing the American Airlines bankruptcy proceedings on April 23, 2013. | |||||
In connection with the completion of the Company’s comprehensive refinancing, on April 15, 2013, the holders of the Company’s Senior Notes and Senior Subordinated Notes agreed to waive and release all claims asserted and related to the Company’s 2011 debt restructuring. On April 16, 2013, the U.S. District Court for the Southern District of NY dismissed all claims and counterclaims relating to the litigation with prejudice. | |||||
Standard Guarantees/Indemnification | |||||
In the ordinary course of business, the Company enters into numerous agreements that contain standard guarantees and indemnities whereby the Company indemnifies another party for breaches of representations and warranties. In addition, many of these parties are also indemnified against any third-party claim resulting from the transaction that is contemplated in the underlying agreement. Such guarantees or indemnifications are granted under various agreements, including those governing (i) purchases, sales or outsourcing of assets or businesses, (ii) leases of real estate, (iii) licensing of trademarks, (iv) use of derivatives, and (v) issuances of debt securities. The guarantees or indemnifications issued are for the benefit of the (i) buyers in sale agreements and sellers in purchase agreements, (ii) landlords in lease contracts, (iii) licensees of the Company’s trademarks, (iv) financial institutions in derivative contracts, and (v) underwriters in debt security issuances. While some of these guarantees extend only for the duration of the underlying agreement, many survive the expiration of the term of the agreement or extend into perpetuity (unless subject to a legal statute of limitations). There are no specific limitations on the maximum potential amount of future payments the Company could be required to make under these guarantees, nor is the Company able to develop an estimate of the maximum potential amount of future payments to be made under these guarantees, as the triggering events are not subject to predictability and there is little or no history of claims against the Company under such arrangements. With respect to certain of the aforementioned guarantees, such as indemnifications of landlords against third-party claims for the use of real estate property leased by the Company, the Company maintains insurance coverage that mitigates any potential payments to be made. |
Equity
Equity | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||
Equity [Abstract] | |||||||||||||||||||||||||
Equity | 15. Equity | ||||||||||||||||||||||||
Description of Capital Stock | |||||||||||||||||||||||||
The Company has authorized share capital of $1,962,500, consisting of 560,000,000 common shares of par value $0.0025, and 225,000,000 preference shares of par value $0.0025. | |||||||||||||||||||||||||
Preference Shares | |||||||||||||||||||||||||
Pursuant to Bermuda law and the Company’s bye-laws, the Company’s Board of Directors by resolution may establish one or more series of preference shares having such number of shares, designations, dividend rates, relative voting rights, conversion or exchange rights, redemption rights, liquidation rights and other relative participation, optional or other special rights, qualifications, limitations or restrictions as may be fixed by the Board without any further shareholder approval. The rights with respect to a series of preferred shares may be greater than the rights attached to the Company’s common shares. It is not possible to state the actual effect of the issuance of any preferred shares on the rights of holders of the Company’s common shares until the Company’s Board determines the specific rights attached to those preferred shares. | |||||||||||||||||||||||||
The effect of issuing preferred shares could include, among other things, one or more of the following: | |||||||||||||||||||||||||
• | restricting dividends in respect of the Company’s common shares; | ||||||||||||||||||||||||
• | diluting the voting power of the Company’s common shares or providing that holders of preferred shares have the right to vote on matters as a class; | ||||||||||||||||||||||||
• | impairing the liquidation rights of the Company’s common shares; or | ||||||||||||||||||||||||
• | delaying or preventing a change of control of the Company. | ||||||||||||||||||||||||
Common Shares | |||||||||||||||||||||||||
The Company has outstanding 121,411,360 shares, with a par value of $0.0025 per share. The share capital of the Company is divided into shares of a single class the holders of which, subject to the provisions of the bye-laws, are (i) entitled to one vote per share, (ii) entitled to such dividends as the Board may from time to time declare, (iii) in the event of a winding-up or dissolution of the Company, whether voluntary or involuntary or for the purpose of a reorganization or otherwise or upon any distribution of capital, entitled to the surplus assets of the Company, and (iv) generally entitled to enjoy all of the rights attaching to shares. | |||||||||||||||||||||||||
The Board may, subject to the bye-laws and in accordance with Bermudan legislation, declare a dividend to be paid to the shareholders, in proportion to the number of shares held by them. Such dividend may be paid in cash and/or in kind and is subject to limitations under the Company’s debt agreements. No unpaid dividend bears interest. The Board may elect any date as the record date for determining the shareholders entitled to receive any dividend. | |||||||||||||||||||||||||
On November 4, 2014, the Company’s Board of Directors declared a cash dividend of $0.075 per common share for the third quarter of 2014. Dividends of $9 million were paid on December 18, 2014 to shareholders of record on December 4, 2014. On February 19, 2015, the Company’s Board of Directors declared a cash dividend of $0.075 per common share for the fourth quarter of 2014 (see Note 21—Subsequent Events). | |||||||||||||||||||||||||
The Board may declare and make such other distributions to the members as may be lawfully made out of the assets of the Company. No unpaid distribution bears interest. | |||||||||||||||||||||||||
Issuance of Common Shares in IPO | |||||||||||||||||||||||||
In September 2014, the Company issued 30 million common shares with par value of $0.0025 per share, at a price of $16.00 per share, generating $445 million of net proceeds after deducting underwriting discounts and commissions, and offering expenses. The par value of the shares has been recorded within common shares and the excess of proceeds over the par value of shares has been recorded within additional paid-in-capital on the Company’s consolidated balance sheets as of December 31, 2014. | |||||||||||||||||||||||||
Issuance of Common Shares in Exchange for Debt | |||||||||||||||||||||||||
During the year ended December 31, 2014, the Company exchanged $167 million of its senior notes, $313 million of its senior subordinated notes, $70 million of its term loans under the old senior secured credit agreement and $21 million of Tranche 1 term loans under the second lien credit agreement for an aggregate of 29 million of its common shares. The Company recorded the issuance of shares at fair value of $585 million and recognized a loss of $28 million (which includes $12 million of costs incurred) resulting from extinguishment of debt in its consolidated statement of operations. | |||||||||||||||||||||||||
Purchase of Non-Controlling Interest in a Subsidiary | |||||||||||||||||||||||||
In June 2014, the Company acquired an additional 16% of equity from the non-controlling shareholders of its majority-owned subsidiary, eNett International (Jersey) Limited (“eNett”), for a total consideration of $65 million thereby increasing its ownership in eNett from 57% to 73%. The excess of consideration paid by the Company of $62 million over the carrying value of the non-controlling interest acquired is recorded within additional paid-in-capital on the Company’s consolidated balance sheets and the cash payment of $65 million has been presented as a financing activity in the Company’s consolidated statements of cash flow. As of December 31, 2014, the Company’s ownership in eNett was diluted to 71% upon the vesting of eNett restricted equity units granted to key employees of eNett. | |||||||||||||||||||||||||
Accumulated Other Comprehensive Income (Loss) | |||||||||||||||||||||||||
Other comprehensive income (loss) represents certain components of revenues, expenses, gains and losses that are included in comprehensive income (loss), but are excluded from net income (loss). Other comprehensive income (loss) amounts are recorded directly as an adjustment to total equity (deficit), net of tax. Accumulated other comprehensive income (loss), net of tax, consisted of: | |||||||||||||||||||||||||
(in $ millions) | Currency | Unrealized | Unrealized | Unrealized | Unrecognized | Accumulated | |||||||||||||||||||
Translation | Gain (Loss) on | Gain (Loss) | Gain on | Actuarial | Other | ||||||||||||||||||||
Adjustments | Equity | on Cash Flow | Available- | Gain (Loss) | Comprehensive | ||||||||||||||||||||
Investments | Hedges | for-Sale | on | Income (Loss) | |||||||||||||||||||||
Securities | Defined | ||||||||||||||||||||||||
Benefit | |||||||||||||||||||||||||
Plans | |||||||||||||||||||||||||
Balance as of January 1, 2012 | (8 | ) | 2 | — | — | (170 | ) | (176 | ) | ||||||||||||||||
Activity during period, net of tax of $1(1) | 3 | (3 | ) | — | — | (13 | ) | (13 | ) | ||||||||||||||||
Balance as of December 31, 2012 | (5 | ) | (1 | ) | — | — | (183 | ) | (189 | ) | |||||||||||||||
Activity during period, net of tax of $2(1) | (5 | ) | 9 | (4 | ) | — | 107 | 107 | |||||||||||||||||
Balance as of December 31, 2013 | (10 | ) | 8 | (4 | ) | — | (76 | ) | (82 | ) | |||||||||||||||
Activity during period, net of tax of $2(1) | (11 | ) | (7 | ) | 4 | 6 | (84 | ) | (92 | ) | |||||||||||||||
Balance as of December 31, 2014 | (21 | ) | 1 | — | 6 | (160 | ) | (174 | ) | ||||||||||||||||
-1 | The tax impact relates to unrecognized actuarial gain (loss) on defined benefit plans. For all other components of accumulated other comprehensive loss, the tax impact was $0 for each of the years ended December 31, 2012, 2013 and 2014. |
EquityBased_Compensation
Equity-Based Compensation | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||||||||
Equity-Based Compensation | 16. Equity-Based Compensation | ||||||||||||||||
The Company has the following equity-based long-term incentive programs, under which time-based restricted share units (“TRSUs”), performance-based restricted share units (“PRSUs”) performance share units (“PSUs”), and/or stock options of the Company have been granted or authorized for grant to the key employees and directors of the Company: | |||||||||||||||||
• | 2011 Equity Plan (all of the outstanding TRSUs vested on January 1, 2014) | ||||||||||||||||
• | 2013 Equity Plan | ||||||||||||||||
• | 2014 Omnibus Equity Incentive Plan (“2014 Omnibus Plan”) | ||||||||||||||||
• | 2014 Employee Stock Purchase Plan (“2014 ESPP”) | ||||||||||||||||
In December 2011, the Company introduced an equity-based long-term incentive program (the “2011 Equity Plan”) pursuant to which the key employees of the Company were granted shares and restricted share units (“RSUs”). Under this plan, the Board of Directors authorized the grant of 208,000 common shares and 62,286 RSUs to the key employees of the Company. All of the shares and RSUs were recognized as granted for accounting purposes, with the shares vesting immediately and the RSUs vesting on January 1, 2014, dependent on continued service. The grant date fair value of each award under the 2011 Equity Plan was based on a valuation of the total equity of the Company at the time of each grant of an award. | |||||||||||||||||
During the year ended December 31, 2013, the Board of Directors introduced an equity-based long-term incentive program (the “2013 Equity Plan”) whereby 6.7 million awards were authorized to be granted to certain key employees of the Company. In May 2013, 6 million of RSUs were granted to employees, with two-thirds, or 4 million RSUs, vesting one-sixth semi-annually on April 15 and October 15 each year for a period of three years, if the employee continues to remain in employment. The balance of one-third, or 2 million RSUs, vest on April 15, 2015 upon satisfaction of certain performance conditions. As the performance conditions were not communicated to the employees at the time of grant, the 2 million RSUs were not considered as granted for accounting purposes in May 2013. In May 2014, the Company communicated performance targets for the PRSUs and further granted TRSUs to certain employees. Consequently, 1.9 million RSUs were considered as granted for accounting purposes. | |||||||||||||||||
In June 2013, the Board of Directors authorized the grant of 320,000 stock options to the Company’s Non-Executive Chairman, Douglas M. Steenland, which were to vest in April 2016. Of the options granted, 160,000 options were subject to time-based vesting and the balance of 160,000 options were subject to vesting upon achieving certain performance conditions. As the performance conditions were not communicated, only 160,000 options which had time-based vesting were considered as granted for accounting purposes in June 2013. The stock options have a contractual life of five years from the date of grant. In May 2014, the Company communicated performance targets for the 160,000 stock options. Further, in September 2014, the Company modified the terms of the performance-based stock options and converted them fully into time-based options with service conditions, whereby 50% of stock options vest on April 15, 2015 and the remaining 50% vest on April 15, 2016. | |||||||||||||||||
In September 2014, upon the consummation of the IPO and under the terms of 2013 Equity Plan, the unvested 2.4 million TRSUs vested immediately, which resulted in additional recognition of compensation cost of approximately $9 million during the year ended December 31, 2014. | |||||||||||||||||
On August 4, 2014, the Company’s Board of Directors adopted the 2014 Omnibus Plan, which permits the grant of cash and stock-based incentive awards. The aggregate number of common shares that may be issued or used for reference purposes or with respect to which awards may be granted under the 2014 Omnibus Plan would not exceed 6 million shares. The Company’s employees and the members of its Board of Directors are eligible to receive awards under the 2014 Omnibus Plan. Effective upon the Company’s IPO, the Company’s Board of Directors granted 0.5 million of TRSUs, 0.7 million of PSUs and 0.9 million of stock options under the 2014 Omnibus Plan and 2013 Equity Plan. The TRSUs and stock options vest annually in quarterly installments, on October 15 each year, over a period of four years, if the employee continues to remain in employment during the vesting period. The PSUs vest on October 15, 2017 based on satisfaction of certain performance conditions and continued employment of the employee during the vesting period. | |||||||||||||||||
Further, on September 5, 2014, the Company’s Board of Directors adopted the Travelport Worldwide Limited 2014 ESPP which is intended to provide employees of the Company with an opportunity to acquire a proprietary interest in the Company through the purchase of common shares at a discount of up to 15% of the market price of the share. Under the 2014 ESPP, 2.4 million common shares have been reserved as authorized for issuance, none of which have been issued as of December 31, 2014. | |||||||||||||||||
The fair values of employee options granted were determined using Black-Scholes model and have been estimated as of the date of grant using the following weighted-average assumptions: | |||||||||||||||||
2014 | 2013 | ||||||||||||||||
Fair value of common share | $16 - $20 | $4.63 | |||||||||||||||
Expected term from grant date (in years) | 3 - 6.25 | 4 | |||||||||||||||
Risk free interest rate | 0.80% - 1.67% | 0.85% | |||||||||||||||
Expected volatility | 49% - 60% | 65% | |||||||||||||||
Dividend yield | 0% - 2% | 0% | |||||||||||||||
The weighted-average exercise price of options granted during the year ended December 31, 2014 was $15.05 per option, with the remaining weighted average contractual term as of December 31, 2014 of 8.17 years. None of the stock options have vested or have become exercisable as of December 31, 2014. | |||||||||||||||||
The activity of the Company’s RSUs and stock options for the years ended December 31, 2014, 2013 and 2012 are presented below: | |||||||||||||||||
Restricted Share | Stock Options | ||||||||||||||||
Units | |||||||||||||||||
(in dollars, except number of shares, RSUs and stock options) | Number | Weighted | Number | Weighted | |||||||||||||
Average | Average | ||||||||||||||||
Grant Date | Grant Date | ||||||||||||||||
Fair Value | Fair Value | ||||||||||||||||
Balance as of January 1, 2012 | 62,286 | $ | 23.13 | — | — | ||||||||||||
Vested(1) | (11,463 | ) | $ | 23.13 | — | — | |||||||||||
Forfeited | (7,296 | ) | $ | 23.13 | — | — | |||||||||||
Balance as of December 31, 2012 | 43,527 | $ | 23.13 | — | — | ||||||||||||
Granted at fair market value | 4,065,306 | $ | 4.63 | 160,000 | $ | 1.5 | |||||||||||
Vested(1) | (652,222 | ) | $ | 4.63 | — | — | |||||||||||
Forfeited/cancelled | (96,000 | ) | $ | 4.63 | — | — | |||||||||||
Balance as of December 31, 2013 | 3,360,611 | $ | 4.88 | 160,000 | $ | 1.5 | |||||||||||
Granted at fair market value | 3,251,661 | $ | 18.4 | 1,116,730 | $ | 7.46 | |||||||||||
Vested(1) | (3,078,827 | ) | $ | 4.81 | — | — | |||||||||||
Forfeited/cancelled | (337,023 | ) | $ | 5.86 | (5,859 | ) | $ | 6.43 | |||||||||
Balance as of December 31, 2014 | 3,196,422 | $ | 18.68 | 1,270,871 | $ | 6.72 | |||||||||||
-1 | The Company completed net share settlements for 8,227, 275,599 and 1,390,525 shares for the years ended December 31, 2012, 2013 and 2014, respectively, in connection with employee taxable income created upon issuance of shares. The Company agreed to pay these taxes on behalf of the employees in return for the employees returning an equivalent value of shares. | ||||||||||||||||
The Company’s majority owned subsidiary, eNett, has an equity-based long-term incentive program, pursuant to which the key employees of eNett were granted the right to purchase restricted equity units (“REUs”) in eNett for an exercise price of $1.00 per share of eNett. The REUs vest upon satisfaction of certain performance and service conditions. As of December 31, 2014, approximately 4.6 million REUs were granted, with 3.1 million REUs having been vested. Additionally, the Board of Directors of eNett has approved approximately 2 million REUs which are available for future grants. As of December 31, 2014, eNett has approximately 41 million shares outstanding of which the Company owns approximately 71%. The fair value of the awards granted, as well as the compensation expense recognized, is immaterial for all years presented. | |||||||||||||||||
Partnership Restricted Equity Units—Class A-2 Units | |||||||||||||||||
TDS Investor (Cayman) L.P., the partnership which prior to the comprehensive refinancing in April 2013, indirectly owned a majority shareholding in the Company (the “Partnership”), had an equity-based, long-term incentive program for the purpose of retaining certain key employees of the Company. Under this program, key employees of the Company were granted REUs and profit interests in the Partnership, whereby REUs convert to Class A-2 units pursuant to the terms of the plan. During 2006, the Board of Directors of the Partnership approved the grant of up to approximately 120 million REUs for this incentive plan. The grant date fair value of each award under a plan within the program was based on a valuation of the total equity of the Partnership at the time of each grant of an award. | |||||||||||||||||
During 2013, the Board of Directors of the Partnership approved a grant of all the remaining outstanding authorized REUs in the Partnership under the plans, all of which vested during the year. As of December 31, 2013, none of the REUs remained outstanding or authorized for grant and a total of 107.8 million REUs either vested and were converted to Class A-2 units. | |||||||||||||||||
The table below sets out the equity-based compensation expense recognized in the consolidated financial statements: | |||||||||||||||||
(in $ millions) | Year Ended | Year Ended | Year Ended | ||||||||||||||
December 31, | December 31, | December 31, | |||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
REUs | $ | — | $ | 1 | $ | 1 | |||||||||||
RSUs | 40 | 5 | 1 | ||||||||||||||
Stock options | 1 | — | — | ||||||||||||||
Total equity-based compensation expense | $ | 41 | $ | 6 | $ | 2 | |||||||||||
Compensation expense for the years ended December 31, 2014, 2013 and 2012 resulted in a credit to equity (deficit) on the Company’s consolidated balance sheet of $41 million, $6 million and $2 million, respectively, which was offset by a decrease of approximately $23 million, $1 million and $1 million, respectively, due to tax withholding for equity awards as the payment of the taxes is effectively a repurchase of previously granted equity awards. | |||||||||||||||||
The Company expects the future equity-based compensation expense in relation to awards recognized for accounting purposes as being granted as of December 31, 2014 will be approximately $42 million based on the fair value of the RSUs and the stock options on the grant date. | |||||||||||||||||
Earnings_Per_Share
Earnings Per Share | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Earnings Per Share [Abstract] | |||||||||||||
Earnings Per Share | 17. Earnings Per Share | ||||||||||||
The following table reconciles the numerators and denominators used in the computation of basic and diluted earnings (loss) per share: | |||||||||||||
(in $ millions, except share data) | Year Ended | Year Ended | Year Ended | ||||||||||
December 31, | December 31, | December 31, | |||||||||||
2014 | 2013 | 2012 | |||||||||||
Numerator – Basic and Diluted EPS: | |||||||||||||
Net income (loss) from continuing operations | $ | 91 | $ | (207 | ) | $ | (299 | ) | |||||
Net income attributable to non-controlling interest in subsidiaries | (5 | ) | (3 | ) | — | ||||||||
Net income (loss) from continuing operations attributable to the Company | $ | 86 | $ | (210 | ) | $ | (299 | ) | |||||
Denominator – Basic EPS: | |||||||||||||
Weighted average common shares outstanding | 85,771,655 | 45,522,506 | 8,129,920 | ||||||||||
Income (loss) per share from continuing operations | $ | 1.01 | $ | (4.62 | ) | $ | (36.76 | ) | |||||
Denominator – Diluted EPS: | |||||||||||||
Number of shares used for Basic EPS | 85,771,655 | 45,522,506 | 8,129,920 | ||||||||||
Weighted average effect of dilutive securities | |||||||||||||
RSUs | 1,988,145 | — | — | ||||||||||
Stock options | 104,290 | — | — | ||||||||||
Weighted average common shares outstanding – Diluted | 87,864,090 | 45,522,506 | 8,129,920 | ||||||||||
Income (loss) per share from continuing operations | $ | 0.98 | $ | (4.62 | ) | $ | (36.76 | ) | |||||
Basic earnings per share is based on the weighted average number of common shares outstanding during each period. Diluted earnings per share is based on the weighted average number of common shares outstanding and the effect of all dilutive common shares equivalents during each period. | |||||||||||||
For the year ended December 31, 2014, the Company had 0.2 million of common share equivalents associated with the Company’s stock options that were excluded from the calculation of diluted earnings per share as their inclusion would have been antidilutive as the shares repurchased from the total assumed proceeds applying the treasury stock method exceeded the shares that would have been issued. | |||||||||||||
For the years ended December 2013 and 2012, the Company had 3.5 million and 0.8 million of common share equivalents, respectively, primarily associated with the Company’s RSUs and stock options. As the Company recorded net losses from continuing operations for these years, all common share equivalents were excluded from the calculation of diluted earnings per share as their inclusion would have been anti-dilutive. As a result, basic and diluted earnings per share are equal for those years. |
Segment_Information
Segment Information | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Segment Reporting [Abstract] | |||||||||||||||||
Segment Information | 18. Segment Information | ||||||||||||||||
The US GAAP measures which the Chief Operating Decision Maker (the “CODM”) use to evaluate the performance of the Company are net revenue and Adjusted EBITDA, which is defined as net income (loss) from continuing operations excluding depreciation and amortization of property and equipment and acquired intangible assets, amortization of customer loyalty payments, interest, income taxes, gain (loss) on early extinguishment of debt, share of earnings (losses) in equity method investments, and items that the management and the CODM view as outside the normal course of operations such as, gain on sale of shares of Orbitz Worldwide, non-cash equity-based compensation, certain corporate and restructuring costs, certain litigation and related costs, and other non-cash items such as foreign currency gains (losses) on euro denominated debt and earnings hedges. Such adjustments are also excluded under the Company’s debt covenants. | |||||||||||||||||
Reportable segments are determined based on the financial information which is available and utilized on a regular basis by the CODM to assess financial performance and to allocate resources. The Company has one reportable segment. | |||||||||||||||||
The Company maintains operations in the United States, United Kingdom and other international territories. The geographic segment information provided below is classified based on geographic location of the Company’s subsidiaries: | |||||||||||||||||
(in $ millions) | United | United | All Other | Total | |||||||||||||
States | Kingdom | Countries | |||||||||||||||
Net Revenue | |||||||||||||||||
Year ended December 31, 2014 | 786 | 174 | 1,188 | 2,148 | |||||||||||||
Year ended December 31, 2013 | 772 | 162 | 1,142 | 2,076 | |||||||||||||
Year ended December 31, 2012 | 795 | 155 | 1,052 | 2,002 | |||||||||||||
Long-Lived Assets (excluding financial instruments and deferred tax assets) | |||||||||||||||||
As of December 31, 2014 | 1,341 | 18 | 1,112 | 2,471 | |||||||||||||
As of December 31, 2013 | 1,478 | 39 | 1,092 | 2,609 | |||||||||||||
As of December 31, 2012 | 1,630 | 31 | 1,054 | 2,715 | |||||||||||||
Net revenue by country is determined by the location code for the segment booking for transaction processing revenue and the domicile of the legal entity receiving the revenue for Airline IT Solutions revenue. Travel Commerce Platform revenue, consisting of air and beyond air, accounts for 95% of total Net revenue with revenue from Technology Services accounting for the remaining 5%. |
Related_Party_Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2014 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 19. Related Party Transactions |
Transactions with Entities Related to Owners | |
Prior to the comprehensive refinancing in April 2013, Blackstone was the ultimate controlling shareholder in the Company. Subsequent to the comprehensive refinancing, Blackstone continued to be a principal shareholder of the Company until September 2014 when the Company issued its common shares in an IPO. Blackstone has ownership interests in a broad range of companies and has affiliations with other companies. The Company has entered into commercial transactions on an arms-length basis in the ordinary course of business with these companies, including the sale and purchase of goods and services. For example, prior to comprehensive refinancing in 2013 and during the year ended December 31, 2012, the Company recorded revenue of approximately $9 million and $23 million, respectively, from Hilton Hotels Corporation and $3 million and $9 million, respectively, from Wyndham Hotel Group, (both Hilton Hotels Corporation and Wyndham Hotel Group being Blackstone portfolio companies) in connection with booking fees received. Other than as described herein, none of these transactions or arrangements is of great enough value to be considered material. | |
During 2014, 2013 and 2012, the Company paid approximately $11 million, $7 million and $2 million, respectively, to an affiliate of Blackstone for advisory and consulting services incurred in relation to debt for equity exchanges and refinancing transactions. | |
Pursuant to the Transaction and Monitoring Fee Arrangement (“TMFA”) agreement entered into in 2008 with Blackstone and an affiliate of Technology Crossover Ventures (“TCV”) (who were then principal shareholders of the Company) and its subsequent amendment in March 2013 (where Blackstone and TCV agreed (i) to a one-third reduction in the amount of fees that would otherwise be payable under TMFA, (ii) that the Company had no obligation to pay the advisory fee until the Company’s outstanding indebtedness under the second lien credit agreement is repaid, refined or extended and (iii) to share a portion of the fee with Angelo Gordon and Q Investments), the Company made payments of approximately $26 million, $6 million and $5 million during 2014, 2013 and 2012 respectively. As of December 31, 2014, there is no outstanding balance of obligation under the TMFA; however, as of December 31, 2013, the outstanding advisory fee payable was $26 million. | |
Transactions with Orbitz Worldwide | |
During the period from January 1, 2014 to July 22, 2014 and the years ended December 31, 2013 and 2012, (during which Orbitz Worldwide was an equity method investee of the Company), the Company had transactions and outstanding balances with Orbitz Worldwide. These are presented in Note 4. |
Discontinued_Operations
Discontinued Operations | 12 Months Ended |
Dec. 31, 2014 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | 20. Discontinued Operations |
In connection with the sale of the Gullivers Travel Association business to Kuoni in 2011, the Company agreed to indemnify Kuoni up to May 2017 for certain potential tax liabilities relating to pre-sale events. An estimate of the Company’s obligations under those indemnities is included within other non-current liabilities on the Company’s consolidated balance sheets as of December 31, 2014 and 2013. | |
During the years ended December 31, 2013 and 2012, the Company either settled certain of its obligations under those indemnities and/or determined the liabilities would not be payable due to expiration of the statute of limitations and realized a gain of $4 million and $7 million, respectively. |
Subsequent_Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2014 | |
Subsequent Events [Abstract] | |
Subsequent Events | 21. Subsequent Events |
On January 16, 2015, the Company amended its senior secured credit agreement to increase the amount of revolving credit commitments by $25 million, resulting in a total of $125 million of revolving credit facility commitments available to the Company. | |
On February 5, 2015, the Company sold all of its remaining investment in Orbitz Worldwide. | |
On February 19, 2015, the Company’s Board of Directors declared a cash dividend of $0.075 per common share for the fourth quarter of 2014. The dividend is payable on March 19, 2015 to shareholders of record on March 5, 2015. |
Schedule_IIValuation_and_Quali
Schedule II-Valuation and Qualifying Accounts | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Valuation and Qualifying Accounts [Abstract] | |||||||||||||||||
Schedule II-Valuation and Qualifying Accounts | SCHEDULE II—VALUATION AND QUALIFYING ACCOUNTS | ||||||||||||||||
DECEMBER 31, 2014, 2013 AND 2012 | |||||||||||||||||
(in $ millions) | Balance at | Charged to | Write-Offs and | Balance at End of | |||||||||||||
Beginning of | Expense or Other | Other Adjustments | Period | ||||||||||||||
Period | Accounts | ||||||||||||||||
Allowance for Doubtful Accounts: | |||||||||||||||||
Year ended December 31, 2014 | 13 | 3 | (2 | ) | 14 | ||||||||||||
Year ended December 31, 2013 | 16 | 4 | (7 | ) | 13 | ||||||||||||
Year ended December 31, 2012 | 22 | 4 | (10 | ) | 16 | ||||||||||||
Valuation Allowance for Deferred Tax Assets: | |||||||||||||||||
Year ended December 31, 2014 | 345 | 166 | (90 | ) | 421 | ||||||||||||
Year ended December 31, 2013 | 302 | 24 | 19 | 345 | |||||||||||||
Year ended December 31, 2012 | 323 | 48 | (69 | ) | 302 |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Accounting Policies [Abstract] | |||||
Consolidation Policy | Consolidation Policy | ||||
The Company’s financial statements include the accounts of Travelport, Travelport’s wholly-owned subsidiaries and entities controlled by Travelport, including where control is exercised by owning a majority of the entity’s outstanding common shares (eNett International (Jersy) Limited, IGT Solutions Private Limited and Travel-IT). The Company has eliminated intercompany transactions and balances in its financial statements. | |||||
Use of Estimates | Use of Estimates | ||||
The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts and classification of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expense during the reporting period. Actual results may differ materially from those estimates. | |||||
The Company’s accounting policies, which include significant estimates and assumptions, including the estimation of the collectability of accounts receivable, including amounts due from airlines that are in bankruptcy or which have faced financial difficulties, amounts for future cancellations of airline bookings processed through the Travel Commerce Platform, determination of the fair value of assets and liabilities acquired in a business combination, the evaluation of the recoverability of the carrying value of goodwill and intangible assets, discount rates and rates of return affecting the calculation of the assets and liabilities associated with the employee benefit plans and the evaluation of uncertainties surrounding the calculation of the Company’s tax assets and liabilities. | |||||
Revenue Recognition | Revenue Recognition | ||||
The Company provides global transaction processing and computer reservation services and provides travel marketing information to airline, car rental and hotel clients as described below. | |||||
Travel Commerce Platform Revenue | |||||
Travel Commerce Platform revenue primarily utilizes a transaction volume model to recognize revenue. The Company charges a fee per segment booked. The Company also receives a fee for cancellations of bookings previously made on the Company’s system and where tickets were issued by the Company that were originally booked on an alternative system. | |||||
Revenue for air travel reservations is recognized at the time of the booking of the reservation when it is contractually billed, net of estimated cancellations and anticipated incentives for customers. Cancellations prior to the date of departure are estimated based on the historical level of cancellations; such cancellations have not been significant, historically. The Company’s beyond air revenue, including hotel and car reservations, is recognized upon fulfillment of the reservation. Given hotel and car reservations can be cancelled at any time without penalty, revenue is recognized upon the fulfillment of the reservation when it is contractually billed and collectability of the revenue is reasonably assured. | |||||
The Company’s payment processing revenue is earned as a percentage of total transaction value in the form of interchange fees payable by banks. Revenue is recognized when the payment is processed. | |||||
The Company collects annual subscription fees from travel agencies, internet sites and other subscribers to access the applications on its Travel Commerce Platform, including providing the ability to access schedule and fare information, book reservations and issue tickets. These fees are recognized when the services are performed. | |||||
Technology Services Revenue | |||||
The Company collects fees, generally on a monthly basis under long-term contracts, for providing hosting solutions and other services to airlines such as pricing, shopping, ticketing, ground handling and other solutions. Such revenue is recognized as the services are performed. | |||||
Cost of Revenue | Cost of Revenue | ||||
Cost of revenue consists of direct costs incurred to generate the Company’s revenue, including commission paid to travel agencies and third-party national distribution companies (“NDCs”), amortization of customer loyalty payments, incentives paid to travel agencies who subscribe to the Company’s Travel Commerce Platform and costs for call center operations, data processing and related technology costs. Cost of revenue excludes depreciation and amortization of acquired intangible assets comprising of customer relationships. | |||||
Commission payments represent consideration to travel agencies and NDCs for reservations made on the Company’s Travel Commerce Platform. Commissions are provided in two ways depending on the terms of the contract: (i) variable per segment on a periodic basis over the term of the contract and (ii) upfront at the inception or modification of contracts. Variable commission is accrued in a period based on the estimated number of segments to be booked by the travel agent. For upfront commission, the Company establishes liabilities for these loyalty payments at the inception of the contract and capitalizes the customer loyalty payments as intangible assets. The amortization of the customer loyalty payments is then recognized as a component of revenue or cost of revenue over the life of the contract on a straight line basis (unless another method is more appropriate), as it expects the benefit of those assets, which are the air segments booked on its Travel Commerce Platform, to be realized evenly over the life of the contract. | |||||
In markets not supported by the Company’s sales and marketing organizations, the Company utilizes an NDC structure, where feasible, in order to take advantage of the NDC’s local industry knowledge. The NDC is responsible for cultivating the relationship with travel agencies in its territory, installing travel agents’ computer equipment, maintaining the hardware and software supplied to the travel agencies and providing ongoing customer support. The NDC earns a share of the booking fees generated in the NDC’s territory. | |||||
Cost of revenue also includes incentive payments to travel agencies for using the Company’s payment solutions. These commission costs are recognized in the same accounting period as the revenue generated from the related activities. | |||||
The direct technology costs related to revenue production, consisting of the development and maintenance costs for the mainframes, servers and software that is the shared infrastructure used to run the Company’s Travel Commerce Platform and Technology Services consist of service contracts with technology service providers, including on-site around-the-clock support for computer equipment and the cost of software licenses used to run the Company’s Travel Commerce Platform and its data center, other operating costs associated with running the Company’s Travel Commerce Platform, including facility and related running costs of the Company’s data center, technology costs related to maintaining the networks between the Company and its travel providers and its hosting solutions; salaries and benefits paid to employees for the development, delivery and implementation of software, the maintenance of mainframes, servers and software used in the Company’s data center and customer support, including call center operations. Direct technology costs are recognized as expenses in the period when the liability is incurred. | |||||
Advertising Expense | Advertising Expense | ||||
Advertising costs are expensed in the period incurred and include online marketing costs such as search and banner advertising, and offline marketing such as television, media and print advertising. Advertising expense, included in selling, general and administrative expenses on the consolidated statements of operations, was approximately $16 million, $17 million and $15 million for the years ended December 31, 2014, 2013 and 2012, respectively. | |||||
Income Taxes | Income Taxes | ||||
The provision for income taxes for annual periods is determined using the asset and liability method, under which deferred tax assets and liabilities are calculated based on the temporary differences between the financial statement carrying amounts and income tax bases of assets and liabilities using currently enacted tax rates. The deferred tax assets are recorded net of a valuation allowance when, based on the weight of available evidence, it is more likely than not that some portion or all of the recorded deferred tax assets will not be realized in future periods. Decreases to the valuation allowance are recorded as reductions to the provision for income taxes and increases to the valuation allowance result in additional provision for income taxes. The realization of the deferred tax assets, net of a valuation allowance, is primarily dependent on the ability to generate taxable income. A change in the Company’s estimate of future taxable income may require an addition or reduction to the valuation allowance. | |||||
The benefit from an uncertain income tax position is not recognized if it has less than a 50% likelihood of being sustained upon audit by the relevant authority. For positions that are more than 50% likely to be sustained, the benefit is recognized at the largest amount that is more-likely-than-not to be sustained. An uncertain income tax position is not recognized if it has less than a 50% likelihood of being sustained. Where a net operating loss carried forward, a similar tax loss or a tax credit carry forward exists, an unrecognized tax benefit is presented as a reduction to a deferred tax asset. Otherwise, the Company classifies its obligations for uncertain tax positions as other non-current liabilities unless expected to be paid within one year. Liabilities expected to be paid within one year are included in the accrued expenses and other current liabilities account. Interest and penalties are recorded in both the accrued expenses and other current liabilities, and other non-current liabilities accounts. The Company recognizes interest and penalties accrued related to unrecognized tax positions as part of the provision for income taxes. | |||||
Cash and Cash Equivalents | Cash and Cash Equivalents | ||||
The Company considers highly-liquid investments purchased with an original maturity of three months or less to be cash equivalents. | |||||
Accounts Receivable and Allowance for Doubtful Accounts | Accounts Receivable and Allowance for Doubtful Accounts | ||||
The Company’s trade receivables are reported in the consolidated balance sheets net of an allowance for doubtful accounts. The Company evaluates the collectability of accounts receivable based on a combination of factors. In circumstances where the Company is aware of a specific customer’s inability to meet its financial obligations (e.g., bankruptcy filings, failure to pay amounts due to the Company, or other known customer liquidity issues), the Company records a specific reserve for bad debts in order to reduce the receivable to the amount reasonably believed to be collectable. For all other customers, the Company recognizes a reserve for estimated bad debts. Due to the number of different countries in which the Company operates, its policy of determining when a reserve is required to be recorded considers the appropriate local facts and circumstances that apply to an account. Accordingly, the length of time to collect does not necessarily indicate an increased credit risk. In all instances, local review of accounts receivable is performed on a regular basis by considering factors such as historical experience, credit worthiness, the age of the accounts receivable balances, and current economic conditions that may affect a customer’s ability to pay. | |||||
Bad debt expense is recorded in selling, general and administrative expenses on the consolidated statements of operations and amounted to $3 million, $4 million and $4 million for the years ended December 31, 2014, 2013 and 2012, respectively. | |||||
Derivative Instruments | Derivative Instruments | ||||
The Company uses derivative instruments as part of its overall strategy to manage exposure to market risks primarily associated with fluctuations in foreign currency and interest rates. All derivatives are recorded at fair value either as assets or liabilities. As a matter of policy, the Company does not use derivatives for trading or speculative purposes and does not offset derivative assets and liabilities. | |||||
As of December 31, 2014, there were no derivative contracts that the Company has designated as accounting hedges, although during 2014 and 2013, the Company had designated its interest-rate cap derivative contracts as cash flow hedges. The effective portion of changes in the fair value of derivative contracts designated as cash flow hedging instruments are recorded as a component of accumulated other comprehensive income (loss). The ineffective portion is reported directly in earnings in the consolidated statements of operations. Amounts included in accumulated other comprehensive income (loss) are recognized in earnings in the same period during which the hedged cash flow affects earnings, or are recognized earlier where the cash flow hedges are determined to be ineffective, or where the derivative contracts are terminated prior to maturity and the cash outflows hedged are not considered as probable of occurring. | |||||
Changes in the fair value of derivatives not designated as hedging instruments are recognized directly in earnings in the consolidated statements of operations. | |||||
Fair Value Measurement | Fair Value Measurement | ||||
The financial assets and liabilities on the Company’s consolidated balance sheets that are required to be recorded at fair value on a recurring basis are assets and liabilities related to derivative instruments and available-for-sale securities. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. In determining fair value, the Company uses various valuation approaches. A hierarchy has been established for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs that market participants would use in pricing the asset or liability based on market rates obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company’s estimates about the assumptions market participants would use in the pricing of the asset or liability based on the best information available. The hierarchy is broken down into three levels based on the reliability of inputs as follows: | |||||
Level 1— | Valuations based on quoted prices in active markets for identical assets or liabilities that the Company has the ability to access. | ||||
Level 2— | Valuations based on quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly. | ||||
Level 3— | Valuations based on inputs that are unobservable and significant to overall fair value measurement. | ||||
The Company determines the fair value of its derivative instruments using pricing models that use inputs from actively quoted markets for similar instruments that do not entail significant judgment. These amounts include fair value adjustments related to the Company’s own credit risk and counterparty credit risk. When such adjustments constitute more than 15% of the unadjusted fair value of derivative instruments for two successive quarters, the entire instrument is classified within Level 3 of the fair value hierarchy. | |||||
The Company determines the fair value of its available-for-sale securities based on the quoted market price of the security as of the reporting date. The change in fair value for available-for-sale securities is recorded, net of taxes, as a component of accumulated other comprehensive loss on the consolidated balance sheets. | |||||
Property and Equipment | Property and Equipment | ||||
Property and equipment (including leasehold improvements) are recorded at historical cost, net of accumulated depreciation and amortization. Depreciation, recorded as a component of depreciation and amortization expense on the consolidated statements of operations, is computed using the straight-line method over the estimated useful lives of the related assets. Amortization of leasehold improvements, also recorded as a component of depreciation and amortization, is computed using the straight-line method over the shorter of the estimated benefit period of the related assets or the lease term. Useful lives of various property and equipment are as follows: | |||||
Capitalized software | 3 to 10 years | ||||
Furniture, fixtures and equipment | 3 to 7 years | ||||
Buildings | up to 30 years | ||||
Leasehold improvements | up to 20 years | ||||
Capitalization of software developed for internal use commences during the development phase of the project. The Company amortizes software developed for internal use on a straight-line basis when such software is substantially ready for use. For the years ended December 31, 2014, 2013 and 2012, the Company amortized software costs developed for internal use of $87 million, $65 million and $89 million, respectively, as a component of depreciation and amortization expense on the consolidated statements of operations. Travelport policy is to capitalize interest cost as a component of historical cost where an asset is being constructed for Travelport’s own use. The amount of interest on capital projects capitalized was $8 million, $6 million and $3 million for the years ended December 31, 2014, 2013 and 2012, respectively. | |||||
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets | ||||
The Company’s intangible assets with indefinite-lives comprise of Goodwill, Trademarks and Tradenames. These indefinite-lived intangible assets are not amortized, but rather are tested for impairment annually, or more frequently if circumstances indicate impairment may have occurred. | |||||
The Company’s amortizable intangible assets comprise of (i) acquired intangible assets, consisting of customer and vendor relationships and (ii) customer loyalty payments. The Company generally amortizes these intangible assets on a straight-line basis (unless another method is more appropriate) over their estimated useful lives of: | |||||
Acquired intangible assets | 5 to 25 years | ||||
Customer loyalty payments | 3 to 7 years (contract period) | ||||
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets | ||||
The Company assesses goodwill and other indefinite-lived intangible assets for impairment annually, or more frequently if circumstances indicate impairment may have occurred. The Company may qualitatively assess impairment factors to determine if it is more likely than not that the fair value of the reporting unit is less than its carrying value and if, as a result of qualitative assessment or if the Company determines quantitatively that the fair value of the reporting unit (determined utilizing estimated future discounted cash flows and assumptions that it believes marketplace participants would utilize) is less than its carrying value, the Company proceeds to assess impairment of goodwill. The level of impairment is assessed by allocating the total estimated fair value of the reporting unit to the fair value of the individual assets and liabilities of that reporting unit, as if that reporting unit is being acquired in a business combination. The remaining value represents the implied fair value of the goodwill, which if lower than its carrying value results in an impairment of goodwill to the extent the carrying value of goodwill exceeds its implied fair value. Other indefinite-lived assets are tested for impairment by estimating their fair value utilizing estimated future discounted cash flows attributable to those assets and are written down to the estimated fair value where necessary. The Company uses comparative market multiples, if available and other factors to corroborate the discounted cash flow results. | |||||
The Company performs its annual impairment testing for goodwill and other indefinite-lived intangible assets in the fourth quarter of each year subsequent to substantially completing its annual forecasting process or more frequently if circumstances indicate impairment may have occurred. The Company performed its annual impairment test during the fourth quarter of 2014 and did not identify any impairment. | |||||
The Company evaluates the recoverability of its other long-lived assets, including definite-lived intangible assets, if circumstances indicate impairment may have occurred. This analysis is performed by comparing the respective carrying values of the assets to the current and expected future cash flows, on an undiscounted basis, to be generated from such assets. If such analysis indicates that the carrying value of these assets is not recoverable, the carrying value of such assets is reduced to fair value through a charge to the consolidated statements of operations. | |||||
The Company’s available-for-sale securities are reviewed to identify other-than-temporary impairments in value. In evaluating whether a decline in value is other-than-temporary, the Company considers several factors including, but not limited to the following: (1) the extent and the duration of the decline; (2) the reasons for the decline in value; and (3) the financial condition of and near-term prospects of the issuer. The Company also considers the ability and intent to hold the investment for a period of time to allow for a recovery of value. When it is determined that a decline in value of an equity security is other-than-temporary, the equity security is reduced to its fair value, with a corresponding charge to earnings. | |||||
Accumulated Other Comprehensive Income (Loss) | Accumulated Other Comprehensive Income (Loss) | ||||
Accumulated other comprehensive income (loss), net of taxes, consists of accumulated foreign currency translation adjustments, unrealized gains and losses on derivative financial instruments designated as cash flow hedges, unrealized actuarial gains and losses on defined benefit plans, share of unrealized gains and losses of accumulated other comprehensive income (loss) of equity method investments and unrealized gain and losses related to available-for-sale securities. | |||||
Foreign Currency | Foreign Currency | ||||
On consolidation, assets and liabilities of subsidiaries having non-U.S. dollar functional currencies are translated at period end exchange rates and their results of operations are translated into U.S. dollars at the average exchange rates for the period. The gains and losses resulting from translating these financial statements into US dollars, are included in accumulated other comprehensive income (loss) on the consolidated balance sheets and are included in net income (loss) only upon sale or liquidation of the underlying non-U.S. dollar function currency entity. | |||||
Transactions in currencies other than functional currency of an entity are recorded at the rate of exchange prevailing on the date of the transaction. Monetary assets and liabilities in currencies other than the functional currency are translated at the rate of exchange prevailing at the balance sheet date. Gains and losses resulting from such transactions and translations are included in earnings as a component of selling, general and administrative expense, in the consolidated statements of operations, except where the balances in non-US dollar functional currency represent certain intercompany loans determined to be of long-term investment in nature, in which case, the translation gains and losses are included in accumulated other comprehensive income (loss) on the consolidated balance sheets. The effect of exchange rates on cash balances denominated in foreign currency is included as a separate component in the consolidated statements of cash flows. | |||||
Equity-Based Compensation | Equity-Based Compensation | ||||
The Company has equity-based compensation plans that provide for grants of restricted stock units (“RSUs”) and stock options to employees and non-employee directors of the Company who perform services for the Company. | |||||
The Company expenses all equity-based compensation on a straight-line basis over the requisite service period based upon the fair value of the award on the date of grant, the estimated achievement of any performance targets and anticipated staff retention. The awards under equity-based compensation are classified as equity and included as a component of equity on the Company’s consolidated balance sheets, as the ultimate payment of such awards will not be achieved through use of the Company’s cash or other assets. | |||||
TDS Investor (Cayman) L.P., the partnership which, prior to the comprehensive refinancing in April 2013, indirectly owned a majority shareholding in the Company, provided for equity-based, long-term incentive programs for the purpose of retaining certain key employees of the Company. Under several plans within these programs, key employees were granted restricted equity units (“REUs”) and/or partnership interests in the Partnership. The Company has recognized the expense related to these awards in its consolidated statements of operations. | |||||
Net Income Per Common Share | Net Income Per Common Share | ||||
Basic net income per common share is computed by dividing the net income available to the Company by the weighted average number of common shares outstanding during the period. Diluted net income per common share is computed by dividing the net income available to the Company by the weighted average number of common shares outstanding and potentially dilutive securities outstanding during the period. Potentially dilutive securities include stock options and unvested RSUs outstanding during the period, calculated using the treasury stock method. Potentially dilutive securities are excluded from the computations of diluted earnings per share if their effect would be antidilutive. | |||||
Pension and Other Post-Retirement Benefits | Pension and Other Post-Retirement Benefits | ||||
The Company sponsors a defined contribution savings plan, under which the Company matches the contributions of participating employees on the basis specified by the plan. The Company’s costs for contributions to this plan are recognized, as a component of selling, general and administrative expense, in the Company’s consolidated statements of operations as such costs are incurred. | |||||
The Company also sponsors both non-contributory and contributory defined benefit pension plans whereby benefits are based on an employee’s years of credited service and a percentage of final average compensation, or as otherwise described by the plan. The Company also maintains other post-retirement health and welfare benefit plans for certain eligible employees. The Company recognizes the funded status of its pension and other post-retirement defined benefit plans within other non-current assets, accrued expenses and other current liabilities, and other non-current liabilities on its consolidated balance sheets. The measurement date used to determine benefit obligations and the fair value of assets for all plans is December 31 of each year. | |||||
Pension and other post-retirement defined benefit costs are recognized in the Company’s consolidated statements of operations based upon various actuarial assumptions including expected return rates on plan assets, discount rates, employee turnover, healthcare costs and mortality rates. Actuarial gains or losses arise from actual returns on plan assets being different to expected return and from changes in the projected benefit obligation and are deferred within accumulated other comprehensive income (loss), net of tax. | |||||
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements | ||||
Income Statement—Extraordinary and Unusual Items | |||||
In January 2015, the Financial Accounting Standards Board (the “FASB”) issued an update as an initiative to reduce complexity in accounting standards by eliminating the concept of extraordinary items from US GAAP. This update eliminates the requirements to consider whether an underlying event or transaction is extraordinary, however the presentation and disclosure guidance for items that are unusual in nature or occur infrequently are retained and are expanded to include items that are both unusual in nature and infrequently occurring. The guidance is applicable to the Company for interim and annual reporting periods beginning after December 15, 2015, with early adoption permitted and may be applied retrospectively or prospectively. The Company does not anticipate an impact on the consolidated financial statements resulting from the adoption of this guidance. | |||||
Business Combinations—Pushdown Accounting | |||||
In November 2014, the FASB issued guidance on whether and at what threshold an acquired business or not-for-profit organization can apply pushdown accounting. The guidance also gives an acquired business the option to apply pushdown accounting in its separate financial statements when an acquirer obtains control of the acquired business. It requires disclosures that enable users of financial statements to better evaluate the effects of pushdown accounting. This guidance was effective on the date of issuance. There was no impact on the Company’s consolidated financial statements on the adoption of this update. | |||||
Going Concern | |||||
In August 2014, the FASB issued guidance on disclosures of uncertainties about an entity’s ability to continue as a going concern. The guidance requires management to assess a company’s ability to continue as a going concern and to provide related footnote disclosures in certain circumstances. Disclosures are required when conditions give rise to substantial doubt about the company’s ability to continue as a going concern within one year from the financial statements issuance date. The guidance is applicable to the Company for the annual period ending December 31, 2016 and all annual and interim periods thereafter. The Company does not anticipate an impact on the consolidated financial statements resulting from the adoption of this guidance. | |||||
Compensation—Stock Compensation | |||||
In June 2014, the FASB issued guidance on accounting for stock compensation where share-based payment awards granted to employees require specific performance targets to be achieved in order for employees to become eligible to vest in the awards and such performance targets could be achieved after an employee completes the requisite service period. The amendment in this update requires a performance target that affects vesting and that could be achieved after the requisite service period to be treated as a performance condition. The guidance is applicable to the Company for interim and annual reporting periods beginning after December 15, 2015, although earlier adoption is permitted. The Company does not anticipate an impact on the consolidated financial statements resulting from the adoption of this guidance. | |||||
Revenue Recognition | |||||
In May 2014, the FASB issued guidance on revenue from contracts with customers that will supersede most current revenue recognition guidance, including industry-specific guidance. The underlying principle is that an entity will recognize revenue to depict the transfer of goods or services to customers at an amount that the entity expects to be entitled to in exchange for those goods or services. The guidance provides a five-step analysis of transactions to determine when and how revenue is recognized. Other major provisions include capitalization of certain contract costs, consideration of the time value of money in the transaction price, and allowing estimates of variable consideration to be recognized before contingencies are resolved in certain circumstances. The guidance also requires enhanced disclosures regarding the nature, amount, timing and uncertainty of revenue and cash flows arising from an entity’s contracts with customers. The guidance is applicable to the Company for the interim and annual reporting periods beginning after December 15, 2016, with early adoption not permitted. The guidance permits the use of either a retrospective or cumulative effect transition method. The Company has not yet selected a transition method and is currently evaluating the impact of the amended guidance on its consolidated financial statements. | |||||
Discontinued Operations | |||||
In April 2014, the FASB issued guidance on discontinued operations that increased the threshold for a disposal to qualify as a discontinued operation and requires new disclosures of both discontinued operations and certain other disposals that do not meet the definition of a discontinued operation. This guidance is applicable to the Company on a prospective basis for interim and annual reporting periods beginning after December 15, 2014 although early adoption is permitted. The Company does not anticipate an impact on the consolidated financial statements resulting from the adoption of this guidance, other than disclosures. | |||||
Presentation of an Unrecognized Tax Benefit | |||||
In July 2013, the FASB issued guidance on the presentation of an unrecognized tax benefit as a reduction to a deferred tax asset when a net operating loss (“NOL”) carry forward, a similar tax loss, or a tax credit carry forward exists except in certain circumstances. The Company adopted the provisions of this guidance effective January 1, 2014, as required. There was no impact on the consolidated financial statements resulting from the adoption of this guidance. | |||||
Accounting for Cumulative Translation Adjustment | |||||
In March 2013, the FASB issued guidance on a parent company’s accounting for the cumulative translation adjustment upon derecognition of certain subsidiaries or groups of assets within a foreign entity. The guidance provides the cumulative translation adjustment should be released into net income only if the sale or transfer results in the complete or substantially complete liquidation of the foreign entity in which the subsidiary or group of assets had resided, or, if a controlling financial interest is no longer held. This guidance is applicable to the Company on a prospective basis for interim and annual reporting periods beginning after December 15, 2014 although early adoption is permitted. The Company does not anticipate an impact on the consolidated financial statements resulting from the adoption of this guidance. |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Tables) | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Accounting Policies [Abstract] | |||||
Useful Lives of Various Property and Equipment | Useful lives of various property and equipment are as follows: | ||||
Capitalized software | 3 to 10 years | ||||
Furniture, fixtures and equipment | 3 to 7 years | ||||
Buildings | up to 30 years | ||||
Leasehold improvements | up to 20 years | ||||
Amortization of Intangible Assets Over Estimated Useful Lives | The Company generally amortizes these intangible assets on a straight-line basis (unless another method is more appropriate) over their estimated useful lives of: | ||||
Acquired intangible assets | 5 to 25 years | ||||
Customer loyalty payments | 3 to 7 years (contract period) |
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Income Tax Disclosure [Abstract] | |||||||||||||
Provision for Income Taxes | The provision for income taxes consisted of: | ||||||||||||
(in $ millions) | Year Ended | Year Ended | Year Ended | ||||||||||
December 31, | December 31, | December 31, | |||||||||||
2014 | 2013 | 2012 | |||||||||||
Current | |||||||||||||
US Federal | $ | (1 | ) | $ | — | $ | (2 | ) | |||||
US State | — | 2 | (2 | ) | |||||||||
Non-US | (29 | ) | (21 | ) | (17 | ) | |||||||
(30 | ) | (19 | ) | (21 | ) | ||||||||
Deferred | |||||||||||||
US Federal | (10 | ) | 3 | (3 | ) | ||||||||
Non-US | 4 | (2 | ) | (1 | ) | ||||||||
(6 | ) | 1 | (4 | ) | |||||||||
Non-current | |||||||||||||
Liabilities for uncertain tax positions | (3 | ) | (2 | ) | 2 | ||||||||
Provision for income taxes | $ | (39 | ) | $ | (20 | ) | $ | (23 | ) | ||||
Income (Loss) from Continuing Operations Before Income Taxes and Share of (Losses) Earnings in Equity Method Investments for US and Non-US Operations | Income (loss) from continuing operations before income taxes and share of (losses) earnings in equity method investments for US and non-US operations consisted of: | ||||||||||||
(in $ millions) | Year Ended | Year Ended | Year Ended | ||||||||||
December 31, | December 31, | December 31, | |||||||||||
2014 | 2013 | 2012 | |||||||||||
US | $ | 22 | $ | 14 | $ | (59 | ) | ||||||
Non-US | 109 | (211 | ) | (143 | ) | ||||||||
Income (loss) from continuing operations before income taxes and share of (losses) earnings in equity method investments | 131 | $ | (197 | ) | $ | (202 | ) | ||||||
Deferred Income Tax Assets and Liabilities | Deferred income tax assets and liabilities were comprised of: | ||||||||||||
(in $ millions) | December 31, | December 31, | |||||||||||
2014 | 2013 | ||||||||||||
Deferred tax assets: | |||||||||||||
NOL and tax credit carry forwards | $ | 400 | $ | 293 | |||||||||
Pension liability | 51 | 24 | |||||||||||
Accrued liabilities and deferred income | 22 | 17 | |||||||||||
Equity-based compensation | 7 | — | |||||||||||
Allowance for doubtful accounts | 2 | 4 | |||||||||||
Other assets | 4 | 21 | |||||||||||
Less: Valuation allowance | (421 | ) | (345 | ) | |||||||||
Total deferred tax assets | 65 | 14 | |||||||||||
Netted against deferred tax liabilities | (51 | ) | (8 | ) | |||||||||
Deferred tax assets recognized on the balance sheet | 14 | 6 | |||||||||||
Deferred tax liabilities: | |||||||||||||
Accumulated depreciation and amortization | (90 | ) | (44 | ) | |||||||||
Other | (15 | ) | (6 | ) | |||||||||
Total deferred tax liabilities | (105 | ) | (50 | ) | |||||||||
Netted against deferred tax assets | 51 | 8 | |||||||||||
Deferred tax liabilities recognized on the balance sheet | (54 | ) | (42 | ) | |||||||||
Net deferred tax liability | $ | (40 | ) | $ | (36 | ) | |||||||
Provision for Income Taxes Differs from Tax (Provision) Benefit at US Federal Statutory Rate | The Company’s provision for income taxes differs from its tax (provision) benefit at the US Federal statutory rate of 35% as follows: | ||||||||||||
(in $ millions) | Year Ended | Year Ended | Year Ended | ||||||||||
December 31, | December 31, | December 31, | |||||||||||
2014 | 2013 | 2012 | |||||||||||
Tax (provision) benefit at US federal statutory rate of 35% | (46 | ) | $ | 69 | $ | 71 | |||||||
Taxes on non-US operations at alternative rates | 66 | (17 | ) | (49 | ) | ||||||||
Liability for uncertain tax positions | (3 | ) | (2 | ) | 2 | ||||||||
Change in valuation allowance | (138 | ) | (66 | ) | (46 | ) | |||||||
Non-taxable income | 104 | — | — | ||||||||||
Non-deductible expenses | (19 | ) | (7 | ) | (4 | ) | |||||||
Adjustment in respect of prior years | 1 | 3 | 5 | ||||||||||
Other | (4 | ) | — | (2 | ) | ||||||||
Provision for income taxes | (39 | ) | $ | (20 | ) | $ | (23 | ) | |||||
Reconciliation of Beginning and Ending Amounts of Unrecognized Tax Benefits | A reconciliation of the beginning and ending amounts of unrecognized tax benefits is as follows: | ||||||||||||
(in $ millions) | December 31, | December 31, | December 31, | ||||||||||
2014 | 2013 | 2012 | |||||||||||
Unrecognized tax benefit—opening balance | $ | 24 | $ | 23 | $ | 25 | |||||||
Gross increases—tax positions in prior periods | 2 | 8 | 6 | ||||||||||
Gross decreases—tax positions in prior periods | — | (5 | ) | (6 | ) | ||||||||
Gross increases—tax positions in current period | 1 | 1 | — | ||||||||||
Decrease related to lapsing of statute of limitations | (1 | ) | (2 | ) | (2 | ) | |||||||
Settlements | — | (1 | ) | — | |||||||||
Unrecognized tax benefit—ending balance | $ | 26 | $ | 24 | $ | 23 | |||||||
Orbitz_Worldwide_Tables
Orbitz Worldwide (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Equity Method Investments and Joint Ventures [Abstract] | |||||||||||||
Summary Balance Sheets and Results of Operations for Orbitz Worldwide | Presented below are the summary balance sheets for Orbitz Worldwide as of June 30, 2014 and December 31, 2013: | ||||||||||||
(in $ millions) | June 30, | December 31, | |||||||||||
2014 | 2013 | ||||||||||||
(unaudited) | |||||||||||||
Current assets | $ | 453 | $ | 243 | |||||||||
Non-current assets | 881 | 865 | |||||||||||
Total assets | $ | 1,334 | $ | 1,108 | |||||||||
Current liabilities | $ | 801 | $ | 558 | |||||||||
Non-current assets | 499 | 508 | |||||||||||
Total liabilities | $ | 1,300 | 1,066 | ||||||||||
Presented below are the summary results of operations for Orbitz Worldwide for the six months ended June 30, 2014 and for the years ended December 31, 2013 and 2012: | |||||||||||||
(in $ millions) | Six Months Ended | Year Ended | Year Ended | ||||||||||
June 30, 2014 | December 31, 2013 | December 31, 2012 | |||||||||||
(unaudited) | |||||||||||||
Net revenue | $ | 458 | $ | 847 | $ | 779 | |||||||
Operating expenses | 424 | 782 | 720 | ||||||||||
Impairment of goodwill, intangible assets, property and equipment and other long-lived assets | — | 3 | 321 | ||||||||||
Operating income (loss) | 34 | 62 | (262 | ) | |||||||||
Interest expense, net | (18 | ) | (44 | ) | (37 | ) | |||||||
Loss on early extinguishment of debt | (2 | ) | (18 | ) | — | ||||||||
Income (loss) before income taxes | 14 | — | (299 | ) | |||||||||
(Provision for) benefit from income taxes | (13 | ) | 165 | (3 | ) | ||||||||
Net income (loss) | $ | 1 | $ | 165 | $ | (302 | ) | ||||||
Other_Current_Assets_Tables
Other Current Assets (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |||||||||
Summary of Other Current Assets | Other current assets consisted of: | ||||||||
(in $ millions) | December 31, | December 31, | |||||||
2014 | 2013 | ||||||||
Sales and use tax receivables | $ | 28 | $ | 30 | |||||
Prepaid expenses | 20 | 22 | |||||||
Prepaid incentives | 13 | 20 | |||||||
Restricted cash | 9 | 44 | |||||||
Available-for-sale securities | 6 | — | |||||||
Derivative assets | — | 3 | |||||||
Other | 8 | 15 | |||||||
$ | 84 | $ | 134 | ||||||
Property_and_Equipment_Net_Tab
Property and Equipment, Net (Tables) | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||
Property, Plant and Equipment [Abstract] | |||||||||||||||||||||||||
Summary of Property and Equipment, Net | Property and equipment, net, consisted of: | ||||||||||||||||||||||||
December 31, 2014 | December 31, 2013 | ||||||||||||||||||||||||
(in $ millions) | Cost | Accumulated | Net | Cost | Accumulated | Net | |||||||||||||||||||
depreciation | depreciation | ||||||||||||||||||||||||
Capitalized software | $ | 772 | $ | (554 | ) | $ | 218 | $ | 650 | $ | (449 | ) | $ | 201 | |||||||||||
Computer equipment | 297 | (175 | ) | 122 | 281 | (139 | ) | 142 | |||||||||||||||||
Building and leasehold improvements | 24 | (9 | ) | 15 | 17 | (8 | ) | 9 | |||||||||||||||||
Construction in progress | 59 | — | 59 | 76 | — | 76 | |||||||||||||||||||
$ | 1,152 | $ | (738 | ) | $ | 414 | $ | 1,024 | $ | (596 | ) | $ | 428 | ||||||||||||
Intangible_Assets_Tables
Intangible Assets (Tables) | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | |||||||||||||||||||||
Changes in Carrying Amount of Goodwill and Intangible Assets | The changes in the carrying amount of goodwill and intangible assets for the Company between January 1, 2014 and December 31, 2014 are as follows: | ||||||||||||||||||||
(in $ millions) | January 1, | Additions | Retirements | Foreign | December 31, | ||||||||||||||||
2014 | Exchange | 2014 | |||||||||||||||||||
Non-Amortizable Assets: | |||||||||||||||||||||
Goodwill | $ | 986 | 13 | — | (2 | ) | 997 | ||||||||||||||
Trademarks and tradenames | 314 | — | — | — | 314 | ||||||||||||||||
Other Intangible Assets: | |||||||||||||||||||||
Acquired intangible assets | 1,129 | — | — | — | 1,129 | ||||||||||||||||
Accumulated amortization | (610 | ) | (77 | ) | — | — | (687 | ) | |||||||||||||
Acquired intangible assets, net | 519 | (77 | ) | — | — | 442 | |||||||||||||||
Customer loyalty payments | 306 | 105 | (77 | ) | — | 334 | |||||||||||||||
Accumulated amortization | (154 | ) | (76 | ) | 77 | (4 | ) | (157 | ) | ||||||||||||
Customer loyalty payments, net | 152 | 29 | — | (4 | ) | 177 | |||||||||||||||
Other intangible assets, net | $ | 671 | (48 | ) | — | (4 | ) | 619 | |||||||||||||
The changes in the carrying amount of goodwill and intangible assets for the Company between January 1, 2013 and December 31, 2013 are as follows: | |||||||||||||||||||||
(in $ millions) | January 1, | Additions | Retirements | Foreign | December 31, | ||||||||||||||||
2013 | Exchange | 2013 | |||||||||||||||||||
Non-Amortizable Assets: | |||||||||||||||||||||
Goodwill | 986 | — | — | — | 986 | ||||||||||||||||
Trademarks and tradenames | 314 | — | — | — | 314 | ||||||||||||||||
Other Intangible Assets: | |||||||||||||||||||||
Acquired intangible assets | 1,129 | — | — | — | 1,129 | ||||||||||||||||
Accumulated amortization | (530 | ) | (80 | ) | — | — | (610 | ) | |||||||||||||
Acquired intangible assets, net | 599 | (80 | ) | — | — | 519 | |||||||||||||||
Customer loyalty payments | 274 | 98 | (66 | ) | — | 306 | |||||||||||||||
Accumulated amortization | (156 | ) | (63 | ) | 66 | (1 | ) | (154 | ) | ||||||||||||
Customer loyalty payments, net | 118 | 35 | — | (1 | ) | 152 | |||||||||||||||
Other intangible assets, net | 717 | (45 | ) | — | (1 | ) | 671 | ||||||||||||||
Expected Amortization Expense | The Company expects amortization expense relating to acquired intangible assets and customer loyalty payments balances as of December 31, 2014 to be: | ||||||||||||||||||||
Year Ending December 31, | |||||||||||||||||||||
(in $ millions) | Acquired Intangible | Customer Loyalty | |||||||||||||||||||
Assets | Payments | ||||||||||||||||||||
2015 | 68 | 56 | |||||||||||||||||||
2016 | 46 | 40 | |||||||||||||||||||
2017 | 42 | 29 | |||||||||||||||||||
2018 | 41 | 21 | |||||||||||||||||||
2019 | 41 | 10 | |||||||||||||||||||
Other_NonCurrent_Assets_Tables
Other Non-Current Assets (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Text Block [Abstract] | |||||||||
Summary of Other Non-Current Assets | Other non-current assets consisted of: | ||||||||
(in $ millions) | December 31, | December 31, | |||||||
2014 | 2013 | ||||||||
Deferred financing costs (see Note 10) | $ | 37 | $ | 40 | |||||
Supplier prepayments | 24 | 24 | |||||||
Pension assets | 3 | 11 | |||||||
Prepaid incentives | 8 | 22 | |||||||
Derivative assets | — | 8 | |||||||
Other | 29 | 34 | |||||||
$ | 101 | $ | 139 | ||||||
Accrued_Expenses_and_Other_Cur1
Accrued Expenses and Other Current Liabilities (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Payables and Accruals [Abstract] | |||||||||
Summary of Accrued Expenses and Other Current Liabilities | Accrued expenses and other current liabilities consisted of: | ||||||||
(in $ millions) | December 31, | December 31, | |||||||
2014 | 2013 | ||||||||
Accrued commissions and incentives | $ | 260 | $ | 253 | |||||
Accrued payroll and related | 59 | 80 | |||||||
Deferred revenue | 27 | 30 | |||||||
Accrued interest expense | 18 | 73 | |||||||
Income tax payable | 16 | 15 | |||||||
Derivative contracts | 16 | 1 | |||||||
Customer prepayments | 9 | 44 | |||||||
Pension and post-retirement benefit liabilities | 2 | 1 | |||||||
Accrued sponsor monitoring fees | — | 26 | |||||||
Other | 19 | 17 | |||||||
$ | 426 | $ | 540 | ||||||
LongTerm_Debt_Tables
Long-Term Debt (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Debt Disclosure [Abstract] | |||||||||||||||||
Summary of Long-Term Debt | Long-term debt consisted of: | ||||||||||||||||
(in $ millions) | Interest | Maturity | December 31, | December 31, | |||||||||||||
rate | 2014 | 2013 | |||||||||||||||
Secured debt | |||||||||||||||||
Senior Secured Credit Agreement | |||||||||||||||||
Term loans | |||||||||||||||||
Dollar denominated(1) | L+5% | September 2021 | $ | 2,347 | $ | — | |||||||||||
Dollar denominated (repaid and/or exchanged in 2014)(2) | L+5% | — | 1,525 | ||||||||||||||
Revolver borrowings | |||||||||||||||||
Dollar denominated | L+5% | Sep-19 | — | — | |||||||||||||
Dollar denominated (terminated in | L+5% | — | — | ||||||||||||||
2014)(2) | |||||||||||||||||
Second Lien Credit Agreement | |||||||||||||||||
Tranche 1 dollar denominated term loan (repaid and/or exchanged in 2014)(3) | L+8% | — | 644 | ||||||||||||||
Tranche 2 dollar denominated term loan (repaid in 2014)(4) | 8 3⁄8% | — | 234 | ||||||||||||||
Unsecured debt | |||||||||||||||||
Senior Notes | |||||||||||||||||
Dollar denominated notes (repaid and/or exchanged in 2014)(5) | 13 7⁄8 | % | — | 411 | |||||||||||||
Dollar denominated floating rate notes (repaid and/or exchanged in 2014)(6) | L+8 5⁄8 | % | — | 188 | |||||||||||||
Senior Subordinated Notes | |||||||||||||||||
Dollar denominated notes (repaid and/or exchanged in 2014) | 11 7⁄8 | % | — | 272 | |||||||||||||
Euro denominated notes (repaid and/or exchanged in 2014) | 10 7⁄8 | % | — | 192 | |||||||||||||
Capital leases | 93 | 107 | |||||||||||||||
Total debt | 2,440 | 3,573 | |||||||||||||||
Less: current portion | 56 | 45 | |||||||||||||||
Long-term debt | $ | 2,384 | $ | 3,528 | |||||||||||||
-1 | Minimum LIBOR floor of 1.00% | ||||||||||||||||
-2 | Minimum LIBOR floor of 1.25% | ||||||||||||||||
-3 | Minimum LIBOR floor of 1.5% | ||||||||||||||||
-4 | Cash interest of 4% and payment-in-kind interest of 4.375% | ||||||||||||||||
-5 | Cash interest of 11.375% and payment-in-kind interest of 2.5% | ||||||||||||||||
-6 | Cash interest of LIBOR+6.125% plus payment-in-kind interest of 2.5% | ||||||||||||||||
Aggregate Maturities of Debt | Aggregate maturities of debt as of December 31, 2014 are as follows: | ||||||||||||||||
(in $ millions) | Year Ending | ||||||||||||||||
December 31, | |||||||||||||||||
2015 | 56 | ||||||||||||||||
2016 | 50 | ||||||||||||||||
2017 | 45 | ||||||||||||||||
2018 | 27 | ||||||||||||||||
2019 | 26 | ||||||||||||||||
Thereafter(1) | 2,236 | ||||||||||||||||
2,440 | |||||||||||||||||
-1 | Includes $28 million of debt discount on term loans as of December 31, 2014. | ||||||||||||||||
Summary of Movement in Deferred Financing Costs | The movement in deferred finance costs is summarized below: | ||||||||||||||||
(in $ millions) | Year Ended | Year Ended | Year Ended | ||||||||||||||
December 31, | December 31, | December 31, | |||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
Balance as of January 1 | $ | 40 | $ | 73 | $ | 97 | |||||||||||
Capitalization of debt finance costs | 40 | 29 | 13 | ||||||||||||||
Amortization | (10 | ) | (21 | ) | (37 | ) | |||||||||||
Written-off as loss on extinguishment | (33 | ) | (39 | ) | — | ||||||||||||
Written-off on refinancing of payment-in-kind debt | — | (2 | ) | — | |||||||||||||
Balance as of December 31 | $ | 37 | $ | 40 | $ | 73 | |||||||||||
Financial_Instruments_Tables
Financial Instruments (Tables) | 12 Months Ended | ||||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||||
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |||||||||||||||||||||||||||
Summary of Fair Value of Company's Derivative Contracts | Presented below is a summary of the gross fair value of the Company’s derivative contracts recorded on the consolidated balance sheets at fair value. | ||||||||||||||||||||||||||
Fair Value Asset | Fair Value (Liability) | ||||||||||||||||||||||||||
(in $ millions) | Balance Sheet | December 31, | December 31, | Balance Sheet | December 31, | December 31, | |||||||||||||||||||||
Location | 2014 | 2013 | Location | 2014 | 2013 | ||||||||||||||||||||||
Derivatives designated as hedging instruments: | |||||||||||||||||||||||||||
Interest rate caps | Other non-current assets | $ | — | $ | 8 | Other non-current liabilities | $ | — | $ | — | |||||||||||||||||
Derivatives not designated as hedging instruments: | |||||||||||||||||||||||||||
Foreign currency contracts | Other current assets | — | 3 | Accrued expenses and other current liabilities | (16 | ) | (1 | ) | |||||||||||||||||||
Total fair value of derivative assets (liabilities) | $ | — | $ | 11 | $ | (16 | ) | $ | (1 | ) | |||||||||||||||||
Summary of Reconciliation of Net Carrying Amount of Derivative Financial Instruments | The following table provides a reconciliation of the movement in the net carrying amount of derivative financial instruments during the year ended December 31, 2014. | ||||||||||||||||||||||||||
For the Year Ended | |||||||||||||||||||||||||||
December, 31 | |||||||||||||||||||||||||||
(in $ millions) | 2014 | 2013 | |||||||||||||||||||||||||
Net derivative asset – opening balance | $ | 10 | $ | 11 | |||||||||||||||||||||||
Total loss for the period included in net loss | (19 | ) | (7 | ) | |||||||||||||||||||||||
Total loss for the period accounted through other comprehensive (loss) income | (4 | ) | (4 | ) | |||||||||||||||||||||||
Premium paid for interest rate cap derivative contracts | — | 12 | |||||||||||||||||||||||||
Proceeds from settlement of foreign currency derivative contracts hedging debt instruments, net | (3 | ) | (3 | ) | |||||||||||||||||||||||
Settlement of foreign currency derivative contracts and interest rate swaps, net | — | 4 | |||||||||||||||||||||||||
Termination of foreign currency derivative contracts (settlement pending) | — | (3 | ) | ||||||||||||||||||||||||
Net derivative (liability) asset – closing balance | $ | (16 | ) | $ | 10 | ||||||||||||||||||||||
Impact of Changes in Fair Values of Derivatives | The table below presents the impact that changes in fair values of derivatives designated as hedges had on other comprehensive (loss) income and on net income (loss) during the year and the impact derivatives not designated as hedges had on net income (loss) during that year: | ||||||||||||||||||||||||||
Amount of Gain (Loss) | Amount of Loss | ||||||||||||||||||||||||||
Recognized | Recorded | ||||||||||||||||||||||||||
in Other | in Net Income (Loss) | ||||||||||||||||||||||||||
Comprehensive | |||||||||||||||||||||||||||
(Loss) Income | |||||||||||||||||||||||||||
Year Ended | Location of Gain (Loss) | Year Ended | |||||||||||||||||||||||||
December 31, | Recorded in Income (Loss) | December 31, | |||||||||||||||||||||||||
(in $ millions) | 2014 | 2013 | 2012 | 2014 | 2013 | 2012 | |||||||||||||||||||||
Derivatives designated as hedging instruments: | |||||||||||||||||||||||||||
Interest rate caps | $ | 4 | $ | (4 | ) | $ | — | Interest expense, net | $ | — | $ | — | $ | — | |||||||||||||
Derivatives not designated as hedging instruments: | |||||||||||||||||||||||||||
Interest rate caps | N/A | N/A | — | Interest expense, net | (9 | ) | — | — | |||||||||||||||||||
Interest rate swaps | N/A | N/A | — | Interest expense, net | — | (3 | ) | (4 | ) | ||||||||||||||||||
Foreign currency contracts | N/A | N/A | — | Selling, general and administrative | (19 | ) | (4 | ) | — | ||||||||||||||||||
$ | (28 | ) | $ | (7 | ) | $ | (4 | ) | |||||||||||||||||||
Fair Values of Company's Other Financial Instruments | The fair values of the Company’s other financial instruments are as follows: | ||||||||||||||||||||||||||
December 31, 2014 | December 31, 2013 | ||||||||||||||||||||||||||
(in $ millions) | Fair Value | Carrying | Fair | Carrying | Fair Value | ||||||||||||||||||||||
Hierarchy | Amount | Value | Amount | ||||||||||||||||||||||||
Asset (liability) | |||||||||||||||||||||||||||
Equity method investments | Level 1 | — | — | $ | 19 | $ | 349 | ||||||||||||||||||||
Available-for-sale securities | Level 1 | 6 | 6 | — | — | ||||||||||||||||||||||
Derivative assets | Level 2 | — | — | 11 | 11 | ||||||||||||||||||||||
Derivative liabilities | Level 2 | (16 | ) | (16 | ) | (1 | ) | (1 | ) | ||||||||||||||||||
Total debt | Level 2 | (2,440 | ) | (2,461 | ) | (3,573 | ) | (3,693 | ) |
Other_NonCurrent_Liabilities_T
Other Non-Current Liabilities (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Text Block [Abstract] | |||||||||
Summary of Other Non-Current Liabilities | Other non-current liabilities consisted of: | ||||||||
(in $ millions) | December 31, | December 31, | |||||||
2014 | 2013 | ||||||||
Pension and post-retirement benefit liabilities | $ | 141 | $ | 75 | |||||
Income tax payable | 26 | 23 | |||||||
Other | 70 | 74 | |||||||
$ | 237 | $ | 172 | ||||||
Employee_Benefit_Plans_Tables
Employee Benefit Plans (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Components of Net Periodic Benefit Cost | The following table provides the components of net periodic (benefit) cost for the respective years: | ||||||||||||
Defined Benefit Pension Plans | |||||||||||||
(in $ millions) | Year Ended | Year Ended | Year Ended | ||||||||||
December 31, | December 31, | December 31, | |||||||||||
2014 | 2013 | 2012 | |||||||||||
Interest cost | $ | 27 | $ | 24 | $ | 25 | |||||||
Expected return on plan assets | (35 | ) | (34 | ) | (31 | ) | |||||||
Recognized net actuarial loss | 3 | 14 | 13 | ||||||||||
Net periodic (benefit) cost | $ | (5 | ) | $ | 4 | $ | 7 | ||||||
Post-Retirement Benefit Plans | |||||||||||||
(in $ millions) | Year Ended | Year Ended | Year Ended | ||||||||||
December 31, | December 31, | December 31, | |||||||||||
2014 | 2013 | 2012 | |||||||||||
Interest cost | $ | — | $ | — | $ | — | |||||||
Amortization of prior service cost | — | — | — | ||||||||||
Recognized net actuarial gain | — | (1 | ) | (4 | ) | ||||||||
Net periodic benefit | $ | — | $ | (1 | ) | $ | (4 | ) | |||||
Weighted Average Assumptions to Measure Benefit Obligation | The Company has utilized the following weighted average assumptions to measure the benefit obligation for the defined benefit pension plans and post-retirement benefit plans as of December 31, 2014 and 2013: | ||||||||||||
December 31, | December 31, | ||||||||||||
2014 | 2013 | ||||||||||||
Defined Benefit Pension Plans | |||||||||||||
Discount rate | 4.2 | % | 4.8 | % | |||||||||
Expected long-term return on plan assets | 6.6 | % | 7 | % | |||||||||
Post-Retirement Benefit Plans | |||||||||||||
Discount rate | 4.4 | % | 5.3 | % | |||||||||
Fair Values of Company's Pension Plan Assets | The fair values of the Company’s pension plan assets by asset category as of December 31, 2014 are as follows: | ||||||||||||
Pension Plan Assets | |||||||||||||
($ in millions) | Level 1 | Level 2 | Total | ||||||||||
Common & commingled trust funds(1) | — | 437 | 437 | ||||||||||
Mutual funds(2) | 72 | — | 72 | ||||||||||
Cash equivalents(3) | 22 | — | 22 | ||||||||||
Total | 94 | 437 | 531 | ||||||||||
The fair values of the Company’s pension plan assets by asset category as of December 31, 2013 are as follows: | |||||||||||||
Pension Plan Assets | |||||||||||||
($ in millions) | Level 1 | Level 2 | Total | ||||||||||
Common & commingled trust funds(1) | $ | — | $ | 414 | $ | 414 | |||||||
Mutual funds(2) | 98 | — | 98 | ||||||||||
Cash equivalents(3) | 11 | — | 11 | ||||||||||
Total | $ | 109 | $ | 414 | $ | 523 | |||||||
-1 | The underlying investments held in common & commingled trust funds are actively managed equity securities and fixed income investment vehicles that are valued at the net asset value per share provided by the fund administrator multiplied by the number of units held as of the measurement date. | ||||||||||||
-2 | Values of units are based on the closing price reported on the major market on which the investments are traded and provided by the fund administrator. | ||||||||||||
-3 | Cash equivalents comprise of money market funds. | ||||||||||||
Future Benefit Payments of Defined Benefit Pension and Other Post-Retirement Benefit Plans | The Company estimates its defined benefit pension and other post-retirement benefit plans will pay benefits to participants as follows: | ||||||||||||
(in $ millions) | Defined Benefit | Post-Retirement | |||||||||||
Pension Plans | Benefit Plans | ||||||||||||
2015 | 30 | — | |||||||||||
2016 | 32 | — | |||||||||||
2017 | 35 | — | |||||||||||
2018 | 39 | — | |||||||||||
2019 | 49 | — | |||||||||||
Five years thereafter | 301 | 1 | |||||||||||
Defined Benefit Pension Plans [Member] | |||||||||||||
Summary of Changes in Benefit Obligation and Fair Value of Assets | The Company uses a December 31 measurement date for its defined benefit pension and other post-retirement benefit plans. For such plans, the following tables provide a statement of funded status as of December 31, 2014 and 2013, and summaries of the changes in the benefit obligation and fair value of assets for the years then ended: | ||||||||||||
Defined Benefit Pension Plans | |||||||||||||
(in $ millions) | Year Ended | Year Ended | |||||||||||
December 31, | December 31, | ||||||||||||
2014 | 2013 | ||||||||||||
Benefit obligation, beginning of year | $ | 581 | $ | 663 | |||||||||
Interest cost | 27 | 24 | |||||||||||
Actuarial loss (gain) | 94 | (83 | ) | ||||||||||
Benefits paid | (34 | ) | (24 | ) | |||||||||
Currency translation adjustment | (5 | ) | 1 | ||||||||||
Benefit obligation, end of year | $ | 663 | $ | 581 | |||||||||
Fair value of plan assets, beginning of year | $ | 523 | $ | 497 | |||||||||
Return on plan assets | 41 | 46 | |||||||||||
Employer contribution | 7 | 3 | |||||||||||
Benefits paid | (34 | ) | (24 | ) | |||||||||
Currency translation adjustment | (6 | ) | 1 | ||||||||||
Fair value of plan assets, end of year | 531 | 523 | |||||||||||
Funded status | $ | (132 | ) | $ | (58 | ) | |||||||
Post-Retirement Benefit Plans [Member] | |||||||||||||
Summary of Changes in Benefit Obligation and Fair Value of Assets | The amount included in accumulated other comprehensive loss that has not been recognized as a component of net periodic benefit expense relating to unrecognized actuarial losses was $163 million and $78 million as of December 31, 2014 and 2013, respectively. | ||||||||||||
Post-Retirement Benefit Plans | |||||||||||||
(in $ millions) | Year Ended | Year Ended | |||||||||||
December 31, | December 31, | ||||||||||||
2014 | 2013 | ||||||||||||
Benefit obligation, beginning of year | $ | 7 | $ | 8 | |||||||||
Actuarial gains | — | (1 | ) | ||||||||||
Benefits paid | — | — | |||||||||||
Benefits obligation, end of year | $ | 7 | $ | 7 | |||||||||
Fair value of plan assets, beginning and end of year | — | — | |||||||||||
Funded status | $ | (7 | ) | $ | (7 | ) | |||||||
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Commitments and Contingencies Disclosure [Abstract] | |||||
Future Minimum Lease Payments Required under Non-Cancellable Operating Leases | Future minimum lease payments required under non-cancellable operating leases as of December 31, 2014 are as follows: | ||||
(in $ millions) | Amount | ||||
2015 | 12 | ||||
2016 | 11 | ||||
2017 | 9 | ||||
2018 | 8 | ||||
2019 | 7 | ||||
Thereafter | 31 | ||||
78 | |||||
Equity_Tables
Equity (Tables) | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||
Equity [Abstract] | |||||||||||||||||||||||||
Accumulated Other Comprehensive Income (Loss), Net of Tax | Accumulated other comprehensive income (loss), net of tax, consisted of: | ||||||||||||||||||||||||
(in $ millions) | Currency | Unrealized | Unrealized | Unrealized | Unrecognized | Accumulated | |||||||||||||||||||
Translation | Gain (Loss) on | Gain (Loss) | Gain on | Actuarial | Other | ||||||||||||||||||||
Adjustments | Equity | on Cash Flow | Available- | Gain (Loss) | Comprehensive | ||||||||||||||||||||
Investments | Hedges | for-Sale | on | Income (Loss) | |||||||||||||||||||||
Securities | Defined | ||||||||||||||||||||||||
Benefit | |||||||||||||||||||||||||
Plans | |||||||||||||||||||||||||
Balance as of January 1, 2012 | (8 | ) | 2 | — | — | (170 | ) | (176 | ) | ||||||||||||||||
Activity during period, net of tax of $1(1) | 3 | (3 | ) | — | — | (13 | ) | (13 | ) | ||||||||||||||||
Balance as of December 31, 2012 | (5 | ) | (1 | ) | — | — | (183 | ) | (189 | ) | |||||||||||||||
Activity during period, net of tax of $2(1) | (5 | ) | 9 | (4 | ) | — | 107 | 107 | |||||||||||||||||
Balance as of December 31, 2013 | (10 | ) | 8 | (4 | ) | — | (76 | ) | (82 | ) | |||||||||||||||
Activity during period, net of tax of $2(1) | (11 | ) | (7 | ) | 4 | 6 | (84 | ) | (92 | ) | |||||||||||||||
Balance as of December 31, 2014 | (21 | ) | 1 | — | 6 | (160 | ) | (174 | ) | ||||||||||||||||
-1 | The tax impact relates to unrecognized actuarial gain (loss) on defined benefit plans. For all other components of accumulated other comprehensive loss, the tax impact was $0 for each of the years ended December 31, 2012, 2013 and 2014. |
EquityBased_Compensation_Table
Equity-Based Compensation (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||||||||
Schedule of Employee Options Grant Estimated Weighted-Average Assumptions | The fair values of employee options granted were determined using Black-Scholes model and have been estimated as of the date of grant using the following weighted-average assumptions: | ||||||||||||||||
2014 | 2013 | ||||||||||||||||
Fair value of common share | $16 - $20 | $4.63 | |||||||||||||||
Expected term from grant date (in years) | 3 - 6.25 | 4 | |||||||||||||||
Risk free interest rate | 0.80% - 1.67% | 0.85% | |||||||||||||||
Expected volatility | 49% - 60% | 65% | |||||||||||||||
Dividend yield | 0% - 2% | 0% | |||||||||||||||
Summary of Company's Equity Award Programs | The activity of the Company’s RSUs and stock options for the years ended December 31, 2014, 2013 and 2012 are presented below: | ||||||||||||||||
Restricted Share | Stock Options | ||||||||||||||||
Units | |||||||||||||||||
(in dollars, except number of shares, RSUs and stock options) | Number | Weighted | Number | Weighted | |||||||||||||
Average | Average | ||||||||||||||||
Grant Date | Grant Date | ||||||||||||||||
Fair Value | Fair Value | ||||||||||||||||
Balance as of January 1, 2012 | 62,286 | $ | 23.13 | — | — | ||||||||||||
Vested(1) | (11,463 | ) | $ | 23.13 | — | — | |||||||||||
Forfeited | (7,296 | ) | $ | 23.13 | — | — | |||||||||||
Balance as of December 31, 2012 | 43,527 | $ | 23.13 | — | — | ||||||||||||
Granted at fair market value | 4,065,306 | $ | 4.63 | 160,000 | $ | 1.5 | |||||||||||
Vested(1) | (652,222 | ) | $ | 4.63 | — | — | |||||||||||
Forfeited/cancelled | (96,000 | ) | $ | 4.63 | — | — | |||||||||||
Balance as of December 31, 2013 | 3,360,611 | $ | 4.88 | 160,000 | $ | 1.5 | |||||||||||
Granted at fair market value | 3,251,661 | $ | 18.4 | 1,116,730 | $ | 7.46 | |||||||||||
Vested(1) | (3,078,827 | ) | $ | 4.81 | — | — | |||||||||||
Forfeited/cancelled | (337,023 | ) | $ | 5.86 | (5,859 | ) | $ | 6.43 | |||||||||
Balance as of December 31, 2014 | 3,196,422 | $ | 18.68 | 1,270,871 | $ | 6.72 | |||||||||||
-1 | The Company completed net share settlements for 8,227, 275,599 and 1,390,525 shares for the years ended December 31, 2012, 2013 and 2014, respectively, in connection with employee taxable income created upon issuance of shares. The Company agreed to pay these taxes on behalf of the employees in return for the employees returning an equivalent value of shares. | ||||||||||||||||
Schedule of Equity-Based Compensation Expense Recognized in Consolidated Financial Statements | The table below sets out the equity-based compensation expense recognized in the consolidated financial statements: | ||||||||||||||||
(in $ millions) | Year Ended | Year Ended | Year Ended | ||||||||||||||
December 31, | December 31, | December 31, | |||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
REUs | $ | — | $ | 1 | $ | 1 | |||||||||||
RSUs | 40 | 5 | 1 | ||||||||||||||
Stock options | 1 | — | — | ||||||||||||||
Total equity-based compensation expense | $ | 41 | $ | 6 | $ | 2 | |||||||||||
Earnings_Per_Share_Tables
Earnings Per Share (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Earnings Per Share [Abstract] | |||||||||||||
Computation of Basic and Diluted Earnings (Loss) per Share | The following table reconciles the numerators and denominators used in the computation of basic and diluted earnings (loss) per share: | ||||||||||||
(in $ millions, except share data) | Year Ended | Year Ended | Year Ended | ||||||||||
December 31, | December 31, | December 31, | |||||||||||
2014 | 2013 | 2012 | |||||||||||
Numerator – Basic and Diluted EPS: | |||||||||||||
Net income (loss) from continuing operations | $ | 91 | $ | (207 | ) | $ | (299 | ) | |||||
Net income attributable to non-controlling interest in subsidiaries | (5 | ) | (3 | ) | — | ||||||||
Net income (loss) from continuing operations attributable to the Company | $ | 86 | $ | (210 | ) | $ | (299 | ) | |||||
Denominator – Basic EPS: | |||||||||||||
Weighted average common shares outstanding | 85,771,655 | 45,522,506 | 8,129,920 | ||||||||||
Income (loss) per share from continuing operations | $ | 1.01 | $ | (4.62 | ) | $ | (36.76 | ) | |||||
Denominator – Diluted EPS: | |||||||||||||
Number of shares used for Basic EPS | 85,771,655 | 45,522,506 | 8,129,920 | ||||||||||
Weighted average effect of dilutive securities | |||||||||||||
RSUs | 1,988,145 | — | — | ||||||||||
Stock options | 104,290 | — | — | ||||||||||
Weighted average common shares outstanding – Diluted | 87,864,090 | 45,522,506 | 8,129,920 | ||||||||||
Income (loss) per share from continuing operations | $ | 0.98 | $ | (4.62 | ) | $ | (36.76 | ) | |||||
Segment_Information_Tables
Segment Information (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Segment Reporting [Abstract] | |||||||||||||||||
Geographic Segment Information | The Company maintains operations in the United States, United Kingdom and other international territories. The geographic segment information provided below is classified based on geographic location of the Company’s subsidiaries: | ||||||||||||||||
(in $ millions) | United | United | All Other | Total | |||||||||||||
States | Kingdom | Countries | |||||||||||||||
Net Revenue | |||||||||||||||||
Year ended December 31, 2014 | 786 | 174 | 1,188 | 2,148 | |||||||||||||
Year ended December 31, 2013 | 772 | 162 | 1,142 | 2,076 | |||||||||||||
Year ended December 31, 2012 | 795 | 155 | 1,052 | 2,002 | |||||||||||||
Long-Lived Assets (excluding financial instruments and deferred tax assets) | |||||||||||||||||
As of December 31, 2014 | 1,341 | 18 | 1,112 | 2,471 | |||||||||||||
As of December 31, 2013 | 1,478 | 39 | 1,092 | 2,609 | |||||||||||||
As of December 31, 2012 | 1,630 | 31 | 1,054 | 2,715 |
Basis_of_Presentation_Addition
Basis of Presentation - Additional Information (Detail) (USD $) | 0 Months Ended | 1 Months Ended | 12 Months Ended |
In Millions, except Share data, unless otherwise specified | Sep. 25, 2014 | Sep. 30, 2014 | Dec. 31, 2014 |
Country | |||
Basis Of Presentation [Line Items] | |||
Number of countries in which company operates | 170 | ||
Retroactive effect in financial statements, description | All share and per share data in the financial statements give retroactive effect to a 1-for-12.5 share consolidation of the Company's authorized, issued and outstanding shares, which was effective September 5, 2014. | ||
Issue of common stock, value | $445 | $445 | $445 |
Orbitz Worldwide [Member] | |||
Basis Of Presentation [Line Items] | |||
Decrease in ownership interest in equity investment | During 2014, the Company sold substantially all of the shares of common stock it held in Orbitz Worldwide, Inc. ("Orbitz Worldwide") and since July 2014, owned less than 1% of its outstanding shares. | ||
Bridge Loans [Member] | |||
Basis Of Presentation [Line Items] | |||
Repayment of Bridge Loans through proceeds from IPO | $425 | ||
IPO [Member] | |||
Basis Of Presentation [Line Items] | |||
Issue of common stock, shares | 30,000,000 | ||
Sale price of shares, per share | $16 |
Summary_of_Significant_Account3
Summary of Significant Accounting Policies - Additional Information (Detail) (USD $) | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Schedule Of Accounting Policies [Line Items] | ||||
Advertising expenses, included in selling, general and administrative expenses | $16,000,000 | $17,000,000 | $15,000,000 | |
Unrecognized tax benefits recognition probability percentage | 50.00% | |||
Maximum expected period for uncertain tax positions to be unclassified as non-current other liabilities | 1 year | |||
Bad debt recovery expense | 3,000,000 | 4,000,000 | 4,000,000 | |
Percentage of the unadjusted fair value of derivative instruments | 15.00% | |||
Interest on capital projects capitalized | 8,000,000 | 6,000,000 | 3,000,000 | |
Impairment charge related to goodwill and other indefinite-lived intangible assets | 0 | |||
Capitalized Software [Member] | ||||
Schedule Of Accounting Policies [Line Items] | ||||
Software amortization cost | $87,000,000 | $65,000,000 | $89,000,000 | |
Derivatives Designated as Hedging Instruments [Member] | ||||
Schedule Of Accounting Policies [Line Items] | ||||
Number of derivative contracts | 0 | 0 |
Summary_of_Significant_Account4
Summary of Significant Accounting Policies - Useful Lives of Various Property and Equipment (Detail) | 12 Months Ended |
Dec. 31, 2014 | |
Maximum [Member] | Buildings [Member] | |
Property, Plant and Equipment [Line Items] | |
Property and equipment useful life | 30 years |
Maximum [Member] | Leasehold Improvements [Member] | |
Property, Plant and Equipment [Line Items] | |
Property and equipment useful life | 20 years |
Maximum [Member] | Capitalized Software [Member] | |
Property, Plant and Equipment [Line Items] | |
Property and equipment useful life | 10 years |
Maximum [Member] | Furniture, Fixtures and Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Property and equipment useful life | 7 years |
Minimum [Member] | Capitalized Software [Member] | |
Property, Plant and Equipment [Line Items] | |
Property and equipment useful life | 3 years |
Minimum [Member] | Furniture, Fixtures and Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Property and equipment useful life | 3 years |
Summary_of_Significant_Account5
Summary of Significant Accounting Policies - Amortization of Intangible Assets Over Estimated Useful Lives (Detail) | 12 Months Ended |
Dec. 31, 2014 | |
Minimum [Member] | Acquired Intangible Assets [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Useful life of intangible assets | 5 years |
Minimum [Member] | Customer Loyalty Payments [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Useful life of intangible assets | 3 years |
Maximum [Member] | Acquired Intangible Assets [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Useful life of intangible assets | 25 years |
Maximum [Member] | Customer Loyalty Payments [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Useful life of intangible assets | 7 years |
Income_Taxes_Provision_for_Inc
Income Taxes - Provision for Income Taxes (Detail) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Current | |||
US Federal | ($1) | ($2) | |
US State | 2 | -2 | |
Non-US | -29 | -21 | -17 |
Total | -30 | -19 | -21 |
Deferred | |||
US Federal | -10 | 3 | -3 |
Non-US | 4 | -2 | -1 |
Total | -6 | 1 | -4 |
Non-current | |||
Liabilities for uncertain tax positions | -3 | -2 | 2 |
Provision for income taxes | ($39) | ($20) | ($23) |
Income_Taxes_Income_Loss_from_
Income Taxes - Income (Loss) from Continuing Operations Before Income Taxes and Share of (Losses) Earnings in Equity Method Investments for US and Non-US Operations (Detail) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Income (Loss) from Continuing Operations before Equity Method Investments, Income Taxes, Extraordinary Items, Noncontrolling Interest [Abstract] | |||
US | $22 | $14 | ($59) |
Non-US | 109 | -211 | -143 |
Income (loss) from continuing operations before income taxes and share of (losses) earnings in equity method investments | $131 | ($197) | ($202) |
Income_Taxes_Deferred_Income_T
Income Taxes - Deferred Income Tax Assets and Liabilities (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Deferred tax assets: | ||
NOL and tax credit carry forwards | $400 | $293 |
Pension liability | 51 | 24 |
Accrued liabilities and deferred income | 22 | 17 |
Equity-based compensation | 7 | |
Allowance for doubtful accounts | 2 | 4 |
Other assets | 4 | 21 |
Less: Valuation allowance | -421 | -345 |
Total deferred tax assets | 65 | 14 |
Netted against deferred tax liabilities | -51 | -8 |
Deferred tax assets recognized on the balance sheet | 14 | 6 |
Deferred tax liabilities: | ||
Accumulated depreciation and amortization | -90 | -44 |
Other | -15 | -6 |
Total deferred tax liabilities | -105 | -50 |
Netted against deferred tax assets | 51 | 8 |
Deferred tax liabilities recognized on the balance sheet | -54 | -42 |
Net deferred tax liability | ($40) | ($36) |
Income_Taxes_Additional_Inform
Income Taxes - Additional Information (Detail) (USD $) | 12 Months Ended | |||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Tax Credit Carryforward [Line Items] | ||||
Valuation allowance recorded against deferred tax assets | $421 | $345 | ||
Other non-US NOL expiry term | between three years and indefinitely | |||
Increase in equity in case of ultimate realization of deferred tax assets | 10 | |||
Total earnings from foreign subsidiaries | 13 | |||
Unrecognized deferred tax liability temporary differences of foreign subsidiaries | 2 | |||
US Federal statutory rate | 35.00% | |||
Unrecognized tax benefits | 26 | 24 | 23 | 25 |
Increase in unrecognized tax benefits within the next twelve months | 1 | 1 | ||
Interest and penalties accrued (released) related to unrecognized tax benefits | 1 | 2 | -1 | |
Total interest and penalties included in the ending balance of unrecognized tax benefits | 7 | 6 | ||
Unrecognized tax benefits, expected to be realized | 1 | 1 | ||
Maximum [Member] | ||||
Tax Credit Carryforward [Line Items] | ||||
Increase in unrecognized tax benefits within the next twelve months | 2 | |||
Other Non-US [Member] | ||||
Tax Credit Carryforward [Line Items] | ||||
NOL carry forwards | 915 | |||
Internal Revenue Code [Member] | ||||
Tax Credit Carryforward [Line Items] | ||||
Ownership changes percentage | 5.00% | |||
Offering period of shares | 3 years | |||
Internal Revenue Code [Member] | Minimum [Member] | ||||
Tax Credit Carryforward [Line Items] | ||||
Beneficial ownership changes percentage | 50.00% | |||
Federal [Member] | ||||
Tax Credit Carryforward [Line Items] | ||||
NOL carry forwards | $291 | |||
Operating loss carry forwards expiration year, minimum | 2031 | |||
Operating loss carry forwards expiration year, maximum | 2034 | |||
State [Member] | ||||
Tax Credit Carryforward [Line Items] | ||||
Operating loss carry forwards expiration year, minimum | 2015 | |||
Operating loss carry forwards expiration year, maximum | 2034 |
Income_Taxes_Provision_for_Inc1
Income Taxes - Provision for Income Taxes Differs from Tax (Provision) Benefit at US Federal Statutory Rate (Detail) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Effective Income Tax Rate Reconciliation, Amount [Abstract] | |||
Tax (provision) benefit at US federal statutory rate of 35% | ($46) | $69 | $71 |
Taxes on non-US operations at alternative rates | 66 | -17 | -49 |
Liability for uncertain tax positions | -3 | -2 | 2 |
Change in valuation allowance | -138 | -66 | -46 |
Non-taxable income | 104 | ||
Non-deductible expenses | -19 | -7 | -4 |
Adjustment in respect of prior years | 1 | 3 | 5 |
Other | -4 | -2 | |
Provision for income taxes | ($39) | ($20) | ($23) |
Income_Taxes_Reconciliation_of
Income Taxes - Reconciliation of Beginning and Ending Amounts of Unrecognized Tax Benefits (Detail) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Income Tax Disclosure [Abstract] | |||
Unrecognized tax benefit-opening balance | $24 | $23 | $25 |
Gross increases-tax positions in prior periods | 2 | 8 | 6 |
Gross decreases-tax positions in prior periods | -5 | -6 | |
Gross increases-tax positions in current period | 1 | 1 | |
Decrease related to lapsing of statute of limitations | -1 | -2 | -2 |
Settlements | -1 | ||
Unrecognized tax benefit-ending balance | $26 | $24 | $23 |
Orbitz_Worldwide_Additional_In
Orbitz Worldwide - Additional Information (Detail) (USD $) | 12 Months Ended | 1 Months Ended | 3 Months Ended | 6 Months Ended | 7 Months Ended | 5 Months Ended | |||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Jul. 31, 2014 | 31-May-14 | Mar. 31, 2013 | Jun. 30, 2014 | Jul. 22, 2014 | Dec. 31, 2014 |
Related Party Transaction [Line Items] | |||||||||
Net proceeds from sale of shares | $366 | ||||||||
Gain recognized on shares sold | 356 | ||||||||
Accrued commissions payable | 426 | 540 | 426 | ||||||
Share of losses (earnings) in equity method investments | -1 | 10 | -74 | ||||||
(Provision for) benefit from income taxes | -39 | -20 | -23 | ||||||
Orbitz Worldwide [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Shares sold in underwritten public offering | 39 | 8.6 | |||||||
Net proceeds from sale of shares | 312 | 54 | |||||||
Gain recognized on shares sold | 304 | 52 | |||||||
Investment in Orbitz Worldwide | 19 | ||||||||
Accrued commissions payable | 12 | 17 | |||||||
Share of losses (earnings) in equity method investments | 10 | -74 | -1 | ||||||
Non-cash impairment charge recorded by Orbitz Worldwide | 3 | 321 | |||||||
(Provision for) benefit from income taxes | 165 | -3 | 158 | -13 | |||||
Equity method investment revenue intercompany | 86 | 98 | 58 | ||||||
Revenue from various commercial agreements with Orbitz Worldwide | 7 | 4 | 5 | ||||||
Expense recorded in various commercial agreements with Orbitz Worldwide | 86 | 98 | 58 | ||||||
Company recorded interest income related to letters of credit issued | 3 | 7 | 0 | ||||||
Orbitz Worldwide [Member] | Other Comprehensive Income (Loss) [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Gain recognized on shares sold | $5 | ||||||||
Maximum [Member] | Orbitz Worldwide [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Percentage of common stock shares owned after sale of Orbitz Shares | 1.00% |
Orbitz_Worldwide_Summary_Balan
Orbitz Worldwide - Summary Balance Sheets for Orbitz Worldwide (Detail) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Related Party Transactions [Abstract] | ||
Current assets | $453 | $243 |
Non-current assets | 881 | 865 |
Total assets | 1,334 | 1,108 |
Current liabilities | 801 | 558 |
Non-current liabilities | 499 | 508 |
Total liabilities | $1,300 | $1,066 |
Orbitz_Worldwide_Summary_Resul
Orbitz Worldwide - Summary Results of Operations for Orbitz Worldwide (Detail) (USD $) | 12 Months Ended | 3 Months Ended | 6 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Mar. 31, 2013 | Jun. 30, 2014 |
Related Party Transaction [Line Items] | |||||
Net revenue | $2,148 | $2,076 | $2,002 | ||
Operating expenses | 1,987 | 1,868 | 1,864 | ||
Operating income | 161 | 208 | 138 | ||
Interest expense, net | -278 | -356 | -346 | ||
Loss on early extinguishment of debt | -108 | -49 | 6 | ||
(Provision for) benefit from income taxes | -39 | -20 | -23 | ||
Orbitz Worldwide [Member] | |||||
Related Party Transaction [Line Items] | |||||
Net revenue | 847 | 779 | 458 | ||
Operating expenses | 782 | 720 | 424 | ||
Impairment of goodwill, intangible assets, property and equipment and other long-lived assets | 3 | 321 | |||
Operating income | 62 | -262 | 34 | ||
Interest expense, net | -44 | -37 | -18 | ||
Loss on early extinguishment of debt | -18 | -2 | |||
Income (loss) before income taxes | -299 | 14 | |||
(Provision for) benefit from income taxes | 165 | -3 | 158 | -13 | |
Net income (loss) | $165 | ($302) | $1 |
Other_Current_Assets_Summary_o
Other Current Assets - Summary of Other Current Assets (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Prepaid Expense and Other Assets, Current [Abstract] | ||
Sales and use tax receivables | $28 | $30 |
Prepaid expenses | 20 | 22 |
Prepaid incentives | 13 | 20 |
Restricted cash | 9 | 44 |
Available-for-sale securities | 6 | |
Derivative assets | 3 | |
Other | 8 | 15 |
Other current assets, Total | $84 | $134 |
Property_and_Equipment_Net_Sum
Property and Equipment, Net - Summary of Property and Equipment, Net (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Property, Plant and Equipment [Line Items] | ||
Cost | $1,152 | $1,024 |
Accumulated depreciation | -738 | -596 |
Net | 414 | 428 |
Capitalized Software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 772 | 650 |
Accumulated depreciation | -554 | -449 |
Net | 218 | 201 |
Computer Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 297 | 281 |
Accumulated depreciation | -175 | -139 |
Net | 122 | 142 |
Building and Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 24 | 17 |
Accumulated depreciation | -9 | -8 |
Net | 15 | 9 |
Construction in Progress [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 59 | 76 |
Net | $59 | $76 |
Property_and_Equipment_Net_Add
Property and Equipment, Net - Additional Information (Detail) (USD $) | 1 Months Ended | 12 Months Ended | ||
In Millions, unless otherwise specified | 31-May-14 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Property, Plant and Equipment [Abstract] | ||||
Capital lease assets, gross | $152 | $149 | ||
Capital lease assets, accumulated depreciation | 63 | 45 | ||
Investment in property and equipment | 130 | 139 | ||
Business acquisition month and year | 2014-05 | |||
Additional capitalized software | 6 | |||
Depreciation expense | 156 | 126 | 145 | |
Interest on capital projects capitalized | $8 | $6 | $3 |
Intangible_Assets_Changes_in_C
Intangible Assets - Changes in Carrying Amount of Goodwill and Intangible Assets (Detail) (USD $) | 1 Months Ended | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | 31-May-14 | Dec. 31, 2014 | Dec. 31, 2013 |
Non-Amortizable Assets: | ||||
Goodwill, Beginning Balance | $986 | $986 | ||
Goodwill, Additions | 5 | 8 | 13 | |
Goodwill, Foreign Exchange | -2 | |||
Goodwill, Ending Balance | 997 | 997 | 986 | |
Trademarks and tradenames, Beginning Balance | 314 | 314 | ||
Trademarks and tradenames, Additions | 0 | 0 | ||
Trademarks and tradenames, Ending Balance | 314 | 314 | 314 | |
Other Intangible Assets: | ||||
Other intangible assets, net, Foreign Exchange | -4 | -1 | ||
Accumulated amortization, Foreign Exchange | -4 | -1 | ||
Other intangible assets, net, Beginning Balance | 671 | 717 | ||
Other intangible assets, net, Additions | -48 | -45 | ||
Other intangible assets, net, Foreign Exchange | -4 | -1 | ||
Other intangible assets, net, Ending Balance | 619 | 619 | 671 | |
Acquired Intangible Assets [Member] | ||||
Other Intangible Assets: | ||||
Total other intangible assets, Beginning Balance | 1,129 | 1,129 | ||
Total other intangible assets, Ending Balance | 1,129 | 1,129 | 1,129 | |
Accumulated amortization, Beginning Balance | -610 | -530 | ||
Accumulated amortization, Additions | -77 | -80 | ||
Accumulated amortization, Ending Balance | -687 | -687 | -610 | |
Other intangible assets, net, Beginning Balance | 519 | 599 | ||
Other intangible assets, net, Additions | -77 | -80 | ||
Other intangible assets, net, Ending Balance | 442 | 442 | 519 | |
Customer Loyalty Payments [Member] | ||||
Other Intangible Assets: | ||||
Total other intangible assets, Beginning Balance | 306 | 274 | ||
Total other intangible assets, Additions | 105 | 98 | ||
Total other intangible assets, Retirements | -77 | -66 | ||
Other intangible assets, net, Foreign Exchange | -4 | -1 | ||
Total other intangible assets, Ending Balance | 334 | 334 | 306 | |
Accumulated amortization, Beginning Balance | -154 | -156 | ||
Accumulated amortization, Additions | -76 | -63 | ||
Accumulated amortization, Retirements | 77 | 66 | ||
Accumulated amortization, Foreign Exchange | -4 | -1 | ||
Accumulated amortization, Ending Balance | -157 | -157 | -154 | |
Other intangible assets, net, Beginning Balance | 152 | 118 | ||
Other intangible assets, net, Additions | 29 | 35 | ||
Other intangible assets, net, Foreign Exchange | -4 | -1 | ||
Other intangible assets, net, Ending Balance | $177 | $177 | $152 |
Intangible_Assets_Additional_I
Intangible Assets - Additional Information (Detail) (USD $) | 1 Months Ended | 12 Months Ended | |||
In Millions, unless otherwise specified | Dec. 31, 2014 | 31-May-14 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Schedule Of Goodwill And Other Intangible Assets [Line Items] | |||||
Cash consideration | $5 | $14 | |||
Goodwill | 5 | 8 | 13 | ||
Customer loyalty payments in cash | 93 | 78 | 47 | ||
Balances of accrued commission and incentives | 260 | 260 | 253 | ||
Customer Loyalty Payments [Member] | |||||
Schedule Of Goodwill And Other Intangible Assets [Line Items] | |||||
Balances of accrued commission and incentives | 52 | 52 | 35 | ||
Amortization expense | 76 | 63 | 62 | ||
Acquired Intangible Assets [Member] | |||||
Schedule Of Goodwill And Other Intangible Assets [Line Items] | |||||
Amortization expense | $77 | $80 | $82 |
Intangible_Assets_Expected_Amo
Intangible Assets - Expected Amortization Expense (Detail) (USD $) | Dec. 31, 2014 |
In Millions, unless otherwise specified | |
Acquired Intangible Assets [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
2015 | $68 |
2016 | 46 |
2017 | 42 |
2018 | 41 |
2019 | 41 |
Customer Loyalty Payments [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
2015 | 56 |
2016 | 40 |
2017 | 29 |
2018 | 21 |
2019 | $10 |
Other_NonCurrent_Assets_Summar
Other Non-Current Assets - Summary of Other Non-Current Assets (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
In Millions, unless otherwise specified | ||||
Other Assets, Noncurrent [Abstract] | ||||
Deferred financing costs (see Note 10) | $37 | $40 | $73 | $97 |
Supplier prepayments | 24 | 24 | ||
Pension assets | 3 | 11 | ||
Prepaid incentives | 8 | 22 | ||
Derivative assets | 8 | |||
Other | 29 | 34 | ||
Other non-current assets, Total | $101 | $139 |
Accrued_Expenses_and_Other_Cur2
Accrued Expenses and Other Current Liabilities - Summary of Accrued Expenses and Other Current Liabilities (Detail) (USD $) | 12 Months Ended | |
In Millions, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2014 |
Payables and Accruals [Abstract] | ||
Accrued commissions and incentives | $253 | $260 |
Accrued payroll and related | 80 | 59 |
Deferred revenue | 30 | 27 |
Accrued interest expense | 73 | 18 |
Income tax payable | 15 | 16 |
Derivative contracts | 1 | 16 |
Customer prepayments | 44 | 9 |
Pension and post-retirement benefit liabilities | 1 | 2 |
Accrued sponsor monitoring fees | 26 | |
Other | 17 | 19 |
Accrued expenses and other current liabilities | $540 | $426 |
Accrued_Expenses_and_Other_Cur3
Accrued Expenses and Other Current Liabilities - Additional Information (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Accrued Expenses And Other Current Liabilities [Line Items] | ||
Accrued commissions and incentives | $260 | $253 |
Accrued payroll and related | 59 | 80 |
Accrued Employee Bonuses [Member] | ||
Accrued Expenses And Other Current Liabilities [Line Items] | ||
Accrued payroll and related | 35 | 57 |
Customer Loyalty Payments [Member] | ||
Accrued Expenses And Other Current Liabilities [Line Items] | ||
Accrued commissions and incentives | $52 | $35 |
LongTerm_Debt_Summary_of_LongT
Long-Term Debt - Summary of Long-Term Debt (Detail) (USD $) | 12 Months Ended | |
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Debt Instrument [Line Items] | ||
Variable interest rate description | The interest rate per annum applicable to the term loans is based on, at the election of the Company, (i) LIBOR plus 5.00% or base rate (as defined in the agreement) plus 4.00%. The term loans are subject to a LIBOR floor of 1.00% and 2.00% in the case of base rates. The Company expects to pay interest based on LIBOR. | |
Capital leases | $93 | $107 |
Total debt | 2,440 | 3,573 |
Less: current portion | 56 | 45 |
Long-term debt | 2,384 | 3,528 |
Total debt | 2,440 | 3,573 |
Secured Debt [Member] | Term Loans [Member] | Dollar Denominated [Member] | ||
Debt Instrument [Line Items] | ||
Variable interest rate percentage | 5.00% | |
Variable interest rate description | L+5% | |
Maturity | 30-Sep-21 | |
Long-term debt | 2,347 | |
Secured Debt [Member] | Term Loans [Member] | Dollar Denominated (Repaid and/or Exchanged in 2014) [Member] | ||
Debt Instrument [Line Items] | ||
Variable interest rate percentage | 5.00% | |
Long-term debt | 1,525 | |
Secured Debt [Member] | Revolver Borrowings [Member] | Dollar Denominated [Member] | ||
Debt Instrument [Line Items] | ||
Variable interest rate percentage | 5.00% | |
Variable interest rate description | L+5% | |
Maturity | 30-Sep-19 | |
Secured Debt [Member] | Revolver Borrowings [Member] | Dollar Denominated (Terminated in 2014) [Member] | ||
Debt Instrument [Line Items] | ||
Variable interest rate percentage | 5.00% | |
Secured Debt [Member] | Second Lien Credit Agreement [Member] | Tranche 1 Dollar Denominated Term Loan [Member] | ||
Debt Instrument [Line Items] | ||
Variable interest rate percentage | 8.00% | |
Long-term debt | 644 | |
Secured Debt [Member] | Second Lien Credit Agreement [Member] | Tranche 2 Dollar Denominated Term Loan [Member] | ||
Debt Instrument [Line Items] | ||
Interest rate percentage | 8.38% | |
Long-term debt | 234 | |
Unsecured Debt [Member] | Senior Notes [Member] | Dollar Denominated Notes [Member] | ||
Debt Instrument [Line Items] | ||
Interest rate percentage | 13.88% | |
Long-term debt | 411 | |
Unsecured Debt [Member] | Senior Notes [Member] | Dollar Denominated Floating Rate Notes [Member] | ||
Debt Instrument [Line Items] | ||
Variable interest rate percentage | 8.63% | |
Long-term debt | 188 | |
Unsecured Debt [Member] | Senior Subordinated Notes [Member] | Dollar Denominated Notes [Member] | ||
Debt Instrument [Line Items] | ||
Interest rate percentage | 11.88% | |
Long-term debt | 272 | |
Unsecured Debt [Member] | Senior Subordinated Notes [Member] | Euro Denominated Notes [Member] | ||
Debt Instrument [Line Items] | ||
Interest rate percentage | 10.88% | |
Long-term debt | $192 |
LongTerm_Debt_Summary_of_LongT1
Long-Term Debt - Summary of Long-Term Debt (Parenthetical) (Detail) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2014 | |
Secured Debt [Member] | Second Lien Credit Agreement [Member] | Tranche 2 Dollar Denominated Term Loan [Member] | ||
Debt Instrument [Line Items] | ||
Cash interest portion | 4.00% | |
Payment-in-kind-interest | 4.38% | |
Unsecured Debt [Member] | Senior Notes [Member] | Dollar Denominated Notes [Member] | ||
Debt Instrument [Line Items] | ||
Cash interest portion | 11.38% | |
Payment-in-kind-interest | 2.50% | |
Unsecured Debt [Member] | Senior Notes [Member] | Dollar Denominated Floating Rate Notes [Member] | ||
Debt Instrument [Line Items] | ||
Cash interest portion | 6.13% | |
Payment-in-kind-interest | 2.50% | |
Minimum [Member] | Secured Debt [Member] | Term Loans [Member] | Dollar Denominated [Member] | ||
Debt Instrument [Line Items] | ||
LIBOR floor rate | 1.00% | |
Minimum [Member] | Secured Debt [Member] | Term Loans [Member] | Dollar Denominated (Repaid and/or Exchanged in 2014) [Member] | ||
Debt Instrument [Line Items] | ||
LIBOR floor rate | 1.25% | |
Minimum [Member] | Secured Debt [Member] | Revolver Borrowings [Member] | Dollar Denominated [Member] | ||
Debt Instrument [Line Items] | ||
LIBOR floor rate | 1.25% | |
Minimum [Member] | Secured Debt [Member] | Second Lien Credit Agreement [Member] | Tranche 1 Dollar Denominated Term Loan [Member] | ||
Debt Instrument [Line Items] | ||
LIBOR floor rate | 1.50% |
LongTerm_Debt_2014_Additional_
Long-Term Debt - 2014 - Additional Information (Detail) | 12 Months Ended | 1 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | |||||||||||||||||||||||||||
Share data in Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2014 | Jul. 31, 2014 | Dec. 31, 2014 | Sep. 02, 2014 | Dec. 31, 2014 | Sep. 02, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Sep. 30, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Sep. 02, 2014 | Dec. 31, 2014 | Sep. 30, 2014 | Sep. 02, 2014 | Jan. 16, 2015 | Jan. 16, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | Sep. 02, 2014 | Dec. 31, 2013 | Dec. 31, 2014 | Sep. 02, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 |
USD ($) | USD ($) | USD ($) | LIBOR [Member] | Base Rate [Member] | Senior Secured Credit Agreement [Member] | Senior Secured Credit Agreement [Member] | New Senior Secured Credit Agreement [Member] | New Senior Secured Credit Agreement [Member] | New Senior Secured Credit Agreement [Member] | Senior Subordinated Notes [Member] | Senior Notes [Member] | Term Loans [Member] | Term Loans [Member] | Term Loans [Member] | Bridge Loans [Member] | Bridge Loans [Member] | Term Loans Maturing in Two Thousand Twenty One [Member] | Term Loans Maturing in Two Thousand Twenty One [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Senior Unsecured Bridge Loan [Member] | Cash Collateral Letter of Credit Facility Due June 2018 [Member] | Cash Collateral Letter of Credit Facility Due June 2018 [Member] | Cash Collateral Letter of Credit Facility Due June 2018 [Member] | Letter of Credit [Member] | Letter of Credit [Member] | Old Revolving Credit Facility [Member] | New Revolving Credit Facility [Member] | Debt Refinancing Transaction [Member] | Dollar Denominated Notes [Member] | Euro Denominated Notes [Member] | Euro Denominated Notes [Member] | Euro Denominated Notes [Member] | Dollar Denominated Notes [Member] | Dollar Denominated Floating Rate Notes [Member] | Tranche 1 Dollar Denominated Term Loan [Member] | Senior Notes, Senior Subordinated Notes and Term Loans [Member] | |
USD ($) | USD ($) | Maximum [Member] | USD ($) | USD ($) | USD ($) | Floor for LIBOR Rate [Member] | Floor for Base Rate [Member] | LIBOR [Member] | Floor for LIBOR Rate [Member] | New Senior Secured Credit Agreement [Member] | New Senior Secured Credit Agreement [Member] | USD ($) | USD ($) | New Senior Secured Credit Agreement [Member] | New Senior Secured Credit Agreement [Member] | New Senior Secured Credit Agreement [Member] | Subsequent Event [Member] | Subsequent Event [Member] | New Senior Secured Credit Agreement [Member] | USD ($) | USD ($) | USD ($) | USD ($) | New Senior Secured Credit Agreement [Member] | USD ($) | USD ($) | USD ($) | Senior Subordinated Notes [Member] | USD ($) | Senior Subordinated Notes [Member] | Senior Subordinated Notes [Member] | Senior Notes [Member] | Senior Notes [Member] | Term Loans [Member] | USD ($) | ||||||||
USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | EUR (€) | USD ($) | USD ($) | USD ($) | ||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Exchange of debt for shares | $571,000,000 | $473,000,000 | $70,000,000 | $313,000,000 | $167,000,000 | $70,000,000 | $154,000,000 | $159,000,000 | € 117,000,000 | $84,000,000 | $83,000,000 | $21,000,000 | |||||||||||||||||||||||||||||||
Loss on extinguishment of debt | -108,000,000 | -49,000,000 | 6,000,000 | 5,000,000 | 75,000,000 | 28,000,000 | |||||||||||||||||||||||||||||||||||||
Common shares in exchange of debt | 29 | ||||||||||||||||||||||||||||||||||||||||||
Repayment of debt | 312,000,000 | ||||||||||||||||||||||||||||||||||||||||||
Aggregate principal amount | 2,375,000,000 | 100,000,000 | 425,000,000 | ||||||||||||||||||||||||||||||||||||||||
Discount percentage | 1.25% | ||||||||||||||||||||||||||||||||||||||||||
Debt instrument quarterly installment percentage | 0.25% | ||||||||||||||||||||||||||||||||||||||||||
Maturity date | 30-Sep-21 | 30-Sep-19 | |||||||||||||||||||||||||||||||||||||||||
Variable interest rate description | The interest rate per annum applicable to the term loans is based on, at the election of the Company, (i) LIBOR plus 5.00% or base rate (as defined in the agreement) plus 4.00%. The term loans are subject to a LIBOR floor of 1.00% and 2.00% in the case of base rates. The Company expects to pay interest based on LIBOR. | ||||||||||||||||||||||||||||||||||||||||||
Variable interest rate | 5.00% | 4.00% | 1.00% | 2.00% | 5.75% | 1.00% | |||||||||||||||||||||||||||||||||||||
Repayment of term loans | 8,000,000 | ||||||||||||||||||||||||||||||||||||||||||
Capitalized payment-in-kind interest | 13,000,000 | ||||||||||||||||||||||||||||||||||||||||||
Increase decrease in long term debt due to foreign exchange fluctuations | 3,000,000 | ||||||||||||||||||||||||||||||||||||||||||
Cash collateralized letter of credit facility | 137,000,000 | ||||||||||||||||||||||||||||||||||||||||||
Line of credit facility, maximum borrowing capacity | 120,000,000 | 100,000,000 | 125,000,000 | 137,000,000 | 50,000,000 | ||||||||||||||||||||||||||||||||||||||
Terms of cash collateral | The new senior secured credit agreement further permits the issuance of certain cash collateralized letters of credit in addition to those that can be issued under the revolving credit facility, whereby 103% of cash collateral has to be maintained for outstanding letters of credit. | The terms under the new letters of credit facility provided that 103% of cash collateral has to be maintained for outstanding letters of credit. | |||||||||||||||||||||||||||||||||||||||||
Cash collateral percent of letters of credit | 103.00% | ||||||||||||||||||||||||||||||||||||||||||
Increase in revolving credit facility | 50,000,000 | 25,000,000 | |||||||||||||||||||||||||||||||||||||||||
Credit agreement amended date | 2-Sep-14 | ||||||||||||||||||||||||||||||||||||||||||
Letters of credit issued | 75,000,000 | 73,000,000 | 80,000,000 | 73,000,000 | 14,000,000 | 75,000,000 | |||||||||||||||||||||||||||||||||||||
Repayment of revolver borrowings | 75,000,000 | 93,000,000 | 95,000,000 | 93,000,000 | 75,000,000 | ||||||||||||||||||||||||||||||||||||||
Outstanding borrowings | 0 | ||||||||||||||||||||||||||||||||||||||||||
Remaining capacity under revolving credit facility | 60,000,000 | 86,000,000 | |||||||||||||||||||||||||||||||||||||||||
Cash collateralized letters of credit issued and outstanding | 25,000,000 | ||||||||||||||||||||||||||||||||||||||||||
Cash provided as collateral | $26,000,000 | $79,000,000 |
LongTerm_Debt_2013_Additional_
Long-Term Debt - 2013 - Additional Information (Detail) (USD $) | 12 Months Ended | |||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | 31-May-13 | Sep. 02, 2014 | Apr. 15, 2013 | |
Debt Instrument [Line Items] | ||||||
Further borrowings to redeem the senior notes | $15,000,000 | |||||
Debt discount amortized | 5,000,000 | |||||
(Loss) gain on early extinguishment of debt | -108,000,000 | -49,000,000 | 6,000,000 | |||
Unamortized debt finance costs written-off | 39,000,000 | |||||
Unamortized debt discount written-off | 5,000,000 | |||||
Repayment penalty on term loans | 5,000,000 | |||||
Proceeds from revolver borrowings | 75,000,000 | 73,000,000 | 80,000,000 | |||
Repayment of revolver borrowings | 75,000,000 | 93,000,000 | 95,000,000 | |||
Terminated letter of credit facility | 13,000,000 | |||||
Capitalized payment-in-kind interest | 13,000,000 | |||||
Term Loans [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Repayment of term loan | 8,000,000 | |||||
Debt discount amortized | 3,000,000 | |||||
Repayment percentage of original funded principal amount of the term loans | 1.00% | |||||
Term loans principal amount | 1,554,000,000 | |||||
Super Priority Revolving Credit Facility Due June Two Thousand Eighteen [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Mark up on LIBOR | 4.25% | |||||
Debt instrument LIBOR floor rate | 1.25% | |||||
Line of credit facility, maximum borrowing capacity | 120,000,000 | |||||
Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit facility, maximum borrowing capacity | 120,000,000 | |||||
Proceeds from revolver borrowings | 73,000,000 | |||||
Repayment of revolver borrowings | 93,000,000 | |||||
Old Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Cash collateralized letter of credit facility | 133,000,000 | |||||
Cash collateral provided | 137,000,000 | |||||
Cash Collateral Letter of Credit Facility Due June 2018 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit facility, maximum borrowing capacity | 137,000,000 | |||||
Cash collateralized letter of credit facility | 137,000,000 | |||||
Terms of cash collateral | The terms under the new letters of credit facility provided that 103% of cash collateral has to be maintained for outstanding letters of credit. | |||||
Cash collateral percent of letters of credit | 103.00% | |||||
Letter of credit facility outstanding amount | 77,000,000 | |||||
Cash provided as collateral | 26,000,000 | 79,000,000 | ||||
Remaining capacity under line of credit facility | 60,000,000 | |||||
Credit facility expiration date | 1-Jun-18 | |||||
Letter of Credit [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Proceeds from revolver borrowings | 14,000,000 | |||||
Letter of Credit [Member] | Orbitz Worldwide [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit facility, maximum borrowing capacity | 75,000,000 | 0 | ||||
Euro Denominated Long Term Debt [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Increase decrease in long term debt due to foreign exchange fluctuations | 9,000,000 | |||||
Tranche 1 Second Priority Secured Loans [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Mark up on LIBOR | 8.00% | |||||
New term loan facility | 630,000,000 | |||||
Percentage of discount on term loan | 1.00% | |||||
Debt instrument LIBOR floor rate | 1.50% | |||||
Percentage of repayment fee accreted as interest expense | 2.00% | |||||
Amount of interest expense accreted into the outstanding loan | 3,000,000 | |||||
Debt discount amortized | 2,000,000 | |||||
2012 Secured Credit Agreement [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Repayment of term loan | 175,000,000 | |||||
Credit agreement date | 8-May-12 | |||||
Tranche 2 Second Priority Secured Loans [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate on notes | 8.38% | |||||
Payment in kind interest | 4.38% | |||||
Cash interest rate | 4.00% | |||||
Nine Point Eight Seven Five Percent Dollar Denominated Notes [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate on notes | 9.88% | |||||
Nine Percent Dollar Denominated Notes [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate on notes | 9.00% | |||||
Thirteen Point Eight Seven Five Percent Senior Fixed Rate Notes Due March Two Thousand Sixteen [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Term loan aggregate principal amount | 406,000,000 | |||||
Payment in kind interest | 2.50% | |||||
Cash interest rate | 11.38% | |||||
Senior Fixed Rate Notes Due March Two Thousand Sixteen [Member] | ||||||
Debt Instrument [Line Items] | ||||||
New senior fixed rate notes due 2016 | 13.88% | |||||
New Senior Floating Rate Notes Due March Two Thousand Sixteen [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Term loan aggregate principal amount | 185,000,000 | |||||
Payment in kind interest | 2.50% | |||||
Mark up on LIBOR | 6.13% | |||||
Dollar Denominated Maturing On June Two Thousand Nineteen [Member] | Sixth Credit Amendment [Member] | Term Loans [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Mark up on LIBOR | 5.00% | |||||
New term loan facility | 1,554,000,000 | |||||
Percentage of discount on term loan | 1.50% | |||||
Four Point Two Five Percent Dollar Denominated Notes [Member] | Sixth Credit Amendment [Member] | Term Loans [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument LIBOR floor rate | 1.25% | |||||
Four Point Two Five Percent Dollar Denominated Notes [Member] | Sixth Credit Amendment [Member] | Term Loans [Member] | Maximum [Member] | ||||||
Debt Instrument [Line Items] | ||||||
First lien leverage ratio | 3.1 | |||||
Four Point Two Five Percent Dollar Denominated Notes [Member] | Sixth Credit Amendment [Member] | Term Loans [Member] | Minimum [Member] | ||||||
Debt Instrument [Line Items] | ||||||
First lien leverage ratio | 1 | |||||
Senior Notes [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Repayments of senior notes | 393,000,000 | |||||
Senior Notes [Member] | Tranche 2 Term Loan Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Capitalized payment-in-kind interest | 16,000,000 | |||||
Payment-in-kind interest accrued | 6,000,000 | |||||
Tranche Loans [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Percentage of equity outstanding of Travelport Worldwide Limited | 43.30% | |||||
Eleven Point Eight Seven Five Percent Senior Subordinated Notes Due In Two Thousand Sixteen [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate on notes | 11.88% | |||||
Term loan aggregate principal amount | $25,000,000 | |||||
Tranche B Loans [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Percentage of equity outstanding of Travelport Worldwide Limited | 34.60% |
LongTerm_Debt_Capital_Leases_A
Long-Term Debt - Capital Leases - Additional Information (Detail) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Debt Disclosure [Abstract] | |||
Repayment of capital lease obligations | $32 | $20 | $16 |
Capital lease obligations incurred | 18 | 32 | 63 |
Termination of capital lease obligations | $1 |
LongTerm_Debt_Aggregate_Maturi
Long-Term Debt - Aggregate Maturities of Debt (Detail) (USD $) | Dec. 31, 2014 |
In Millions, unless otherwise specified | |
Debt Disclosure [Abstract] | |
2015 | $56 |
2016 | 50 |
2017 | 45 |
2018 | 27 |
2019 | 26 |
Thereafter | 2,236 |
Aggregate maturities of debt, Total | $2,440 |
LongTerm_Debt_Aggregate_Maturi1
Long-Term Debt - Aggregate Maturities of Debt (Parenthetical) (Detail) (USD $) | Dec. 31, 2014 |
In Millions, unless otherwise specified | |
Debt Disclosure [Abstract] | |
Debt discount on term loans | $28 |
LongTerm_Debt_Summary_of_Movem
Long-Term Debt - Summary of Movement in Deferred Financing Costs (Detail) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Debt Disclosure [Abstract] | |||
Balance as of January 1 | $40 | $73 | $97 |
Capitalization of debt finance costs | 40 | 29 | 13 |
Amortization | -10 | -21 | -37 |
Written-off as loss on extinguishment | -33 | -39 | |
Written-off on refinancing of payment-in-kind debt | -2 | ||
Balance as of December 31 | $37 | $40 | $73 |
LongTerm_Debt_Debt_Finance_Cos
Long-Term Debt - Debt Finance Costs - Additional Information (Detail) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Debt Instrument [Line Items] | |||
Debt finance costs amortized | $10 | $21 | $37 |
Advisory and early repayment fees | 46 | ||
Repayment penalty on term loans incurred | 5 | ||
Amortized additional discount on early repayment of debt | 5 | ||
Debt finance costs incurred | 7 | ||
2012 Secured Credit Agreement [Member] | |||
Debt Instrument [Line Items] | |||
Repayment penalty on term loans incurred | $5 |
Financial_Instruments_Addition
Financial Instruments - Additional Information (Detail) (USD $) | 1 Months Ended | 3 Months Ended | 12 Months Ended | 1 Months Ended | ||
Jul. 31, 2014 | Jun. 30, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Aug. 31, 2014 | |
Derivatives, Fair Value [Line Items] | ||||||
Net liability position related to derivative financial instruments | $16,000,000 | |||||
Reduction percentage of the principal amount of debt being hedged | 100.00% | |||||
Accumulated reclassifying losses | 8,000,000 | |||||
Proceeds from settlement of derivative instruments | 3,000,000 | 4,000,000 | 9,000,000 | |||
Credit risk fair value adjustments | 15.00% | |||||
Probability of default percentage | 5.00% | |||||
Credit default recovery rate percentage | 20.00% | |||||
Change in unobservable inputs percentage | 10.00% | |||||
Maximum [Member] | ||||||
Derivatives, Fair Value [Line Items] | ||||||
Transactions period of derivative contracts | 1 year | |||||
Interest Rate Caps [Member] | ||||||
Derivatives, Fair Value [Line Items] | ||||||
Proceeds from settlement of derivative instruments | 3,000,000 | |||||
Foreign Currency Forward Contracts [Member] | ||||||
Derivatives, Fair Value [Line Items] | ||||||
Derivative contracts, notional amounts | 291,000,000 | |||||
Foreign Currency Contracts [Member] | ||||||
Derivatives, Fair Value [Line Items] | ||||||
Proceeds from settlement of derivative instruments | 3,000,000 | |||||
Payments to settle foreign currency derivative contracts | $7,000,000 | |||||
USLIBOR Interest Rate Base [Member] | ||||||
Derivatives, Fair Value [Line Items] | ||||||
Interest rate cap on derivative contracts | 1.50% |
Financial_Instruments_Summary_
Financial Instruments - Summary of Fair Value of Company's Derivative Contracts (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Derivatives, Fair Value [Line Items] | ||
Fair Value Asset | $11 | |
Fair Value (Liability) | -16 | -1 |
Interest Rate Caps [Member] | Derivatives Designated as Hedging Instruments [Member] | Other Non-Current Assets [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Fair Value Asset | 8 | |
Foreign Currency Contracts [Member] | Derivatives Not Designated as Hedging Instruments [Member] | Accrued Expenses and Other Current Liabilities [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Fair Value (Liability) | -16 | -1 |
Foreign Currency Contracts [Member] | Derivatives Not Designated as Hedging Instruments [Member] | Other Current Assets [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Fair Value Asset | $3 |
Financial_Instruments_Summary_1
Financial Instruments - Summary of Reconciliation of Net Carrying Amount of Derivative Financial Instruments (Detail) (USD $) | 12 Months Ended | |
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||
Net derivative asset - opening balance | $10 | $11 |
Total loss for the period included in net loss | -19 | -7 |
Total loss for the period accounted through other comprehensive (loss) income | -4 | -4 |
Premium paid for interest rate cap derivative contracts | 12 | |
Proceeds from settlement of foreign currency derivative contracts hedging debt instruments, net | -3 | -3 |
Settlement of foreign currency derivative contracts and interest rate swaps, net | 4 | |
Termination of foreign currency derivative contracts (settlement pending) | -3 | |
Net derivative (liability) asset - closing balance | ($16) | $10 |
Financial_Instruments_Impact_o
Financial Instruments - Impact of Changes in Fair Values of Derivatives (Detail) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Derivatives, Fair Value [Line Items] | |||
Derivative Instruments, Amount of Loss Recorded in Net Income (Loss) | ($28) | ($7) | ($4) |
Derivatives Designated as Hedging Instruments [Member] | Interest Rate Caps [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Derivative Instruments, Amount of Gain (Loss) Recognized in Other Comprehensive (Loss) Income | 4 | -4 | |
Derivatives Not Designated as Hedging Instruments [Member] | Interest Rate Caps [Member] | Interest Expense, Net [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Derivative Instruments, Amount of Loss Recorded in Net Income (Loss) | -9 | ||
Derivatives Not Designated as Hedging Instruments [Member] | Interest Rate Swaps [Member] | Interest Expense, Net [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Derivative Instruments, Amount of Loss Recorded in Net Income (Loss) | -3 | -4 | |
Derivatives Not Designated as Hedging Instruments [Member] | Foreign Currency Contracts [Member] | Selling, General and Administrative [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Derivative Instruments, Amount of Loss Recorded in Net Income (Loss) | ($19) | ($4) |
Financial_Instruments_Fair_Val
Financial Instruments - Fair Values of Company's Other Financial Instruments (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Fair Value Of Financial Instruments [Line Items] | ||
Total debt, Carrying Amount | ($2,440) | ($3,573) |
Derivative assets, Fair Value | 11 | |
Derivative liabilities, Fair Value | -16 | -1 |
Level 1 [Member] | ||
Fair Value Of Financial Instruments [Line Items] | ||
Equity method investments, Carrying Amount | 19 | |
Available-for-sale securities, Carrying Amount | 6 | |
Equity method investments, Fair Value | 349 | |
Available-for-sale securities, Fair Value | 6 | |
Level 2 [Member] | ||
Fair Value Of Financial Instruments [Line Items] | ||
Derivative assets, Carrying Amount | 11 | |
Derivative liabilities, Carrying Amount | -16 | -1 |
Total debt, Carrying Amount | -2,440 | -3,573 |
Derivative assets, Fair Value | 11 | |
Derivative liabilities, Fair Value | -16 | -1 |
Total debt, Fair Value | ($2,461) | ($3,693) |
Other_NonCurrent_Liabilities_S
Other Non-Current Liabilities - Summary of Other Non-Current Liabilities (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Other Liabilities, Noncurrent [Abstract] | ||
Pension and post-retirement benefit liabilities | $141 | $75 |
Income tax payable | 26 | 23 |
Other | 70 | 74 |
Other non-current liabilities, Total | $237 | $172 |
Employee_Benefit_Plans_Additio
Employee Benefit Plans - Additional Information (Detail) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Defined Benefit Plan Disclosure [Line Items] | |||
Company's contributions in plan | $13 | $15 | $10 |
Company's estimated contributions to its defined benefit pension and post-retirement benefit in 2015 | 3 | ||
Company's contributions to its defined benefit pension and post-retirement benefit | 7 | ||
Defined Benefit Pension Plans [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Aggregate accumulated benefit obligations | 663 | 581 | |
Aggregate benefit obligation for employees | 663 | 581 | 663 |
Aggregate fair value of plan assets | 531 | 523 | 497 |
Unrecognized actuarial losses | 163 | 78 | |
Mortality Improvement Scale MP-2014, increased pension liability | 36 | ||
Company's contributions to its defined benefit pension and post-retirement benefit | 7 | 3 | |
Defined Benefit Pension Plans [Member] | Equity Securities [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Target allocation of plan assets | 54.00% | ||
Defined Benefit Pension Plans [Member] | Fixed Income Securities [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Target allocation of plan assets | 35.00% | ||
Defined Benefit Pension Plans [Member] | Other Investments [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Target allocation of plan assets | 11.00% | ||
Post-Retirement Benefit Plans [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Aggregate benefit obligation for employees | 7 | 7 | 8 |
Unrecognized actuarial gains | 2 | 3 | |
Assumed heath care cost trend rate | 8.50% | ||
Assumed health care cost trend rate | 5.00% | ||
Health care cost trend reduced year | 8 years | ||
Effect of percentage change assumed health care cost trend rate | 0 | ||
Other Non-US, Define Benefit Pension Plans [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Aggregate benefit obligation for employees | 91 | 81 | |
Aggregate fair value of plan assets | $93 | $91 |
Employee_Benefit_Plans_Summary
Employee Benefit Plans - Summary of Changes in Benefit Obligation and Fair Value of Assets (Detail) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Defined Benefit Plan Disclosure [Line Items] | |||
Employer contribution | $7 | ||
Defined Benefit Pension Plans [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Benefit obligation, beginning of year | 581 | 663 | |
Interest cost | 27 | 24 | 25 |
Actuarial loss (gain) | 94 | -83 | |
Benefits paid | -34 | -24 | |
Currency translation adjustment | -5 | 1 | |
Benefit obligation, end of year | 663 | 581 | 663 |
Fair value of plan assets, beginning of year | 523 | 497 | |
Return on plan assets | 41 | 46 | |
Employer contribution | 7 | 3 | |
Currency translation adjustment | -6 | 1 | |
Fair value of plan assets, end of year | 531 | 523 | 497 |
Funded status | -132 | -58 | |
Post-Retirement Benefit Plans [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Benefit obligation, beginning of year | 7 | 8 | |
Actuarial loss (gain) | -1 | ||
Benefits paid | |||
Benefit obligation, end of year | 7 | 7 | |
Funded status | ($7) | ($7) |
Employee_Benefit_Plans_Compone
Employee Benefit Plans - Components of Net Periodic Benefit Cost (Detail) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Defined Benefit Pension Plans [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Interest cost | $27 | $24 | $25 |
Expected return on plan assets | -35 | -34 | -31 |
Recognized net actuarial loss (gain) | 3 | 14 | 13 |
Net periodic (benefit) cost | -5 | 4 | 7 |
Post-Retirement Benefit Plans [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Recognized net actuarial loss (gain) | -1 | -4 | |
Net periodic (benefit) cost | -1 | -4 | |
Amortization of prior service cost | $0 | $0 | $0 |
Employee_Benefit_Plans_Weighte
Employee Benefit Plans - Weighted Average Assumptions to Measure Benefit Obligation (Detail) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Defined Benefit Pension Plans [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Discount rate | 4.20% | 4.80% |
Expected long-term return on plan assets | 6.60% | 7.00% |
Post-Retirement Benefit Plans [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Discount rate | 4.40% | 5.30% |
Employee_Benefit_Plans_Fair_Va
Employee Benefit Plans - Fair Values of Company's Pension Plan Assets (Detail) (Defined Benefit Pension Plans [Member], USD $) | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
In Millions, unless otherwise specified | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total | $531 | $523 | $497 |
Common and Commingled Trust Funds [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total | 437 | 414 | |
Mutual Funds [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total | 72 | 98 | |
Cash Equivalents [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total | 22 | 11 | |
Level 1 [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total | 94 | 109 | |
Level 1 [Member] | Mutual Funds [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total | 72 | 98 | |
Level 1 [Member] | Cash Equivalents [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total | 22 | 11 | |
Level 2 [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total | 437 | 414 | |
Level 2 [Member] | Common and Commingled Trust Funds [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total | $437 | $414 |
Employee_Benefit_Plans_Future_
Employee Benefit Plans - Future Benefit Payments of Defined Benefit Pension and Other Post-Retirement Benefit Plans (Detail) (USD $) | Dec. 31, 2014 |
In Millions, unless otherwise specified | |
Defined Benefit Pension Plans [Member] | |
Defined Benefit Plan Disclosure [Line Items] | |
2015 | $30 |
2016 | 32 |
2017 | 35 |
2018 | 39 |
2019 | 49 |
Five years thereafter | 301 |
Post-Retirement Benefit Plans [Member] | |
Defined Benefit Plan Disclosure [Line Items] | |
Five years thereafter | $1 |
Commitments_and_Contingencies_1
Commitments and Contingencies - Future Minimum Lease Payments Required under Non-Cancellable Operating Leases (Detail) (USD $) | Dec. 31, 2014 |
In Millions, unless otherwise specified | |
Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | |
2015 | $12 |
2016 | 11 |
2017 | 9 |
2018 | 8 |
2019 | 7 |
Thereafter | 31 |
Total | $78 |
Commitments_and_Contingencies_2
Commitments and Contingencies - Additional Information (Detail) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Commitments and Contingencies Disclosure [Abstract] | |||
Total rental expenses | $16 | $18 | $18 |
Capital leases | 93 | 107 | |
Outstanding purchase commitments | 92 | ||
Purchase obligation due | $47 | ||
Purchase obligations maturity period | 2017 |
Equity_Additional_Information_
Equity - Additional Information (Detail) (USD $) | 0 Months Ended | 1 Months Ended | 12 Months Ended | 0 Months Ended | 1 Months Ended | ||
Nov. 04, 2014 | Sep. 25, 2014 | Sep. 30, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Feb. 19, 2015 | Jun. 30, 2014 | |
Equity Note [Line Items] | |||||||
Authorized share capital | $1,962,500 | ||||||
Common stock, shares authorized | 560,000,000 | 560,000,000 | |||||
Common stock, par value | $0.00 | $0.00 | |||||
Preferred stock, share authorized | 225,000,000 | 225,000,000 | |||||
Preferred stock, par value | $0.00 | $0.00 | |||||
Common stock, shares outstanding | 121,411,360 | 60,882,046 | |||||
Number of vote per share | One vote per share | ||||||
Interest on unpaid dividends | 0 | ||||||
Dividend declared | $0.08 | ||||||
Dividend payable, date declared | 4-Nov-14 | ||||||
Dividend payable, date to be paid | 18-Dec-14 | ||||||
Dividend payable, date of record | 4-Dec-14 | ||||||
Dividend paid | 9,000,000 | ||||||
Net proceeds from offering after deducting underwriting discount, commission and offering expenses | 445,000,000 | 445,000,000 | 445,000,000 | ||||
Exchange of debt for shares | 571,000,000 | 473,000,000 | |||||
Aggregate shares issued in exchange for debt | 29,000,000 | ||||||
Fair value of shares issued | 585,000,000 | ||||||
Loss on extinguishment of debt | 28,000,000 | ||||||
Cost associated with the debt-for equity exchange | 12,000,000 | ||||||
Ownership percentage | 71.00% | ||||||
Purchase of non-controlling interest in a subsidiary | 65,000,000 | ||||||
Senior Notes [Member] | |||||||
Equity Note [Line Items] | |||||||
Exchange of debt for shares | 167,000,000 | ||||||
Senior Subordinated Notes [Member] | |||||||
Equity Note [Line Items] | |||||||
Exchange of debt for shares | 313,000,000 | ||||||
Senior Secured Credit Agreement [Member] | |||||||
Equity Note [Line Items] | |||||||
Exchange of debt for shares | 70,000,000 | ||||||
Tranche 1 Dollar Denominated Term Loan [Member] | |||||||
Equity Note [Line Items] | |||||||
Exchange of debt for shares | 21,000,000 | ||||||
Subsequent Event [Member] | |||||||
Equity Note [Line Items] | |||||||
Dividend declared | $0.08 | ||||||
Dividend payable, date to be paid | 19-Mar-15 | ||||||
Dividend payable, date of record | 5-Mar-15 | ||||||
eNett [Member] | Investments in Majority-Owned Subsidiary [Member] | |||||||
Equity Note [Line Items] | |||||||
Acquisition of additional equity from non-controlling shareholders | 16.00% | ||||||
Excess of consideration paid over carrying value of non-controlling interest acquired | 62,000,000 | ||||||
Increasing in ownership percentage | Increasing its ownership in eNett from 57% to 73%. | ||||||
Ownership percentage | 71.00% | ||||||
Purchase of non-controlling interest in a subsidiary | $65,000,000 | ||||||
IPO [Member] | |||||||
Equity Note [Line Items] | |||||||
Common stock, par value | $0.00 | ||||||
Issue of common stock, shares | 30,000,000 | ||||||
Sale price of shares, per share | $16 | ||||||
Installment 4 FY 2014 [Member] | |||||||
Equity Note [Line Items] | |||||||
Dividend payable, date declared | 19-Feb-15 |
Equity_Accumulated_Other_Compr
Equity - Accumulated Other Comprehensive Income (Loss), Net of Tax (Detail) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Accumulated Other Comprehensive Income (Loss), Beginning Balance | ($82) | ($189) | ($176) |
Activity during period, net of tax | -92 | 107 | -13 |
Accumulated Other Comprehensive Income (Loss), Ending Balance | -174 | -82 | -189 |
Currency Translation Adjustments [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Accumulated Other Comprehensive Income (Loss), Beginning Balance | -10 | -5 | -8 |
Activity during period, net of tax | -11 | -5 | 3 |
Accumulated Other Comprehensive Income (Loss), Ending Balance | -21 | -10 | -5 |
Unrealized Gain (Loss) on Equity Investments [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Accumulated Other Comprehensive Income (Loss), Beginning Balance | 8 | -1 | 2 |
Activity during period, net of tax | -7 | 9 | -3 |
Accumulated Other Comprehensive Income (Loss), Ending Balance | 1 | 8 | -1 |
Unrealized Gain (Loss) on Cash Flow Hedges [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Accumulated Other Comprehensive Income (Loss), Beginning Balance | -4 | ||
Activity during period, net of tax | 4 | -4 | |
Accumulated Other Comprehensive Income (Loss), Ending Balance | -4 | ||
Unrealized Gain on Available-for-Sale Securities [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Activity during period, net of tax | 6 | ||
Accumulated Other Comprehensive Income (Loss), Ending Balance | 6 | ||
Unrecognized Actuarial Gain (Loss) on Defined Benefit Plans [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Accumulated Other Comprehensive Income (Loss), Beginning Balance | -76 | -183 | -170 |
Activity during period, net of tax | -84 | 107 | -13 |
Accumulated Other Comprehensive Income (Loss), Ending Balance | ($160) | ($76) | ($183) |
Equity_Accumulated_Other_Compr1
Equity - Accumulated Other Comprehensive Income (Loss), Net of Tax (Parenthetical) (Detail) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Other comprehensive loss | $0 | $0 | $0 |
Currency Translation Adjustments [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Other comprehensive loss | 0 | 0 | 0 |
Unrealized Gain (Loss) on Equity Investments [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Other comprehensive loss | 0 | 0 | 0 |
Unrealized Gain (Loss) on Cash Flow Hedges [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Other comprehensive loss | 0 | 0 | 0 |
Unrealized Gain on Available-for-Sale Securities [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Other comprehensive loss | 0 | 0 | 0 |
Unrecognized Actuarial Gain (Loss) on Defined Benefit Plans [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Other comprehensive loss | $2 | $2 | $1 |
EquityBased_Compensation_Addit
Equity-Based Compensation - Additional Information (Detail) (USD $) | 12 Months Ended | 1 Months Ended | 0 Months Ended | 1 Months Ended | 0 Months Ended | |||||||||
In Millions, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Jun. 30, 2013 | 31-May-14 | Apr. 15, 2016 | Apr. 15, 2015 | Sep. 30, 2014 | Oct. 15, 2014 | Aug. 04, 2014 | 31-May-13 | Dec. 31, 2006 | Dec. 31, 2011 | Sep. 05, 2014 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Number of shares authorized for grant | 320,000 | |||||||||||||
Vesting period | 2016-04 | |||||||||||||
Stock options contractual life | 5 years | |||||||||||||
Exercise price | $15.05 | |||||||||||||
Remaining weighted average contractual term in years | 8 years 2 months 1 day | |||||||||||||
Stock options vested | 0 | |||||||||||||
Stock options exercisable | 0 | |||||||||||||
Percentage of shares outstanding | 71.00% | |||||||||||||
Compensation expense credit to equity (deficit) | $41 | $6 | $2 | |||||||||||
Compensation expense offset by a decrease due to net share settlements | 23 | 1 | 1 | |||||||||||
Future equity-based compensation expense | 42 | |||||||||||||
Restricted Share Units [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Number of shares authorized for grant | 6,000,000 | |||||||||||||
Granted | 3,251,661 | 4,065,306 | ||||||||||||
Stock units vested | 3,078,827 | 652,222 | 11,463 | |||||||||||
Restricted Share Units [Member] | Scenario, Forecast [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Awards not considered as granted for accounting purposes | 2,000,000 | |||||||||||||
Time-based Restricted Stock Units (TRSUs) [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Options vesting | 160,000 | |||||||||||||
Performance Share Units (PSUs) [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Options vesting | 160,000 | |||||||||||||
Options [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Awards not considered as granted for accounting purposes | 160,000 | |||||||||||||
Options vesting | 0 | 0 | 0 | |||||||||||
Number of stock options granted | 1,116,730 | 160,000 | ||||||||||||
REUs [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Exercise price | $1 | |||||||||||||
Available for future grants | 2,000,000 | |||||||||||||
Partnership Restricted Equity Units [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Number of shares authorized for grant | 120,000,000 | |||||||||||||
Stock units vested | 107,800,000 | |||||||||||||
eNett [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Shares outstanding | 41,000,000 | |||||||||||||
eNett [Member] | REUs [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Granted | 4,600,000 | |||||||||||||
Stock units vested | 3,100,000 | |||||||||||||
2011 Equity Plan [Member] | Common Shares [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Number of shares authorized for grant | 208,000 | |||||||||||||
2011 Equity Plan [Member] | Restricted Share Units [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Number of shares authorized for grant | 62,286 | |||||||||||||
2014 Employee Stock Purchase Plan (2014 ESPP) [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Number of shares authorized for grant | 2,400,000 | |||||||||||||
Stock granted under equity plan | 0 | |||||||||||||
Discount on market price of share for purchase of common stock | 15.00% | |||||||||||||
2013 Equity Plan [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Number of shares authorized for grant | 6,700,000 | |||||||||||||
Shares granted and vesting description | In May 2013, 6.0 million of RSUs were granted to employees, with two-thirds, or 4.1 million RSUs, vesting one-sixth semi-annually on April 15 and October 15 each year for a period of three years, if the employee continues to remain in employment. The balance of one-third or 2.0 million RSUs, vest on April 15, 2015 upon satisfaction of certain performance conditions. As the performance conditions were not communicated to the employees then, the 2.0 million RSUs were not considered as granted for accounting purposes. | |||||||||||||
2013 Equity Plan [Member] | Restricted Share Units [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Stock granted under equity plan | 1,900,000 | |||||||||||||
Stock vesting period | 15-Apr-15 | |||||||||||||
2013 Equity Plan [Member] | Options [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Stock granted under equity plan | 160,000 | |||||||||||||
Stock vesting period | 15-Apr-16 | |||||||||||||
2013 Equity Plan [Member] | Options [Member] | Scenario, Forecast [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Stock options vesting percentage | 50.00% | 50.00% | ||||||||||||
2013 Equity Plan [Member] | IPO [Member] | Time-based Restricted Stock Units (TRSUs) [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Stock units vested | 2,400,000 | |||||||||||||
Compensation cost | $9 | |||||||||||||
2014 Omnibus Plan [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Stock options and TRSUs vesting period | 4 years | |||||||||||||
2014 Omnibus Plan [Member] | Options [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Number of stock options granted | 900,000 | |||||||||||||
2014 Omnibus Plan [Member] | Time-based Restricted Stock Units (TRSUs) [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Granted | 500,000 | |||||||||||||
2014 Omnibus Plan [Member] | Performance Share Units (PSUs) [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Granted | 700,000 | |||||||||||||
2014 Omnibus Plan [Member] | Maximum [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Number of shares authorized for grant | 6,000,000 |
EquityBased_Compensation_Sched
Equity-Based Compensation - Schedule of Employee Options Grant Estimated Weighted-Average Assumptions (Detail) (Options [Member], USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Fair value of common share | $4.63 | |
Expected term from grant date (in years) | 4 years | |
Risk free interest rate | 0.85% | |
Expected volatility | 65.00% | |
Dividend yield | 0.00% | |
Minimum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Fair value of common share | $16 | |
Expected term from grant date (in years) | 3 years | |
Risk free interest rate | 0.80% | |
Expected volatility | 49.00% | |
Dividend yield | 0.00% | |
Maximum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Fair value of common share | $20 | |
Expected term from grant date (in years) | 6 years 3 months | |
Risk free interest rate | 1.67% | |
Expected volatility | 60.00% | |
Dividend yield | 2.00% |
EquityBased_Compensation_Summa
Equity-Based Compensation - Summary of Company's Equity Award Programs (Detail) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Restricted Share Units [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Beginning Balance, Number | 3,360,611 | 43,527 | 62,286 |
Granted at fair market value, Number | 3,251,661 | 4,065,306 | |
Granted at fair market value, Weighted Average Grant Date Fair Value | $18.40 | $4.63 | |
Vested, Number | -3,078,827 | -652,222 | -11,463 |
Forfeited/cancelled, Number | -337,023 | -96,000 | -7,296 |
Ending Balance, Number | 3,196,422 | 3,360,611 | 43,527 |
Beginning Balance, Weighted Average Grant Date Fair Value | $4.88 | $23.13 | $23.13 |
Vested, Weighted Average Grant Date Fair Value | $4.81 | $4.63 | $23.13 |
Forfeited/Cancelled, Weighted Average Grant Date Fair Value | $5.86 | $4.63 | $23.13 |
Ending Balance, Weighted Average Grant Date Fair Value | $18.68 | $4.88 | $23.13 |
Options [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Granted at fair market value, Number | 1,116,730 | 160,000 | |
Granted at fair market value, Weighted Average Grant Date Fair Value | $7.46 | $1.50 | |
Beginning Balance, Number | 160,000 | ||
Vested, Number | 0 | 0 | 0 |
Forfeited/Cancelled, Number | -5,859 | ||
Ending Balance, Number | 1,270,871 | 160,000 | |
Beginning Balance, Weighted Average Grant Date Fair Value | $1.50 | ||
Vested, Weighted Average Grant Date Fair Value | $0 | $0 | $0 |
Forfeited/Cancelled, Weighted Average Grant Date Fair Value | $6.43 | ||
Ending Balance, Weighted Average Grant Date Fair Value | $6.72 | $1.50 |
EquityBased_Compensation_Summa1
Equity-Based Compensation - Summary of Company's Equity Award Programs (Parenthetical) (Detail) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||
Restricted Share Units and Stock Options, net share settlements | 1,390,525 | 275,599 | 8,227 |
EquityBased_Compensation_Sched1
Equity-Based Compensation - Schedule of Equity-Based Compensation Expense Recognized in Consolidated Financial Statements (Detail) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Equity-based compensation expense | $41 | $6 | $2 |
REUs [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Equity-based compensation expense | 1 | 1 | |
Restricted Share Units [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Equity-based compensation expense | 40 | 5 | 1 |
Options [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Equity-based compensation expense | $1 |
Earnings_Per_Share_Computation
Earnings Per Share - Computation of Basic and Diluted Earnings (Loss) per Share (Detail) (USD $) | 12 Months Ended | ||
In Millions, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Numerator - Basic and Diluted EPS: | |||
Net income (loss) from continuing operations | $91 | ($207) | ($299) |
Net income attributable to non-controlling interest in subsidiaries | -5 | -3 | |
Net income (loss) from continuing operations attributable to the Company | $86 | ($210) | ($299) |
Denominator - Basic EPS: | |||
Weighted average common shares outstanding | 85,771,655 | 45,522,506 | 8,129,920 |
Income (loss) per share from continuing operations | $1.01 | ($4.62) | ($36.76) |
Denominator - Diluted EPS: | |||
Number of shares used for Basic EPS | 85,771,655 | 45,522,506 | 8,129,920 |
Weighted average common shares outstanding - Diluted | 87,864,090 | 45,522,506 | 8,129,920 |
Income (loss) per share from continuing operations | $0.98 | ($4.62) | ($36.76) |
Restricted Share Units [Member] | |||
Denominator - Diluted EPS: | |||
Weighted average effect of dilutive securities | 1,988,145 | ||
Options [Member] | |||
Denominator - Diluted EPS: | |||
Weighted average effect of dilutive securities | 104,290 |
Earnings_Per_Share_Additional_
Earnings Per Share - Additional Information (Detail) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2014 |
Restricted Stock Units and Stock Options [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Common share equivalents excluded from the calculation of diluted earnings per share | 3.5 | 0.8 | |
Stock Options [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Common share equivalents excluded from the calculation of diluted earnings per share | 0.2 |
Segment_Information_Additional
Segment Information - Additional Information (Detail) | 12 Months Ended |
Dec. 31, 2014 | |
Segment | |
Segment Reporting Information [Line Items] | |
Number of reportable segment | 1 |
Travel Commerce Platform [Member] | |
Segment Reporting Information [Line Items] | |
Revenue percentage | 95.00% |
Technology Services [Member] | |
Segment Reporting Information [Line Items] | |
Revenue percentage | 5.00% |
Segment_Information_Geographic
Segment Information - Geographic Segment Information (Detail) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net revenue | $2,148 | $2,076 | $2,002 |
Long-Lived Assets (excluding financial instruments and deferred tax assets) | 2,471 | 2,609 | 2,715 |
United States [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net revenue | 786 | 772 | 795 |
Long-Lived Assets (excluding financial instruments and deferred tax assets) | 1,341 | 1,478 | 1,630 |
United Kingdom [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net revenue | 174 | 162 | 155 |
Long-Lived Assets (excluding financial instruments and deferred tax assets) | 18 | 39 | 31 |
All Other Countries [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net revenue | 1,188 | 1,142 | 1,052 |
Long-Lived Assets (excluding financial instruments and deferred tax assets) | $1,112 | $1,092 | $1,054 |
Related_Party_Transactions_Add
Related Party Transactions - Additional Information (Detail) (USD $) | 12 Months Ended | 3 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Apr. 15, 2013 | |
Related Party Transaction [Line Items] | ||||
Transaction and monitoring fee arrangement description | Blackstone and TCV agreed (i) to a one-third reduction in the amount of fees that would have been otherwise be payable under TMFA, (ii) that the Company had no obligation to pay the advisory fee until the Companybs outstanding indebtedness under the second lien credit agreement is repaid, refined or extended and (iii) to share a portion of the fee with Angelo Gordon and Q Investments | |||
Transaction and Monitoring Fee Arrangement [Member] | ||||
Related Party Transaction [Line Items] | ||||
Payments made under the transaction and monitoring fee arrangement | 26,000,000 | $6,000,000 | $5,000,000 | |
Advisory fee obligation | 0 | |||
Outstanding obligation | 0 | |||
Outstanding advisory fee payable | 26,000,000 | |||
Hilton Hotels Corporation [Member] | ||||
Related Party Transaction [Line Items] | ||||
Revenue from booking fees received | 23,000,000 | 9,000,000 | ||
Wyndham Hotel Group [Member] | ||||
Related Party Transaction [Line Items] | ||||
Revenue from booking fees received | 9,000,000 | 3,000,000 | ||
Blackstone [Member] | ||||
Related Party Transaction [Line Items] | ||||
Paid for advisory and consulting services | 11,000,000 | $7,000,000 | $2,000,000 |
Discontinued_Operations_Additi
Discontinued Operations - Additional Information (Detail) (USD $) | 12 Months Ended | |
In Millions, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Discontinued Operations and Disposal Groups [Abstract] | ||
Gain realized on settlement of obligation | $4 | $7 |
Subsequent_Events_Additional_I
Subsequent Events - Additional Information (Detail) (USD $) | 0 Months Ended | 12 Months Ended | 0 Months Ended | ||
Nov. 04, 2014 | Dec. 31, 2014 | Feb. 19, 2015 | Jan. 16, 2015 | Sep. 02, 2014 | |
Subsequent Event [Line Items] | |||||
Dividend declared per share | $0.08 | ||||
Dividend payable date | 18-Dec-14 | ||||
Dividend payable record date | 4-Dec-14 | ||||
Revolving Credit Facility [Member] | |||||
Subsequent Event [Line Items] | |||||
Line of credit facility, maximum borrowing capacity | $120,000,000 | ||||
Subsequent Event [Member] | |||||
Subsequent Event [Line Items] | |||||
Dividend declared per share | $0.08 | ||||
Dividend payable date | 19-Mar-15 | ||||
Dividend payable record date | 5-Mar-15 | ||||
Subsequent Event [Member] | Revolving Credit Facility [Member] | |||||
Subsequent Event [Line Items] | |||||
Increase in revolving credit facility | 25,000,000 | ||||
Line of credit facility, maximum borrowing capacity | $125,000,000 |
Schedule_IIValuation_and_Quali1
Schedule II-Valuation and Qualifying Accounts (Detail) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Allowance for Doubtful Accounts [Member] | |||
Valuation and Qualifying Accounts Disclosure [Line Items] | |||
Balance at Beginning of Period | $13 | $16 | $22 |
Charged to Expense or Other Accounts | 3 | 4 | 4 |
Write-Offs and Other Adjustments | -2 | -7 | -10 |
Balance at End of Period | 14 | 13 | 16 |
Valuation Allowance for Deferred Tax Assets [Member] | |||
Valuation and Qualifying Accounts Disclosure [Line Items] | |||
Balance at Beginning of Period | 345 | 302 | 323 |
Charged to Expense or Other Accounts | 166 | 24 | 48 |
Write-Offs and Other Adjustments | -90 | 19 | -69 |
Balance at End of Period | $421 | $345 | $302 |