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WYN » Topics » Travelport Sale Adjustments

This excerpt taken from the WYN 8-K filed Jul 19, 2006.

Travelport Sale Adjustments

 

(f) Represents the estimated incremental costs of $1 million and $3 million for the quarter ended March 31, 2006 and for the year ended December 31, 2005, respectively, associated with Wyndham Worldwide bearing 37.5% instead of 30% of continuing Cendant costs specific to certain legal matters.
(g) Represents the interest expense reduction of $11 million and $46 million for the quarter ended March 31, 2006 and for the year ended December 31, 2005, respectively, due to the reduction in borrowings from approximately $1,360 million to approximately $600 million which reflects the application of the proceeds expected to be received by Wyndham Worldwide from Cendant’s sale of Travelport.
(h) Represents the income tax effects of footnotes (f) and (g) above at an effective tax rate of approximately 38%.
(i) We would have had approximately 206 million and 215 million shares of common stock outstanding on a fully diluted basis as of March 31, 2006 and December 31, 2005, respectively, assuming:

 

  •   the fully diluted shares outstanding of Cendant common stock as of March 31, 2006, and the issuance of one share of Wyndham Worldwide common stock for every five shares of Cendant common stock;

 

  •   we accelerate all eligible equity awards outstanding as of March 31, 2006 in the manner described in “Management—Employee Benefit Plans—Equitable Adjustments to Outstanding Cendant Equity-Based Awards”; and

 

  •   the issuance of 3.1 million shares of Wyndham Worldwide common stock underlying the 2006 Annual Grant of incentive awards of approximately $80 million (see “Management—Employee Benefit Plans—2006 Equity and Incentive Plan”) based upon an estimated $30 per share trading price of Wyndham Worldwide’s common stock on the distribution date.

 

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