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Travelport Limited Launches Comprehensive Refinancing Plan

          Travelport Limited Launches Comprehensive Refinancing Plan

Committed New 2nd Lien Financing to Be Offered to Senior Noteholders

Parent Companies Reach Agreement with Lenders of Unsecured Payment-In-Kind
Term Loans

Broad Support for Refinancing Plan That Would Simplify Capital Structure and
Extend Debt Maturities

PR Newswire

ATLANTA, March 12, 2013

ATLANTA, March 12, 2013 /PRNewswire/ --Travelport Limited (the "Company") and
Travelport LLC, an indirect subsidiary of the Company (the "Issuer"), today
announced a comprehensive capital refinancing plan (the "Restructuring Plan"),
including arrangements to extend until 2016 the maturity date of the Issuer's
Senior Notes due in 2014. In addition, the Company's parent companies reached
agreement with lenders of Travelport Holdings Limited's unsecured
payment-in-kind ("PIK") loans ("Holdco Loans") to support the Restructuring
Plan, including exchanging Holdco Loans into equity of Travelport Worldwide
Limited ("Worldwide").

"Following the business momentum management has achieved in recent quarters
from the successful delivery of the Company's strategy, today's proposed
refinancing transactions are specifically designed to extend 2014 debt
maturities, eliminate the debt at Travelport Holdings and simplify the
Company's capital structure," stated Gordon Wilson, President and CEO of
Travelport Limited. "The successful execution of the refinancing will allow
Travelport's management team to continue to focus on growing the business and
achieving more of the same in the months and years ahead. We appreciate the
broad support we've received and look forward to successfully completing the
restructuring plan."

Under the collective terms of the Restructuring Support Agreements described
below, the parties have agreed to effectuate the following:

  oCertain holders of the Issuer's outstanding 9 7/8% Senior Dollar Fixed
    Rate Notes due 2014, Senior Dollar Floating Rate Notes due 2014 and Senior
    Euro Floating Rate Notes due 2014 (collectively, the "2014 Senior Notes")
    and outstanding 9% Senior Notes due 2016 (the "2016 Senior Notes" and,
    together with the 2014 Senior Notes, the "Senior Notes") have agreed to
    tender their notes into exchange offers to be made to all eligible holders
    of the Senior Notes (the "Senior Notes Exchange Offers"). The exchange
    offer consideration will be a combination of cash and new U.S.
    dollar-denominated 13.875% Senior Fixed Rate Notes due 2016 or Senior
    Floating Rate Notes due 2016 (LIBOR plus 8.625%) (collectively, the " New
    Senior Notes"). Eligible holders are entitled to receive more New Senior
    Notes in exchange for their Senior Notes if they validly tender their
    Senior Notes at or prior to the early tender time of 5:00 p.m. on March
    22, 2013 (unless extended) than if they tender thereafter. The Issuer
    will also solicit consents in the Senior Notes Exchange Offers to provide,
    among other things, a waiver and release of claims asserted or that could
    be asserted by the holders of Senior Notes, including those with respect
    to certain ongoing litigation between the Company and Computershare Trust
    Company, N.A., as indenture trustee for the Senior Notes, to instruct the
    trustee to execute any documents or take any action necessary to effect
    such release, to amend the respective indentures governing the applicable
    Senior Notes in certain respects and to approve consummation of the
    transactions contemplated by the Restructuring Plan (the "Senior Notes
    Consent Solicitation").
  oIn connection with the Senior Notes Exchange Offers and the Second Lien
    Notes Exchange Offer (as defined below), on March 11, 2013, the Issuer
    entered into a second lien secured credit agreement (the "Credit
    Agreement") with Credit Suisse AG (the "Initial Lender"), the guarantors
    named therein and the other parties thereto, pursuant to which the Initial
    Lender is committed, subject to the satisfaction of certain conditions, to
    fund up to $630 million in aggregate principal amount of floating rate
    Tranche 1 Second Priority Secured Loans (LIBOR plus 8%, subject to a fixed
    minimum LIBOR rate of 1.5%, a prepayment/repayment premium of 2% and,
    other than in connection with an excess cash flow mandatory prepayment, an
    interest make whole payment for prepayments prior to August 23, 2014) with
    a maturity of January 31, 2016 (the "Tranche 1 Loans"). The Tranche 1
    Loans will be offered, on a pro rata basis, to all eligible holders, or
    their designees, of the Senior Notes that validly tender Senior Notes in
    the Senior Notes Exchange Offers and deliver consents in the Senior Notes
    Consent Solicitation. Certain holders of the Senior Notes have agreed to
    subscribe for any Tranche 1 Loans that are not subscribed for by other
    holders of the Senior Notes.
  oEligible holders of the Issuer's outstanding Series B Second Priority
    Senior Secured Notes due 2016 (the "Second Lien Notes") will be offered
    the opportunity to exchange (the "Second Lien Notes Exchange Offer") such
    notes for an equal principal amount (after giving effect to the
    capitalization of certain interest with respect to such Second Lien Notes)
    of 8.375% Tranche 2 Second Priority Secured Loans under the Credit
    Agreement with a maturity of December 1, 2016 (the "Tranche 2 Loans" and,
    together with the Tranche 1 Loans, the "Second Priority Loans"), if they
    tender such notes and deliver the related consents by the early tender
    time of 5:00 p.m. on March 22, 2013 (unless extended). Eligible holders of
    the Second Lien Notes will receive less Tranche 2 Loans in exchange for
    their Second Lien Notes if they validly tender their Second Lien Notes
    after the early tender time. The Tranche 2 Loans are subject to an
    interest make whole payment for voluntary prepayments prior to August 23,
    2014, other than in connection with an excess cash flow mandatory
    prepayment. The Issuer will also solicit consents to certain proposed
    amendments to the indenture governing the Second Lien Notes and to approve
    the consummation of the transactions contemplated by the Restructuring
    Plan.
  oHolders of the Issuer's outstanding 11 7/8% Senior Dollar Subordinated
    Notes due 2016 (the "11 7/8% Subordinated Notes") and 10 7/8% Senior Euro
    Subordinated Notes due 2016 (together with the 11 7/8% Subordinated Notes,
    the "Senior Subordinated Notes") will be offered a consent fee to provide
    their consents to, among other things, a waiver and release of claims
    asserted or that could be asserted by the holders of Senior Subordinated
    Notes, including those with respect to certain ongoing litigation between
    the Company and Computershare Trust Company, N.A., as indenture trustee
    for the Senior Subordinated Notes, to instruct the trustee to execute any
    documents or take any action necessary to effect such release, to amend
    the indenture governing the Senior Subordinated Notes and to approve the
    consummation of the transactions contemplated by the Restructuring Plan
    (collectively, the "Senior Subordinated Notes Consent Solicitation").
  oLenders of Tranche A Holdco Loans due December 1, 2016 ("Tranche A") under
    the Amended and Restated Credit Agreement, dated as of October 3, 2011
    (the "PIK Credit Agreement"), of Travelport Holdings Limited ("Travelport
    Holdings") will be offered a consent fee to provide their consent to
    certain amendments to the PIK Credit Agreement to approve certain of the
    transactions contemplated by the Restructuring Plan and to exchange
    Tranche A loans for up to $25 million aggregate principal amount of Series
    A Second Priority Senior Secured Notes due 2016, which will be
    automatically exchanged for a separate series of newly issued 11 7/8%
    senior subordinated notes due 2016 and 43.3% of the outstanding equity of
    Worldwide on a pro forma and fully-diluted basis after giving effect to
    the Restructuring Plan.
  oHolders of Tranche B Holdco Loans under the PIK Credit Agreement will be
    offered the opportunity to exchange Tranche B Holdco Loans for 34.6% of
    the outstanding equity of Worldwide on a pro forma and fully-diluted basis
    after giving effect to the Restructuring Plan.

Each of the transactions described above is contingent on the satisfaction or
waiver on or prior to the expiration date (for each of the respective
transactions) of the conditions thereto and for each of the other
transactions. The Senior Notes Exchange Offers and Senior Notes Consent
Solicitation will be made to all eligible holders of Senior Notes and
consummation is conditioned upon the valid tender and acceptance by the Issuer
of at least 95% of the aggregate principal amount of the outstanding 2014
Senior Notes (considering the three series of 2014 Senior Notes in the
aggregate) in the Senior Notes Exchange Offers and at least the majority of
the aggregate principal amount of the outstanding 2016 Senior Notes in the
Senior Notes Exchange Offers. The Second Lien Notes Exchange Offer will be
made to all eligible holders of Second Lien Notes and consummation is
conditioned upon the valid tender and acceptance by the Issuer of at least a
majority of the aggregate principal amount of the outstanding Second Lien
Notes in the Second Lien Notes Exchange Offer. The Senior Subordinated Notes
Consent Solicitation is conditioned upon the receipt of valid consents from
holders of at least a majority of the aggregate principal amount of the
outstanding Senior Subordinated Notes in the Senior Subordinated Notes Consent
Solicitation. The transactions under the PIK Credit Agreement are conditioned
upon at least 66.7% of the outstanding principal amount and a majority of the
outstanding principal amount not held by insiders of the applicable tranche of
loans under the PIK Credit Agreement taking part in the applicable
transaction.

The Issuer intends to use the proceeds from the offering of Tranche 1 Loans to
refinance $175 million ofindebtedness under its secured credit agreement,
dated as of May 8, 2012, among the Issuer, the Company and the other parties
thereto, to pay the cash portion of the Senior Notes Exchange Offers, to pay
the consent fees in connection with the exchange offers and solicitations
described above and for general corporate purposes, including paying other
fees and expenses related to the transactions contemplated by the
Restructuring Plan.

In support of the Restructuring Plan, the Company, the Issuer and certain
affiliates have entered into restructuring support agreements ("Restructuring
Support Agreements") dated March 11, 2013, with certain noteholders and
lenders as follows:

  othe Issuer has reached agreement with holders of approximately 37.9% of
    the 2014 Senior Notes and approximately 64.0% of the 2016 Senior Notes;
  othe Issuer has reached agreement with holders of approximately 46.1% of
    the Second Lien Notes;
  othe Issuer has reached agreement with holders of approximately 15.8% of
    the Senior Subordinated Notes; and
  oTravelport Holdings and Worldwide have reached agreement with
    approximately 71.5% of the lenders of Tranche A loans (excluding lenders
    affiliated with the Company) and approximately 59.5% of the lenders of
    Tranche B loans (excluding lenders affiliated with the Company).

Important additional information can be found in, and this news release should
be read in conjunction with, the Current Report on Form 8-K to be filed today
with the Securities and Exchange Commission.

Eligible holders of Second Lien Notes, U.S.-Dollar denominated Senior Notes
and Senior Subordinated Notes who wish to request copies of the applicable
offering memorandum or consent solicitation statement should contact i-Deal
LLC, the U.S. Information and Exchange Agent, at (888) 593-9546 (toll free) or
via email at exchangeoffer@ipreo.com. Eligible holders of Euro-denominated
Senior Notes and Senior Subordinated Notes who wish to request copies of the
applicable offering memorandum or consent solicitation statement should
contact Lucid Issuer Services Limited, the European Information and Exchange
Agent, via email at tpl@lucid-is.com.

Important Information About The Restructuring Plan

The new securities issued pursuant to the Restructuring Plan will not be
registered under the Securities Act of 1933, as amended (the "Securities
Act"), or any state securities laws. Therefore, the new securities may not be
offered or sold in the United States absent registration or an applicable
exemption from the registration requirements of the Securities Act and any
applicable state securities laws.

The offers and sales of securities pursuant to the Restructuring Plan are
being made only (i) in the United States, to holders who are "qualified
institutional buyers" as defined in Rule 144A under the Securities Act; and
(ii) outside the United States, to certain non-U.S. persons in offshore
transactions in reliance on regulations under the Securities Act.

This news release does not constitute an offer to sell or a solicitation of an
offer to buy any securities referred to herein. Any solicitation or offer will
only be made pursuant to an offering memorandum or consent solicitation
statement and only to such persons and in such jurisdictions as is permitted
under applicable law.

The Senior Notes Exchange Offers are being made, and the New Senior Notes are
being offered and issued, only (i) in the United States to holders who are
"qualified institutional buyers" (as defined in Rule 144A under the Securities
Act) and (ii) outside of the United States to certain non-U.S. persons in
offshore transactions in reliance on Regulation S under the Securities Act.
Only holders of U.S.-Dollar-denominated Senior Notes who have completed and
returned an eligibility certification, electronically or otherwise, are
authorized to receive and review the offering memorandum related to the
applicable exchange offer and to participate in the applicable exchange
offer. Holders of Euro-denominated Senior Notes must comply with the
procedures established by Euroclear or Clearstream, as applicable.

About Travelport

Travelport is a leading provider of critical transaction processing solutions
and data to companies operating in the global travel industry.

With a presence in over 170 countries, approximately 3,500 employees and 2012
net revenue of more than $2 billion, Travelport is comprised of the global
distribution system (GDS) business, which includes the Galileo and Worldspan
brands, its Airline IT Solutions business and a majority joint venture in
eNett.

Headquartered in Atlanta, Georgia, Travelport is a privately owned company.

Investor Contact

Julian Walker
Head of Corporate Communications and Investor Relations
+44 (0)1753 288 210
julian.walker@travelport.com

Media Contacts

Kate Aldridge
Senior Director, Corporate Communications, EMEA and APAC
+44 (0)1753 288 720
kate.aldridge@travelport.com

Jill Brenner
Senior Director, Corporate Communications, Americas
+1 (973) 753 3110
jill.brenner@travelport.com

This press release contains forward-looking statements and information that
are necessarily subject to risks, uncertainties, and assumptions.
Consummation of the Restructuring Plan is subject to numerous conditions, some
of which are beyond our control, including the tender of the requisite
principal amount of notes in the exchange offers, the receipt of requisite
consents in the consent solicitations and that no event shall have occurred or
be likely to occur and no event affecting our business or financial affairs
shall have occurred or be likely to occur that would or might reasonably be
expected to prohibit, prevent, restrict or delay consummation of the exchange
offers and consent solicitations, among others. Therefore, no assurance can
be given that the Restructuring Plan will be consummated on the terms
described herein or at all. The Company assumes no obligation to update the
information contained in this current report due to changes from time to time
in the terms of the Restructuring Plan or for any other reason.

SOURCE Travelport Limited