Cover Page
Cover Page - shares | 6 Months Ended | |
Jun. 30, 2024 | Jul. 31, 2024 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2024 | |
Document Transition Report | false | |
Entity File Number | 001-13393 | |
Entity Registrant Name | CHOICE HOTELS INTERNATIONAL INC /DE | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 52-1209792 | |
Entity Address, Address Line One | 915 Meeting Street | |
Entity Address, Address Line Two | Suite 600 | |
Entity Address, City or Town | North Bethesda, | |
Entity Address, State or Province | MD | |
Entity Address, Postal Zip Code | 20852 | |
City Area Code | 301 | |
Local Phone Number | 592-5000 | |
Title of 12(b) Security | Common Stock, Par Value $0.01 per share | |
Trading Symbol | CHH | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 47,214,338 | |
Entity Central Index Key | 0001046311 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false |
CONSOLIDATED STATEMENTS OF INCO
CONSOLIDATED STATEMENTS OF INCOME - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
REVENUES | ||||
Total revenues | $ 435,156 | $ 427,420 | $ 767,105 | $ 760,212 |
OPERATING EXPENSES | ||||
Selling, general and administrative | 64,995 | 58,424 | 113,620 | 107,345 |
Business combination, diligence and transition costs | 895 | 9,380 | 16,739 | 19,742 |
Depreciation and amortization | 10,827 | 9,812 | 21,762 | 19,835 |
Total operating expenses | 302,534 | 303,031 | 574,334 | 557,972 |
Operating income | 132,622 | 124,389 | 192,771 | 202,240 |
OTHER EXPENSES AND INCOME, NET | ||||
Interest expense | 23,845 | 16,270 | 44,026 | 30,354 |
Interest income | (2,415) | (2,056) | (4,146) | (3,939) |
Other loss (gain) | 2,544 | (2,187) | 3,880 | (4,095) |
Equity in net gain of affiliates | (7,933) | (185) | (7,778) | (122) |
Total other expenses and income, net | 16,041 | 11,842 | 35,982 | 22,198 |
Income before income taxes | 116,581 | 112,547 | 156,789 | 180,042 |
Income tax expense | 29,445 | 27,837 | 38,644 | 42,512 |
Net income | $ 87,136 | $ 84,710 | $ 118,145 | $ 137,530 |
Basic earnings per share (in usd per share) | $ 1.82 | $ 1.66 | $ 2.42 | $ 2.68 |
Diluted earnings per share (in usd per share) | 1.80 | 1.65 | 2.41 | 2.66 |
Cash dividends declared per share (in usd per share) | $ 0.2875 | $ 0.2875 | $ 0.5750 | $ 0.5750 |
Royalty, licensing and management fees | ||||
REVENUES | ||||
Total revenues | $ 141,813 | $ 140,499 | $ 247,280 | $ 247,991 |
Initial franchise fees | ||||
REVENUES | ||||
Total revenues | 6,562 | 7,164 | 13,267 | 15,046 |
Platform and procurement services fees | ||||
REVENUES | ||||
Total revenues | 28,126 | 28,801 | 41,882 | 42,644 |
Owned hotels | ||||
REVENUES | ||||
Total revenues | 28,418 | 25,504 | 53,409 | 47,836 |
OPERATING EXPENSES | ||||
Operating expenses | 20,704 | 18,150 | 40,027 | 35,296 |
Other | ||||
REVENUES | ||||
Total revenues | 15,037 | 11,148 | 31,394 | 21,775 |
Other revenues from franchised and managed properties | ||||
REVENUES | ||||
Total revenues | 215,200 | 214,304 | 379,873 | 384,920 |
OPERATING EXPENSES | ||||
Operating expenses | $ 205,113 | $ 207,265 | $ 382,186 | $ 375,754 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 87,136 | $ 84,710 | $ 118,145 | $ 137,530 |
Other comprehensive income, net of tax: | ||||
Foreign currency translation adjustment | (694) | 295 | (240) | 689 |
Other comprehensive (loss) income, net of tax | (694) | 295 | (240) | 689 |
Comprehensive income | $ 86,442 | $ 85,005 | $ 117,905 | $ 138,219 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Current assets | ||
Cash and cash equivalents | $ 60,409 | $ 26,754 |
Accounts receivable (net of allowance for credit losses of $45,350 and $39,265, respectively) | 235,384 | 195,896 |
Investments in equity securities, at fair value | 90,446 | 0 |
Income taxes receivable | 9,695 | 14,283 |
Notes receivable (net of allowance for credit losses of $2,644 and $3,035, respectively) | 21,686 | 20,766 |
Prepaid expenses and other current assets | 30,537 | 38,831 |
Total current assets | 448,157 | 296,530 |
Property and equipment (net of accumulated depreciation and amortization of $304,685 and $280,499, respectively) | 541,194 | 493,478 |
Operating lease right-of-use assets | 83,359 | 85,101 |
Goodwill | 220,187 | 220,187 |
Intangible assets (net of accumulated amortization of $283,087 and $252,342, respectively) | 833,016 | 811,075 |
Notes receivable (net of allowance for credit losses of $5,357 and $5,581, respectively) | 77,871 | 78,900 |
Investments in equity securities, at fair value | 0 | 116,374 |
Investments for employee benefit plans, at fair value | 45,270 | 39,751 |
Investments in affiliates | 80,555 | 70,579 |
Deferred income taxes | 92,159 | 89,535 |
Other assets | 97,139 | 93,289 |
Total assets | 2,518,907 | 2,394,799 |
Current liabilities | ||
Accounts payable | 151,086 | 131,284 |
Accrued expenses and other current liabilities | 96,583 | 109,248 |
Deferred revenue | 105,928 | 108,316 |
Current portion of long-term debt | 0 | 499,268 |
Liability for guest loyalty program | 98,493 | 94,574 |
Total current liabilities | 452,090 | 942,690 |
Long-term debt | 1,868,425 | 1,068,751 |
Long-term deferred revenue | 132,170 | 133,501 |
Deferred compensation and retirement plan obligations | 50,676 | 45,657 |
Income taxes payable | 0 | 8,601 |
Operating lease liabilities | 110,266 | 109,483 |
Liability for guest loyalty program | 44,394 | 43,266 |
Other liabilities | 7,665 | 7,252 |
Total liabilities | 2,665,686 | 2,359,201 |
Commitments and contingencies (Note 12) | ||
Common stock, $0.01 par value; 160,000,000 shares authorized; 95,065,638 shares issued at June 30, 2024 and December 31, 2023; 47,350,867 and 49,526,245 shares outstanding at June 30, 2024 and December 31, 2023, respectively | 951 | 951 |
Additional paid-in-capital | 344,173 | 330,750 |
Accumulated other comprehensive loss | (5,911) | (5,671) |
Treasury stock, at cost; 47,714,771 and 45,539,393 shares at June 30, 2024 and December 31, 2023, respectively | (2,332,736) | (2,046,791) |
Retained earnings | 1,846,744 | 1,756,359 |
Total shareholders’ (deficit) equity | (146,779) | 35,598 |
Total liabilities and shareholders’ (deficit) equity | $ 2,518,907 | $ 2,394,799 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 45,350 | $ 39,265 |
Allowance for credit losses, current | 2,644 | 3,035 |
Accumulated depreciation and amortization, property, plant and equipment | 304,685 | 280,499 |
Intangible assets, accumulated amortization | 283,087 | 252,342 |
Allowance for credit losses, noncurrent | $ 5,357 | $ 5,581 |
Common stock, par value (in usd per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 160,000,000 | 160,000,000 |
Common stock, shares issued (in shares) | 95,065,638 | 95,065,638 |
Common stock, shares outstanding (in shares) | 47,350,867 | 49,526,245 |
Treasury stock, shares (in shares) | 47,714,771 | 45,539,393 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net income | $ 118,145 | $ 137,530 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 21,762 | 19,835 |
Depreciation and amortization – other expenses from franchised and managed properties | 13,797 | 18,581 |
Franchise agreement acquisition cost amortization | 13,993 | 9,380 |
Non-cash share-based compensation and other charges | 19,253 | 23,689 |
Non-cash interest, investments, and affiliate income, net | (1,791) | (3,098) |
Deferred income taxes | (2,689) | 2,157 |
Equity in net loss of affiliates, less distributions received | 1,160 | 637 |
Franchise agreement acquisition costs, net of reimbursements | (52,025) | (46,150) |
Change in working capital and other | (18,010) | (36,822) |
Net cash provided by operating activities | 113,595 | 125,739 |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Investments in property and equipment | (73,539) | (45,684) |
Investments in intangible assets | (1,702) | (1,385) |
Contributions to investments in affiliates | (19,486) | (15,328) |
Distributions from sales of affiliates | 15,850 | 868 |
Purchases of investments for employee benefit plans | (2,110) | (3,206) |
Proceeds from sales of investments for employee benefit plans | 2,142 | 1,099 |
Proceeds from sales of equity securities | 16,815 | 0 |
Issuances of notes receivable | (1,479) | (4,284) |
Collections of notes receivable | 1,743 | 9,296 |
Other items, net | (266) | (526) |
Net cash used in investing activities | (62,032) | (59,150) |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Net borrowings pursuant to revolving credit facilities | 301,500 | 185,000 |
Debt issuance costs | (2,760) | (755) |
Purchases of treasury stock | (292,711) | (234,455) |
Dividends paid | (28,854) | (27,534) |
Proceeds from the exercise of stock options | 4,261 | 5,616 |
Net cash used in financing activities | (18,564) | (72,128) |
Net change in cash and cash equivalents | 32,999 | (5,539) |
Effect of foreign exchange rate changes on cash and cash equivalents | 656 | 140 |
Cash and cash equivalents, beginning of period | 26,754 | 41,566 |
Cash and cash equivalents, end of period | 60,409 | 36,167 |
Cash payments during the period for | ||
Income taxes, net of refunds | 28,961 | 32,204 |
Interest, net of capitalized interest | 42,863 | 28,841 |
Non-cash investing and financing activities | ||
Dividends declared but not paid | 13,613 | 15,136 |
Investments in property, equipment, and intangible assets recognized in accounts payable and accrued expense liabilities | $ 10,955 | $ 8,716 |
CONSOLIDATED STATEMENTS OF SHAR
CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in- Capital | Accumulated Other Comprehensive Income (Loss) | Treasury Stock | Retained Earnings | |
Beginning balance (in shares) at Dec. 31, 2022 | 52,200,903 | ||||||
Beginning balance at Dec. 31, 2022 | $ 154,660 | $ 951 | $ 298,053 | $ (5,211) | $ (1,694,857) | $ 1,555,724 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income | 52,820 | 52,820 | |||||
Other comprehensive income, net of tax | 394 | 394 | |||||
Share-based payment activity (in shares) | [1] | 315,049 | |||||
Share-based payment activity | [1] | 15,396 | 1,899 | 13,497 | |||
Dividends declared | (14,709) | (14,709) | |||||
Treasury purchases (in shares) | [2] | (1,341,520) | |||||
Treasury purchases | [2] | (161,553) | (161,553) | ||||
Ending balance (in shares) at Mar. 31, 2023 | 51,174,432 | ||||||
Ending balance at Mar. 31, 2023 | 47,008 | $ 951 | 299,952 | (4,817) | (1,842,913) | 1,593,835 | |
Beginning balance (in shares) at Dec. 31, 2022 | 52,200,903 | ||||||
Beginning balance at Dec. 31, 2022 | 154,660 | $ 951 | 298,053 | (5,211) | (1,694,857) | 1,555,724 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income | 137,530 | ||||||
Other comprehensive income, net of tax | 689 | ||||||
Ending balance (in shares) at Jun. 30, 2023 | 50,565,881 | ||||||
Ending balance at Jun. 30, 2023 | 54,691 | $ 951 | 311,288 | (4,522) | (1,917,031) | 1,664,005 | |
Beginning balance (in shares) at Mar. 31, 2023 | 51,174,432 | ||||||
Beginning balance at Mar. 31, 2023 | 47,008 | $ 951 | 299,952 | (4,817) | (1,842,913) | 1,593,835 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income | 84,710 | 84,710 | |||||
Other comprehensive income, net of tax | 295 | 295 | |||||
Share-based payment activity (in shares) | [1] | 10,508 | |||||
Share-based payment activity | [1] | 11,915 | 11,336 | 579 | |||
Dividends declared | (14,540) | (14,540) | |||||
Treasury purchases (in shares) | [1] | (619,059) | |||||
Treasury purchases | [1] | (74,697) | (74,697) | ||||
Ending balance (in shares) at Jun. 30, 2023 | 50,565,881 | ||||||
Ending balance at Jun. 30, 2023 | $ 54,691 | $ 951 | 311,288 | (4,522) | (1,917,031) | 1,664,005 | |
Beginning balance (in shares) at Dec. 31, 2023 | 49,526,245 | 49,526,245 | |||||
Beginning balance at Dec. 31, 2023 | $ 35,598 | $ 951 | 330,750 | (5,671) | (2,046,791) | 1,756,359 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income | 31,009 | 31,009 | |||||
Other comprehensive income, net of tax | 454 | 454 | |||||
Share-based payment activity (in shares) | [1] | 252,869 | |||||
Share-based payment activity | [1] | 11,185 | 4,862 | 6,323 | |||
Dividends declared | (14,147) | (14,147) | |||||
Treasury purchases (in shares) | [2] | (494,910) | |||||
Treasury purchases | [2] | (57,372) | (57,372) | ||||
Ending balance (in shares) at Mar. 31, 2024 | 49,284,204 | ||||||
Ending balance at Mar. 31, 2024 | $ 6,727 | $ 951 | 335,612 | (5,217) | (2,097,840) | 1,773,221 | |
Beginning balance (in shares) at Dec. 31, 2023 | 49,526,245 | 49,526,245 | |||||
Beginning balance at Dec. 31, 2023 | $ 35,598 | $ 951 | 330,750 | (5,671) | (2,046,791) | 1,756,359 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income | 118,145 | ||||||
Other comprehensive income, net of tax | $ (240) | ||||||
Ending balance (in shares) at Jun. 30, 2024 | 47,350,867 | 47,350,867 | |||||
Ending balance at Jun. 30, 2024 | $ (146,779) | $ 951 | 344,173 | (5,911) | (2,332,736) | 1,846,744 | |
Beginning balance (in shares) at Mar. 31, 2024 | 49,284,204 | ||||||
Beginning balance at Mar. 31, 2024 | 6,727 | $ 951 | 335,612 | (5,217) | (2,097,840) | 1,773,221 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income | 87,136 | 87,136 | |||||
Other comprehensive income, net of tax | (694) | (694) | |||||
Share-based payment activity (in shares) | [1] | 17,095 | |||||
Share-based payment activity | [1] | 9,246 | 8,561 | 685 | |||
Dividends declared | (13,613) | (13,613) | |||||
Treasury purchases (in shares) | [2] | (1,950,432) | |||||
Treasury purchases | [2] | $ (235,581) | (235,581) | ||||
Ending balance (in shares) at Jun. 30, 2024 | 47,350,867 | 47,350,867 | |||||
Ending balance at Jun. 30, 2024 | $ (146,779) | $ 951 | $ 344,173 | $ (5,911) | $ (2,332,736) | $ 1,846,744 | |
[1] During certain periods presented, accumulated dividends were paid to certain shareholders upon vesting of their performance vested restricted stock units ("PVRSU"), which are presented in Share-based payment activity. |
CONSOLIDATED STATEMENTS OF SH_2
CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY (Parenthetical) - $ / shares | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2024 | Mar. 31, 2024 | Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Statement of Stockholders' Equity [Abstract] | ||||||
Dividends declared (in dollars per share) | $ 0.2875 | $ 0.2875 | $ 0.2875 | $ 0.2875 | $ 0.5750 | $ 0.5750 |
Basis of Presentation and Signi
Basis of Presentation and Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2024 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Significant Accounting Policies | Basis of Presentation and Significant Accounting Policies Basis of Presentation The accompanying unaudited consolidated financial statements of Choice Hotels International, Inc. and subsidiaries (collectively, "Choice" or the "Company") have been prepared by the Company in accordance with accounting principles generally accepted in the United States of America ("GAAP") pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC"). All significant intercompany accounts and transactions between the Company and its subsidiaries have been eliminated in consolidation. The preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosures of contingent assets and liabilities as of the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. In the opinion of management, the accompanying unaudited consolidated financial statements include all adjustments that are necessary to fairly present the Company's financial position and results of operations. Except as otherwise disclosed, all adjustments are of a normal recurring nature. Certain prior year amounts in our consolidated financial statements have been reclassified in order to maintain comparability with the current year presentation. Business combination, diligence and transition costs, which were previously presented in selling, general and administrative expenses, are now presented within a standalone financial statement line item in the consolidated statements of income. The reclassification had no effect on the Company’s previously reported operating income or net income. Certain information and footnote disclosures normally included in the consolidated financial statements presented in accordance with GAAP have been omitted. Although the Company believes the disclosures made are adequate to prevent the information presented from being misleading, these consolidated financial statements should be read in conjunction with the consolidated financial statements for the year ended December 31, 2023 and the notes thereto included in the Company’s Annual Report on Form 10-K, which was filed with the SEC on February 20, 2024. The interim results are not necessarily indicative of the entire year's results. Summary of Significant Accounting Policies The Company’s significant accounting policies are included in the “Significant Accounting Policies” section of Note 1 in the Annual Report on Form 10-K for the year ended December 31, 2023. Recently Issued Accounting Standards In November 2023, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2023-07, Improvements to Reportable Segment Disclosures ("ASU 2023-07"). ASU 2023-07 requires public entities to disclose significant segment expenses by reportable segment if they are regularly provided to the chief operating decision maker and included in each reported measure of segment profit or loss on both an annual and an interim basis. ASU 2023-07 is effective for the annual reporting period beginning after December 15, 2023 and the interim periods within the annual reporting period beginning after December 15, 2024. Based on the Company's assessment, the adoption of this standard is not expected to have an impact on the Company's consolidated financial statements, but it will require enhanced segment disclosures in the notes to the consolidated financial statements. In December 2023, the FASB issued ASU 2023-09, Improvements to Income Tax Disclosures ("ASU 2023-09"). ASU 2023-09 is designed to provide additional information to financial statement users in regard to how an entity's operations, risks, and planning affect its tax rate, opportunities, and future cash flows. ASU 2023-09 is effective for the annual reporting period beginning after December 15, 2024. Based on the Company's assessment, the adoption of this standard is not expected to have an impact on the Company's consolidated financial statements, but it will require enhanced income tax disclosures in the notes to the consolidated financial statements. |
Revenue
Revenue | 6 Months Ended |
Jun. 30, 2024 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | Revenue Contract Liabilities Contract liabilities relate to (i) advance consideration received related to services considered to be a part of the brand intellectual property performance obligation, such as initial franchise fees that are paid when a franchise agreement is executed and system implementation fees that are paid at the time of installation, and (ii) amounts received when loyalty points are issued but the associated revenue has not yet been recognized because the related loyalty points have not been redeemed. Deferred revenues from initial franchise fees and system implementation fees are typically recognized over a ten-year period, unless the franchise agreement is terminated and the hotel exits the franchise system whereby the remaining deferred revenue amounts are recognized to revenue in the period of termination. Loyalty points are typically redeemed within three years of issuance. The following table summarizes the significant changes in the contract liabilities balances during the period from December 31, 2023 to June 30, 2024: (in thousands) Balance as of December 31, 2023 $ 209,895 Increases to the contract liability balance due to cash received 60,223 Revenue recognized in the period (58,624) Balance as of June 30, 2024 $ 211,494 Remaining Performance Obligations The aggregate amount of the transaction price that is allocated to unsatisfied, or partially unsatisfied, performance obligations was $211.5 million as of June 30, 2024. This amount represents the fixed transaction price that will be recognized as revenue in future periods, which is presented as current and non-current deferred revenue in the consolidated balance sheets. Based on the practical expedient elections permitted by ASU 2014-09, Revenue From Contracts with Customers (Topic 606) and subsequent amendments ("Topic 606"), the Company does not disclose the value of unsatisfied performance obligations for (i) variable consideration subject to the sales or usage-based royalty constraint or comprising a component of a series (including franchise, partnership, qualified vendor, and software as a service ("SaaS") agreements), (ii) variable consideration for which the Company recognizes revenue at the amount to which it has the right to invoice for the services performed, or (iii) contracts with an expected original duration of one year or less. Disaggregation of Revenue The following table presents the Company's revenues by over time and point in time recognition: Three Months Ended Three Months Ended June 30, 2024 June 30, 2023 (in thousands) Over time Point in time Total Over time Point in time Total Royalty, licensing and management fees $ 138,459 $ 3,354 $ 141,813 $ 136,654 $ 3,845 $ 140,499 Initial franchise fees 6,562 — 6,562 7,164 — 7,164 Platform and procurement services fees 27,381 745 28,126 27,997 804 28,801 Owned hotels 21,170 7,248 28,418 19,155 6,349 25,504 Other 15,037 — 15,037 11,148 — 11,148 Other revenues from franchised and managed properties 183,001 32,199 215,200 189,853 24,451 214,304 Total revenues $ 391,610 $ 43,546 $ 435,156 $ 391,971 $ 35,449 $ 427,420 Six Months Ended Six Months Ended June 30, 2024 June 30, 2023 (in thousands) Over time Point in time Total Over time Point in time Total Royalty, licensing and management fees $ 241,566 $ 5,714 $ 247,280 $ 243,502 $ 4,489 $ 247,991 Initial franchise fees 13,267 — 13,267 15,046 — 15,046 Platform and procurement services fees 40,558 1,324 41,882 41,237 1,407 42,644 Owned hotels 39,251 14,158 53,409 36,047 11,789 47,836 Other 31,394 — 31,394 21,775 — 21,775 Other revenues from franchised and managed properties 331,083 48,790 379,873 345,934 38,986 384,920 Total revenues $ 697,119 $ 69,986 $ 767,105 $ 703,541 $ 56,671 $ 760,212 The owned hotels revenues that are recognized at a point in time represent the goods and services that are purchased independently of the hotel stay, such as food and beverage, incidentals, and parking fees. The remaining revenues that are recognized at a point in time represent the loyalty points that are redeemed by members for benefits (with both franchisees and third-party partners), net of the cost of redemptions. The loyalty net revenues, inclusive of adjustments to the estimated redemption rates, were $36.3 million and $29.1 million for the three months ended June 30, 2024 and 2023, respectively, and $55.8 million and $44.9 million for the six months ended June 30, 2024 and 2023, respectively. As presented in Note 11, the Corporate & Other segment revenue amounts were $24.2 million and $26.6 million for the three months ended June 30, 2024 and 2023, respectively, and $59.3 million and $52.6 million for the six months ended June 30, 2024 and 2023, respectively, which are presented in other revenues and owned hotels revenues in the consolidated statements of income. The remaining revenues relate to the Hotel Franchising & Management reportable segment. |
Receivables and Allowance for C
Receivables and Allowance for Credit Losses | 6 Months Ended |
Jun. 30, 2024 | |
Accounts and Financing Receivable, after Allowance for Credit Loss [Abstract] | |
Receivables and Allowance for Credit Losses | Receivables and Allowance for Credit Losses Notes Receivable The Company has provided financing in the form of notes receivable loans to franchisees in order to support the development of hotel properties in strategic markets. The Company's credit quality indicator is the level of security in the note receivable. The following table summarizes the composition of the notes receivable balances by credit quality indicator and the allowance for credit losses: (in thousands) June 30, 2024 December 31, 2023 Senior $ 87,199 $ 85,919 Subordinated 15,792 17,004 Unsecured 4,567 5,359 Total notes receivable $ 107,558 $ 108,282 Less: allowance for credit losses 8,001 8,616 Total notes receivable, net of allowance for credit losses $ 99,557 $ 99,666 Current portion, net of allowance for credit losses $ 21,686 $ 20,766 Long-term portion, net of allowance for credit losses $ 77,871 $ 78,900 The following table summarizes the amortized cost basis of the notes receivable by the year of origination and credit quality indicator: (in thousands) 2024 2023 2022 2021 2020 Prior Total Senior $ 1,417 $ — $ — $ — $ — $ 85,782 $ 87,199 Subordinated — 3,498 — — — 12,294 15,792 Unsecured — — 152 1,288 832 2,295 4,567 Total notes receivable $ 1,417 $ 3,498 $ 152 $ 1,288 $ 832 $ 100,371 $ 107,558 The following table summarizes the activity related to the Company’s notes receivable allowance for credit losses: (in thousands) June 30, 2024 December 31, 2023 Beginning balance $ 8,616 $ 10,172 Provision for credit losses 61 763 Recoveries (676) (2,319) Ending balance $ 8,001 $ 8,616 As of June 30, 2024 and December 31, 2023, one note receivable loan with a senior credit quality indicator met the definition of collateral-dependent and is collateralized by the membership interests in the borrowing entities and the associated land parcel. The Company used a market approach that uses quoted market prices to value the underlying collateral. The Company reviewed the borrower's financial statements, economic trends, industry projections for the market, and comparable sales capitalization rates, which represent significant inputs to the cash flow projections. These nonrecurring fair value measurements are classified as Level 3 in the fair value measurement hierarchy because they are unobservable inputs which are significant to the overall fair value. Based on the Company's analysis, the fair value of the collateral secures substantially all of the carrying value of the respective note receivable loan. The allowance for credit losses attributable to the collateral-dependent note receivable loan was $2.2 million as of June 30, 2024 and December 31, 2023. During the six months ended June 30, 2024 and during the year ended December 31, 2023, the recoveries were primarily associated with cash collections pursuant to a settlement agreement with a borrower. The following table summarizes the past due balances by credit quality indicator of the notes receivable: (in thousands) 1- 30 days 31-89 days > 90 days Total Current Total As of June 30, 2024 Senior $ — $ — $ 15,200 $ 15,200 $ 71,999 $ 87,199 Subordinated — — — — 15,792 15,792 Unsecured — — 400 400 4,167 4,567 $ — $ — $ 15,600 $ 15,600 $ 91,958 $ 107,558 As of December 31, 2023 Senior $ — $ — $ 15,200 $ 15,200 $ 70,719 $ 85,919 Subordinated — 2,936 — 2,936 14,068 17,004 Unsecured — — 400 400 4,959 5,359 $ — $ 2,936 $ 15,600 $ 18,536 $ 89,746 $ 108,282 The amortized cost basis of the notes receivable in a non-accrual status was $15.2 million and $15.9 million as of June 30, 2024 and December 31, 2023, respectively. Variable Interest through Notes Receivable The Company has issued notes receivable loans to certain entities that have created variable interests in the associated borrowers totaling $95.1 million as of June 30, 2024 and December 31, 2023. The Company has determined that it is not the primary beneficiary of these variable interest entities ("VIEs"). For collateral-dependent loans, the Company has no exposure to the borrowing VIE beyond the respective note receivable and the limited commitments which are addressed in Note 12. Accounts Receivable Accounts receivable consists primarily of franchise and related fees due from the hotel franchisees and are recorded at the invoiced amount. During the six months ended June 30, 2024, the Company recognized provisions for credit losses on accounts receivable of $6.9 million in selling, general and administrative expenses, and $6.4 million in other expenses from franchised and managed properties, in the consolidated statements of income. During the six months ended June 30, 2023, the Company recognized provisions for credit losses on accounts receivable of $2.9 million in selling, general and administrative expenses, and $3.4 million in other expenses from franchised and managed properties, in the consolidated statements of income. During the six months ended June 30, 2024 and 2023, the Company recorded write-offs, net of recoveries, through the accounts receivable allowance for credit losses of $7.2 million and $5.3 million, respectively. |
Investments in Affiliates
Investments in Affiliates | 6 Months Ended |
Jun. 30, 2024 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Investments in Affiliates | Investments in Affiliates The Company has equity method investments in affiliates primarily related to the Company's program to offer equity support to qualified franchisees to develop and operate Cambria Hotels and Everhome Suites in strategic markets. As of June 30, 2024 and December 31, 2023, the Company had total investments in affiliates in the consolidated balance sheets of $80.6 million and $70.6 million, respectively, which included investments in affiliates that represent VIEs of $69.1 million and $59.4 million, respectively. The Company has determined that it is not the primary beneficiary of any of these VIEs, however the Company does exercise significant influence through its equity ownership and as a result, the investments in these affiliates are accounted for under the equity method of accounting. During the three months ended June 30, 2024 and 2023, the Company recognized gains totaling $6.8 million and losses totaling $0.9 million, respectively, from these investments that represent VIEs. During the six months ended June 30, 2024 and 2023, the Company recognized gains totaling $5.6 million and losses totaling $2.3 million, respectively, from these investments that represent VIEs. The Company's maximum exposure to losses related to its investments in the VIEs is limited to the total of its respective equity investment as well as certain limited payment guaranties, which are described in Note 12 to these consolidated financial statements. On May 24, 2024, one of the Company's unconsolidated affiliates sold its underlying assets. The Company received a distribution from the unconsolidated affiliate and recognized a gain of $7.2 million, which was recognized in equity in net gain of affiliates in the consolidated statements of income for the period. During the three and six months ended June 30, 2024 and 2023, the Company recognized no impairment charges related to its equity method investments. |
Debt
Debt | 6 Months Ended |
Jun. 30, 2024 | |
Debt Disclosure [Abstract] | |
Debt | Debt Debt consisted of the following: June 30, 2024 December 31, 2023 (in thousands) $500 million unsecured term loan due 2024 ("2023 Term Loan") with an effective interest rate of 6.82%, less a discount and deferred issuance costs of $0.3 million and $0.7 million at June 30, 2024 and December 31, 2023, respectively (1) $ 499,669 $ 499,268 $450 million senior unsecured notes due 2031 ("2020 Senior Notes") with an effective interest rate of 3.86%, less a discount and deferred issuance costs of $4.0 million and $4.3 million at June 30, 2024 and December 31, 2023, respectively 445,995 445,690 $400 million senior unsecured notes due 2029 ("2019 Senior Notes") with an effective interest rate of 3.88%, less a discount and deferred issuance costs of $3.3 million and $3.6 million at June 30, 2024 and December 31, 2023, respectively 396,741 396,440 $1 billion senior unsecured revolving credit facility with an effective interest rate of 6.71%, less deferred issuance costs of $4.0 million and $1.9 million at June 30, 2024 and December 31, 2023, respectively 526,020 226,621 Total debt $ 1,868,425 $ 1,568,019 Less: current portion (1) — 499,268 Long-term debt $ 1,868,425 $ 1,068,751 (1) The 2023 Term Loan had a maturity date of December 16, 2024. As discussed in Note 14, the Company used the proceeds from the issuance of the 2024 Senior Notes (as defined below) to repay the 2023 Term Loan on July 2, 2024. Based on the 2023 Term Loan being repaid from the proceeds of the 2024 Senior Notes shortly after the end of the period, the 2023 Term Loan has been classified as a long-term liability at June 30, 2024. Senior Unsecured Revolving Credit Facility On June 28, 2024, the Company entered into a Second Amended and Restated Senior Unsecured Credit Agreement (the "Restated Credit Agreement"), which amended and restated the Company's existing amended and restated senior unsecured credit agreement dated August 20, 2018 (the "Former Credit Agreement"). The Former Credit Agreement provided for an $850 million unsecured revolving credit facility (the "Revolver") with a final maturity date of August 20, 2026. The Restated Credit Agreement increased the commitments under the Revolver to $1 billion and extended the final maturity date of the Revolver to June 28, 2029, subject to optional one-year extensions that can be requested by the Company prior to each of the third, fourth, and fifth anniversaries of the closing date of the Restated Credit Agreement. The effectiveness of such extension is subject to the consent of the lenders under the Restated Credit Agreement and certain customary conditions. The Restated Credit Agreement also provides that up to $50 million of borrowings under the Revolver may be used for alternative currency loans, up to $10 million of capacity under the Revolver may be used for the issuance of letters of credit, and up to $25 million of borrowings under the Revolver may be used for swingline loans. The Company may from time to time designate one or more wholly-owned subsidiaries of the Company as additional borrowers under the Restated Credit Agreement, subject to the consent of the lenders and certain customary conditions. At any time prior to the final maturity date, the Company may increase the amount of the Revolver or add one or more term loan facilities under the Restated Credit Agreement by up to an additional $500 million in the aggregate to the extent that any one or more lenders commit to being a lender for the additional amount of such increase or the term loan facility and certain other customary conditions are met. Refer to Note 12 and the Liquidity and Capital Resources section of "Management's Discussion and Analysis of Financial Condition and Results of Operations" for more information. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 6 Months Ended |
Jun. 30, 2024 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Accumulated Other Comprehensive Loss | Accumulated Other Comprehensive Loss The changes in accumulated other comprehensive loss, net of tax, for the six months ended June 30, 2024 and 2023 were as follows: (in thousands) Balance as of December 31, 2023 $ (5,671) Other comprehensive income before reclassification (240) Balance as of June 30, 2024 $ (5,911) (in thousands) Balance as of December 31, 2022 $ (5,211) Other comprehensive income before reclassification 689 Balance as of June 30, 2023 $ (4,522) Other comprehensive income, net of tax, for both the six months ended June 30, 2024 and 2023 relates entirely to foreign currency items, and there were no amounts reclassified from accumulated other comprehensive loss during either period. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2024 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The Company estimates the fair value of its financial instruments utilizing a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. The following summarizes the three levels of inputs, as well as the assets that the Company values using those levels of inputs on a recurring basis. Level 1 - Quoted prices in active markets for identical assets and liabilities. The Company’s Level 1 assets consist of equity securities and mutual funds held in the Company's Deferred Compensation Plan. Level 2 - Observable inputs, other than quoted prices in active markets for identical assets and liabilities, such as quoted prices for similar assets and liabilities, quoted prices in markets that are not active, or other inputs that are observable. The Company’s Level 2 assets consist of money market funds held in the Company's Deferred Compensation Plan. Level 3 - Unobservable inputs, supported by little or no market data available, where the reporting entity is required to develop its own assumptions to determine the fair value of the instrument. The Company does not currently have any assets recorded at fair value on a recurring basis whose fair value was determined using Level 3 inputs and there were no transfers of Level 3 assets during the six months ended June 30, 2024 and during the year ended December 31, 2023. The Company recognized the following assets at fair value on a recurring basis in the consolidated balance sheets: Fair Value Measurements at Reporting Date Using (in thousands) Total Level 1 Level 2 Level 3 As of June 30, 2024 Equity securities $ 90,446 $ 90,446 $ — $ — Mutual funds (1) 41,493 41,493 — — Money market funds (1) 4,440 — 4,440 — Total $ 136,379 $ 131,939 $ 4,440 $ — As of December 31, 2023 Equity securities $ 116,374 $ 116,374 $ — $ — Mutual funds (1) 36,810 36,810 — — Money market funds (1) 4,767 — 4,767 — Total $ 157,951 $ 153,184 $ 4,767 $ — (1) The current assets at fair value noted above are presented in prepaid expenses and other current assets in the consolidated balance sheets. The long-term assets at fair value noted above are presented in investments for employee benefit plans, at fair value in the consolidated balance sheets. Investments in Equity Securities The following table is a summary of the unrealized gains and losses of the investments in equity securities: As of June 30, 2024 As of December 31, 2023 (in thousands) Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Equity securities $ 94,940 $ — $ (4,494) $ 90,446 $ 112,420 $ 3,954 $ — $ 116,374 Other Financial Instruments Disclosure The Company believes that the fair values of its current assets and current liabilities approximate their reported carrying amounts due to the short-term nature of these items. In addition, the interest rate on the senior unsecured revolving credit facility and the 2023 Term Loan adjusts frequently based on current market interest rates; therefore, the Company believes the carrying amount approximates the fair value. The fair values of the Company's senior unsecured notes are classified as Level 2 because the significant inputs are observable in an active market. Refer to Note 5 for additional information on debt. As of June 30, 2024 and December 31, 2023, the carrying amounts and the fair values were as follows: June 30, 2024 December 31, 2023 (in thousands) Carrying Amount Fair Value Carrying Amount Fair Value 2020 Senior Notes $ 445,995 $ 397,323 $ 445,690 $ 389,241 2019 Senior Notes $ 396,741 $ 359,560 $ 396,440 $ 355,068 The fair value estimates are determined at a specific point in time, are subjective in nature, and involve uncertainties and matters of significant judgment. The settlement of such fair value amounts may not be possible or a prudent management decision. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2024 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company's effective income tax rates were 25.3% and 24.7% for the three months ended June 30, 2024 and 2023, respectively. The Company's effective income tax rates were 24.6% and 23.6% for the six months ended June 30, 2024 and 2023, respectively. The effective income tax rates for the three and six months ended June 30, 2024 and 2023 were higher than the U.S. federal income tax rate of 21% primarily due to the impact of state income taxes. |
Share-Based Compensation
Share-Based Compensation | 6 Months Ended |
Jun. 30, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
Share-Based Compensation | Share-Based Compensation The components of the Company’s share-based compensation expense were as follows: Three Months Ended June 30, Six Months Ended June 30, (in thousands) 2024 2023 2024 2023 Stock options $ 1,292 $ 1,752 $ 2,638 $ 3,140 Restricted stock 3,236 3,358 6,713 7,057 Performance vested restricted stock units 4,749 7,096 9,020 11,780 Total share-based compensation expense $ 9,277 $ 12,206 $ 18,371 $ 21,977 A summary of the share-based award activity during the six months ended June 30, 2024 is presented below: Stock Options Restricted Stock Performance Vested Options Weighted Weighted Shares Weighted Shares Weighted Outstanding as of January 1, 2024 943,641 $ 102.90 361,668 $ 136.05 458,495 $ 136.14 Granted 78,988 111.94 61,974 113.74 145,228 112.15 Performance-based leveraging (1) — — — — (3,772) 129.01 Exercised/vested (88,483) 71.87 (52,538) 108.91 (146,675) 107.54 Expired — — — — (8,028) 108.79 Forfeited (440) 123.71 (5,494) 120.32 (6,721) 130.04 Outstanding as of June 30, 2024 933,706 $ 106.60 6.0 years 365,610 $ 136.37 438,527 $ 138.42 Options exercisable as of June 30, 2024 637,932 $ 99.51 4.9 years (1) Any revisions to the outstanding PVRSUs during the six months ended June 30, 2024 is based on the Company's performance relative to the targeted performance conditions in the respective PVRSUs. The fair value of the restricted stock and the PVRSUs with performance conditions that were granted during the six months ended June 30, 2024 was equal to the market price of the Company’s common stock on the date of the grant. The fair value of the PVRSUs with market conditions that are based on the Company’s total shareholder return relative to a predetermined peer group was estimated using a Monte Carlo simulation method as of the date of the grant. The requisite service periods for the restricted stock and the PVRSUs was between 9 months and 48 months. The PVRSUs have vesting ranges generally between 0% and 230% of the initial units granted. The stock options granted by the Company had an exercise price that was equal to the market price of the Company's common stock on the date of grant. The fair value of the stock options granted during the six months ended June 30, 2024 was estimated on the grant date using the Black-Scholes option-pricing model with the following weighted average assumptions: Risk-free interest rate 4.27 % Expected volatility 31.34 % Expected life of the stock option 6 years Dividend yield 1.03 % Requisite service period 4 years Contractual life 10 years Weighted average fair value of the stock options granted (per stock option) $ 38.85 |
Earnings Per Share
Earnings Per Share | 6 Months Ended |
Jun. 30, 2024 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share The Company’s shares of restricted stock contain rights to receive nonforfeitable dividends and thus are participating securities that require the computation of basic earnings per share using the two-class method. The shares of restricted stock are both potential shares of common stock and participating securities so the Company calculates diluted earnings per share by using the more dilutive of the treasury stock method or the two-class method. The calculation of earnings per share for the net income available to common shareholders excludes the distribution of dividends and the undistributed earnings attributable to the participating securities from the numerator. The diluted earnings per share includes stock options, PVRSUs, and RSUs in the calculation of the weighted average shares of common stock outstanding. The computation of basic and diluted earnings per share was as follows: Three Months Ended Six Months Ended June 30, June 30, (in thousands, except per share amounts) 2024 2023 2024 2023 Numerator: Net income $ 87,136 $ 84,710 $ 118,145 $ 137,530 Income allocated to participating securities (437) (437) (597) (750) Net income available to common shareholders $ 86,699 $ 84,273 $ 117,548 $ 136,780 Denominator: Weighted average shares of common stock outstanding – basic 47,741 50,626 48,522 50,946 Basic earnings per share $ 1.82 $ 1.66 $ 2.42 $ 2.68 Numerator: Net income $ 87,136 $ 84,710 $ 118,145 $ 137,530 Income allocated to participating securities (437) (437) (597) (750) Net income available to common shareholders $ 86,699 $ 84,273 $ 117,548 $ 136,780 Denominator: Weighted average shares of common stock outstanding – basic 47,741 50,626 48,522 50,946 Dilutive effect of stock options, PVRSUs, and RSUs 297 365 317 405 Weighted average shares of common stock outstanding – diluted 48,038 50,991 48,839 51,351 Diluted earnings per share $ 1.80 $ 1.65 $ 2.41 $ 2.66 The following securities have been excluded from the calculation of the diluted weighted average shares of common stock outstanding because the inclusion of these securities would have an anti-dilutive effect: Three Months Ended Six Months Ended June 30, June 30, (in thousands) 2024 2023 2024 2023 Stock options 248 235 231 235 PVRSUs 49 — 49 — |
Reportable Segments
Reportable Segments | 6 Months Ended |
Jun. 30, 2024 | |
Segment Reporting [Abstract] | |
Reportable Segments | Reportable Segments The Hotel Franchising & Management reportable segment includes the Company's hotel franchising operations, which consists of its 22 brands and brand extensions and the hotel management operations of 13 hotels (inclusive of four owned hotels). The 22 brands and brand extensions and hotel management operations are aggregated together within this reportable segment because they have similar economic characteristics, types of customers, distribution channels, and regulatory business environments. The revenues from the hotel franchising and management business include royalty fees, initial franchise fees and relicensing fees, cost reimbursement revenues, platform and procurement services fees revenue, base and incentive management fees, and other hotel franchising and management-related revenue. The Company provides certain services under its franchise and management agreements which result in direct and indirect reimbursements. The cost reimbursement revenues received from the franchisees are included in Hotel Franchising & Management revenues and are offset by the related expenses in order to calculate Hotel Franchising & Management operating income. The equity in the earnings or losses from the hotel franchising-related investment in affiliates is allocated to the Hotel Franchising & Management reportable segment. The Company evaluates its Hotel Franchising & Management reportable segment based primarily on the results of the segment without allocating corporate expenses, indirect general and administrative expenses, interest expense, interest income, and other gains and losses, all of which are included in the Corporate & Other column in the tables presented below. The Corporate & Other column also reflects the operations of the Company's owned hotels. Intersegment Eliminations to revenues is the elimination of Hotel Franchising & Management revenue which includes royalty fees, management and cost reimbursement fees charged to our owned hotels against the franchise and management fee expense that is recognized by our owned hotels in Corporate & Other operating income (loss). Our President and Chief Executive Officer, who is our chief operating decision maker, does not use assets by operating segment when assessing the performance or when making operating segment resource allocation decisions and therefore, assets by segment are not disclosed below. The following tables present the financial information for the Company's segments: Three Months Ended June 30, 2024 Three Months Ended June 30, 2023 (in thousands) Hotel Corporate & Intersegment Eliminations Consolidated Hotel Corporate & Intersegment Eliminations Consolidated Revenues $ 414,019 $ 24,198 $ (3,061) $ 435,156 $ 401,854 $ 26,568 $ (1,002) $ 427,420 Operating income (loss) $ 165,243 $ (32,621) $ — $ 132,622 $ 149,931 $ (25,542) $ — $ 124,389 Income (loss) before income taxes $ 173,177 $ (56,596) $ — $ 116,581 $ 150,116 $ (37,569) $ — $ 112,547 Six Months Ended June 30, 2024 Six Months Ended June 30, 2023 (in thousands) Hotel Corporate & Intersegment Eliminations Consolidated Hotel Corporate & Intersegment Eliminations Consolidated Revenues $ 713,378 $ 59,335 $ (5,608) $ 767,105 $ 710,901 $ 52,632 $ (3,321) $ 760,212 Operating income (loss) $ 260,091 $ (67,320) $ — $ 192,771 $ 255,422 $ (53,182) $ — $ 202,240 Income (loss) before income taxes $ 267,870 $ (111,081) $ — $ 156,789 $ 255,544 $ (75,502) $ — $ 180,042 |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies The Company is not a party to any litigation other than litigation in the ordinary course of business. The Company's management and legal counsel do not expect that the ultimate outcome of any of its current legal proceedings, individually or in the aggregate, will have a material adverse effect on the Company's financial position, results of operations, or cash flows. Contingencies The Company entered into various limited payment guaranties with regards to the Company’s VIEs in order to support their efforts to develop and own hotels that are franchised under the Company’s brands. Under these limited payment guaranties, the Company has agreed to guarantee a portion of the outstanding debt until certain conditions are met, such as (a) the loan matures, (b) certain debt covenants are achieved, (c) the maximum amount guaranteed by the Company is paid in full, or (d) the Company, through its affiliates, ceases to be a member of the VIE. As of June 30, 2024, the maximum unrecorded exposure of the principal associated with these limited payment guaranties is $12.3 million, plus unpaid expenses and accrued but unpaid interest. The Company believes the likelihood of having to perform under these guaranties is remote. In the event of performance, the Company has recourse for certain of the guaranties in the form of partial guaranties from third parties. Commitments The Company has the following outstanding commitments as of June 30, 2024: • As part of the acquisition of Radisson Hotels Americas in August 2022, the Company entered into a long-term management arrangement, with an expiration date of July 31, 2031, to manage hotels owned by a third-party. As of June 30, 2024, the Company managed seven hotels pursuant to the long-term management arrangement. In conjunction with the management arrangement, the Company entered into a guarantee with the third-party to fund any shortfalls in the payment of the third-party owner’s priority that is stipulated in the management agreement. The maximum guarantee under the agreement is $22 million. The Company believes the future performance of the hotels is expected to be sufficient on both an annual basis and over the duration of the agreement. Accordingly, no liability was recognized as of June 30, 2024 in the consolidated balance sheets. • The Company strategically deploys capital in the form of franchise agreement acquisition cost payments across our brands to incentivize franchise development. These payments are typically made at the commencement of construction or the hotel's opening, in accordance with agreed upon provisions in the individual franchise agreements. The timing and the amount of the franchise agreement acquisition cost payments are dependent on various factors, including the implementation of various development and brand incentive programs, the level of franchise sales, and the ability of our franchisees to complete construction or convert their hotels to one of the Company’s brands. • The Company has committed to provide financing in the form of loans or credit facilities to franchisees for brand development efforts. As of June 30, 2024, the Company had remaining commitments of up to $8.5 million, if certain conditions are met. • The Company’s franchise agreements require the payment of franchise fees, which include marketing and reservation system fees. In accordance with the terms of our franchise agreements, the Company is obligated to use the marketing and reservation system revenues it collects from the current franchisees to provide marketing and reservation services that are appropriate to support the operation of the overall system. To the extent the revenues collected exceed the expenditures incurred, the Company has a commitment to the franchisee system to make expenditures in future years. Conversely, to the extent the expenditures incurred exceed the revenues collected, the Company has the contractual enforceable right to assess and collect such amounts from the franchisees. In the ordinary course of business, the Company enters into numerous agreements that contain standard indemnities whereby the Company indemnifies another party for breaches of representations and warranties. Such indemnifications are granted under various agreements, including those governing (i) purchases or sales of assets or businesses, (ii) leases of real estate, (iii) licensing of trademarks, (iv) access to credit facilities, (v) issuances of debt or equity securities, and (vi) certain operating agreements. The indemnifications issued are for the benefit of the (i) buyers in sale agreements and sellers in purchase agreements, (ii) landlords in lease contracts, (iii) franchisees in licensing agreements, (iv) financial institutions in credit facility arrangements, (v) underwriters in debt or equity security issuances, and (vi) parties under certain operating agreements. In addition, these parties are also generally indemnified against any third-party claim resulting from the transaction that is contemplated in the underlying agreement. While some of these indemnities 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 the future payments that the Company could be required to make under these indemnities, nor is the Company able to develop an estimate of the maximum potential amount of the future payments that could be made under these indemnifications as the triggering events are not subject to predictability. With respect to certain of the aforementioned indemnities, such as the indemnifications of the 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 liability. |
Transactions with Unconsolidate
Transactions with Unconsolidated Affiliates | 6 Months Ended |
Jun. 30, 2024 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Transactions with Unconsolidated Affiliates | Transactions with Unconsolidated Affiliates The Company has extended loans to various unconsolidated affiliates or members of our unconsolidated affiliates. The Company has a total principal balance on these loans of $66.8 million and $64.5 million as of June 30, 2024 and December 31, 2023, respectively. These loans mature at various dates and bear interest at fixed or variable rates. The Company has management fee arrangements with certain of its unconsolidated affiliates. The fees earned and the payroll costs reimbursed under these arrangements totaled $2.1 million and $1.9 million for the three months ended June 30, 2024 and 2023, respectively, and $3.8 million and $3.7 million for the six months ended June 30, 2024 and 2023, respectively. The Company has entered into franchise agreements with certain of its unconsolidated affiliates. Pursuant to these franchise agreements, the Company recognized royalty fees and marketing and reservation system fees of approximately $10.0 million and $7.8 million for the three months ended June 30, 2024 and 2023, respectively. For the six months ended June 30, 2024 and 2023, the Company recognized royalty fees and marketing and reservation system fees of approximately $16.3 million and $13.6 million, respectively. The Company has recognized $7.5 million and $4.9 million of gross accounts receivables in the consolidated balance sheets from these unconsolidated affiliates as of June 30, 2024 and December 31, 2023, respectively. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2024 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events On July 2, 2024, the Company closed its sale of an aggregate principal amount of $600 million of senior notes (the "2024 Senior Notes"). The 2024 Senior Notes bear interest at a fixed rate of 5.850% per year and mature on August 1, 2034. Interest on the 2024 Senior Notes is payable semi-annually on February 1 st and August 1 st of each year, commencing February 1, 2025. The Company used the net proceeds from the 2024 Senior Notes, after deducting underwriting discounts, commissions, and offering expenses, to repay in full the $500 million unsecured term loan and to repay $88.2 million of the outstanding borrowings under the senior unsecured revolving credit facility. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2024 | Mar. 31, 2024 | Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Pay vs Performance Disclosure | ||||||
Net income | $ 87,136 | $ 31,009 | $ 84,710 | $ 52,820 | $ 118,145 | $ 137,530 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended | 6 Months Ended |
Jun. 30, 2024 shares | Jun. 30, 2024 shares | |
Trading Arrangements, by Individual | ||
Material Terms of Trading Arrangement | The following table describes, for the second quarter of 2024, each trading arrangement for the sale or purchase of Company securities adopted or terminated by our directors and officers that is either (i) a contract, instruction, or written plan intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) (a “Rule 10b5-1 trading arrangement), or (ii) a “non-Rule 10b5-1 trading arrangement” (as defined in Item 408(c) of Regulation S-K): Name ( Title ) Action Taken (Date of Action) Type of Trading Arrangement Nature of Trading Arrangement Duration of Trading Arrangement Aggregate Number of Securities Covered Scott E. Oaksmith (Chief Financial Officer) Adopted (June 7, 2024) Rule 10b5-1 trading arrangement Sale (1) (1) Robert J. McDowell (Chief Commercial Officer) Adopted (May 28, 2024) Rule 10b5-1 trading arrangement Sale (2) (2) (1) This trading plan relates to up to 3,961 shares of the Company's common stock and has a scheduled expiration date of March 31, 2025. The actual number of shares that may be sold will (i) depend on the vesting of the underlying performance vested restricted stock units ("PVRSUs"), which are subject to the achievement of certain performance criteria, and (ii) the number of shares that may be withheld to satisfy the minimum tax-withholding requirements related to the vesting of such PVRSUs. (2) This trading plan relates to 8,712 shares of the Company's common stock and has a scheduled expiration date of February 22, 2026. | |
Non-Rule 10b5-1 Arrangement Adopted | false | |
Rule 10b5-1 Arrangement Terminated | false | |
Non-Rule 10b5-1 Arrangement Terminated | false | |
Scott E. Oaksmith [Member] | ||
Trading Arrangements, by Individual | ||
Name | Scott E. Oaksmith | |
Title | Chief Financial Officer | |
Rule 10b5-1 Arrangement Adopted | true | |
Adoption Date | June 7, 2024 | |
Expiration Date | March 31, 2025 | |
Arrangement Duration | 297 days | |
Aggregate Available | 3,961 | 3,961 |
Robert J. McDowell [Member] | ||
Trading Arrangements, by Individual | ||
Name | Robert J. McDowell | |
Title | Chief Commercial Officer | |
Rule 10b5-1 Arrangement Adopted | true | |
Adoption Date | May 28, 2024 | |
Expiration Date | February 22, 2026 | |
Arrangement Duration | 635 days | |
Aggregate Available | 8,712 | 8,712 |
Basis of Presentation and Sig_2
Basis of Presentation and Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2024 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited consolidated financial statements of Choice Hotels International, Inc. and subsidiaries (collectively, "Choice" or the "Company") have been prepared by the Company in accordance with accounting principles generally accepted in the United States of America ("GAAP") pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC"). All significant intercompany accounts and transactions between the Company and its subsidiaries have been eliminated in consolidation. The preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosures of contingent assets and liabilities as of the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. In the opinion of management, the accompanying unaudited consolidated financial statements include all adjustments that are necessary to fairly present the Company's financial position and results of operations. Except as otherwise disclosed, all adjustments are of a normal recurring nature. |
Reclassification | Certain prior year amounts in our consolidated financial statements have been reclassified in order to maintain comparability with the current year presentation. Business combination, diligence and transition costs, which were previously presented in selling, general and administrative expenses, are now presented within a standalone financial statement line item in the consolidated statements of income. The reclassification had no effect on the Company’s previously reported operating income or net income. |
Recently Issued Accounting Standards | Recently Issued Accounting Standards In November 2023, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2023-07, Improvements to Reportable Segment Disclosures ("ASU 2023-07"). ASU 2023-07 requires public entities to disclose significant segment expenses by reportable segment if they are regularly provided to the chief operating decision maker and included in each reported measure of segment profit or loss on both an annual and an interim basis. ASU 2023-07 is effective for the annual reporting period beginning after December 15, 2023 and the interim periods within the annual reporting period beginning after December 15, 2024. Based on the Company's assessment, the adoption of this standard is not expected to have an impact on the Company's consolidated financial statements, but it will require enhanced segment disclosures in the notes to the consolidated financial statements. In December 2023, the FASB issued ASU 2023-09, Improvements to Income Tax Disclosures ("ASU 2023-09"). ASU 2023-09 is designed to provide additional information to financial statement users in regard to how an entity's operations, risks, and planning affect its tax rate, opportunities, and future cash flows. ASU 2023-09 is effective for the annual reporting period beginning after December 15, 2024. Based on the Company's assessment, the adoption of this standard is not expected to have an impact on the Company's consolidated financial statements, but it will require enhanced income tax disclosures in the notes to the consolidated financial statements. |
Revenue (Tables)
Revenue (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Contract with Customer, Liability | The following table summarizes the significant changes in the contract liabilities balances during the period from December 31, 2023 to June 30, 2024: (in thousands) Balance as of December 31, 2023 $ 209,895 Increases to the contract liability balance due to cash received 60,223 Revenue recognized in the period (58,624) Balance as of June 30, 2024 $ 211,494 |
Schedule of Disaggregation of Revenue | The following table presents the Company's revenues by over time and point in time recognition: Three Months Ended Three Months Ended June 30, 2024 June 30, 2023 (in thousands) Over time Point in time Total Over time Point in time Total Royalty, licensing and management fees $ 138,459 $ 3,354 $ 141,813 $ 136,654 $ 3,845 $ 140,499 Initial franchise fees 6,562 — 6,562 7,164 — 7,164 Platform and procurement services fees 27,381 745 28,126 27,997 804 28,801 Owned hotels 21,170 7,248 28,418 19,155 6,349 25,504 Other 15,037 — 15,037 11,148 — 11,148 Other revenues from franchised and managed properties 183,001 32,199 215,200 189,853 24,451 214,304 Total revenues $ 391,610 $ 43,546 $ 435,156 $ 391,971 $ 35,449 $ 427,420 Six Months Ended Six Months Ended June 30, 2024 June 30, 2023 (in thousands) Over time Point in time Total Over time Point in time Total Royalty, licensing and management fees $ 241,566 $ 5,714 $ 247,280 $ 243,502 $ 4,489 $ 247,991 Initial franchise fees 13,267 — 13,267 15,046 — 15,046 Platform and procurement services fees 40,558 1,324 41,882 41,237 1,407 42,644 Owned hotels 39,251 14,158 53,409 36,047 11,789 47,836 Other 31,394 — 31,394 21,775 — 21,775 Other revenues from franchised and managed properties 331,083 48,790 379,873 345,934 38,986 384,920 Total revenues $ 697,119 $ 69,986 $ 767,105 $ 703,541 $ 56,671 $ 760,212 |
Receivables and Allowance for_2
Receivables and Allowance for Credit Losses (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Accounts and Financing Receivable, after Allowance for Credit Loss [Abstract] | |
Schedule of Notes Receivable | The following table summarizes the composition of the notes receivable balances by credit quality indicator and the allowance for credit losses: (in thousands) June 30, 2024 December 31, 2023 Senior $ 87,199 $ 85,919 Subordinated 15,792 17,004 Unsecured 4,567 5,359 Total notes receivable $ 107,558 $ 108,282 Less: allowance for credit losses 8,001 8,616 Total notes receivable, net of allowance for credit losses $ 99,557 $ 99,666 Current portion, net of allowance for credit losses $ 21,686 $ 20,766 Long-term portion, net of allowance for credit losses $ 77,871 $ 78,900 |
Schedule of Financing Receivable Credit Quality Indicators | The following table summarizes the amortized cost basis of the notes receivable by the year of origination and credit quality indicator: (in thousands) 2024 2023 2022 2021 2020 Prior Total Senior $ 1,417 $ — $ — $ — $ — $ 85,782 $ 87,199 Subordinated — 3,498 — — — 12,294 15,792 Unsecured — — 152 1,288 832 2,295 4,567 Total notes receivable $ 1,417 $ 3,498 $ 152 $ 1,288 $ 832 $ 100,371 $ 107,558 |
Schedule of Financing Receivable, Allowance for Credit Loss | The following table summarizes the activity related to the Company’s notes receivable allowance for credit losses: (in thousands) June 30, 2024 December 31, 2023 Beginning balance $ 8,616 $ 10,172 Provision for credit losses 61 763 Recoveries (676) (2,319) Ending balance $ 8,001 $ 8,616 |
Schedule of Past Due Balances of Notes Receivable | The following table summarizes the past due balances by credit quality indicator of the notes receivable: (in thousands) 1- 30 days 31-89 days > 90 days Total Current Total As of June 30, 2024 Senior $ — $ — $ 15,200 $ 15,200 $ 71,999 $ 87,199 Subordinated — — — — 15,792 15,792 Unsecured — — 400 400 4,167 4,567 $ — $ — $ 15,600 $ 15,600 $ 91,958 $ 107,558 As of December 31, 2023 Senior $ — $ — $ 15,200 $ 15,200 $ 70,719 $ 85,919 Subordinated — 2,936 — 2,936 14,068 17,004 Unsecured — — 400 400 4,959 5,359 $ — $ 2,936 $ 15,600 $ 18,536 $ 89,746 $ 108,282 |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Debt Disclosure [Abstract] | |
Schedule of Components of Debt | Debt consisted of the following: June 30, 2024 December 31, 2023 (in thousands) $500 million unsecured term loan due 2024 ("2023 Term Loan") with an effective interest rate of 6.82%, less a discount and deferred issuance costs of $0.3 million and $0.7 million at June 30, 2024 and December 31, 2023, respectively (1) $ 499,669 $ 499,268 $450 million senior unsecured notes due 2031 ("2020 Senior Notes") with an effective interest rate of 3.86%, less a discount and deferred issuance costs of $4.0 million and $4.3 million at June 30, 2024 and December 31, 2023, respectively 445,995 445,690 $400 million senior unsecured notes due 2029 ("2019 Senior Notes") with an effective interest rate of 3.88%, less a discount and deferred issuance costs of $3.3 million and $3.6 million at June 30, 2024 and December 31, 2023, respectively 396,741 396,440 $1 billion senior unsecured revolving credit facility with an effective interest rate of 6.71%, less deferred issuance costs of $4.0 million and $1.9 million at June 30, 2024 and December 31, 2023, respectively 526,020 226,621 Total debt $ 1,868,425 $ 1,568,019 Less: current portion (1) — 499,268 Long-term debt $ 1,868,425 $ 1,068,751 (1) The 2023 Term Loan had a maturity date of December 16, 2024. As discussed in Note 14, the Company used the proceeds from the issuance of the 2024 Senior Notes (as defined below) to repay the 2023 Term Loan on July 2, 2024. Based on the 2023 Term Loan being repaid from the proceeds of the 2024 Senior Notes shortly after the end of the period, the 2023 Term Loan has been classified as a long-term liability at June 30, 2024. |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Loss (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Schedule of Changes in Accumulated Other Comprehensive Loss | The changes in accumulated other comprehensive loss, net of tax, for the six months ended June 30, 2024 and 2023 were as follows: (in thousands) Balance as of December 31, 2023 $ (5,671) Other comprehensive income before reclassification (240) Balance as of June 30, 2024 $ (5,911) (in thousands) Balance as of December 31, 2022 $ (5,211) Other comprehensive income before reclassification 689 Balance as of June 30, 2023 $ (4,522) |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value of Assets | The Company recognized the following assets at fair value on a recurring basis in the consolidated balance sheets: Fair Value Measurements at Reporting Date Using (in thousands) Total Level 1 Level 2 Level 3 As of June 30, 2024 Equity securities $ 90,446 $ 90,446 $ — $ — Mutual funds (1) 41,493 41,493 — — Money market funds (1) 4,440 — 4,440 — Total $ 136,379 $ 131,939 $ 4,440 $ — As of December 31, 2023 Equity securities $ 116,374 $ 116,374 $ — $ — Mutual funds (1) 36,810 36,810 — — Money market funds (1) 4,767 — 4,767 — Total $ 157,951 $ 153,184 $ 4,767 $ — (1) The current assets at fair value noted above are presented in prepaid expenses and other current assets in the consolidated balance sheets. The long-term assets at fair value noted above are presented in investments for employee benefit plans, at fair value in the consolidated balance sheets. |
Schedule of Investments in Equity Securities | The following table is a summary of the unrealized gains and losses of the investments in equity securities: As of June 30, 2024 As of December 31, 2023 (in thousands) Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Equity securities $ 94,940 $ — $ (4,494) $ 90,446 $ 112,420 $ 3,954 $ — $ 116,374 |
Schedule of Carrying Amounts and Fair Values | As of June 30, 2024 and December 31, 2023, the carrying amounts and the fair values were as follows: June 30, 2024 December 31, 2023 (in thousands) Carrying Amount Fair Value Carrying Amount Fair Value 2020 Senior Notes $ 445,995 $ 397,323 $ 445,690 $ 389,241 2019 Senior Notes $ 396,741 $ 359,560 $ 396,440 $ 355,068 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of Stock-Based Compensation Expenses | The components of the Company’s share-based compensation expense were as follows: Three Months Ended June 30, Six Months Ended June 30, (in thousands) 2024 2023 2024 2023 Stock options $ 1,292 $ 1,752 $ 2,638 $ 3,140 Restricted stock 3,236 3,358 6,713 7,057 Performance vested restricted stock units 4,749 7,096 9,020 11,780 Total share-based compensation expense $ 9,277 $ 12,206 $ 18,371 $ 21,977 |
Schedule of Stock-Based Award Activity | A summary of the share-based award activity during the six months ended June 30, 2024 is presented below: Stock Options Restricted Stock Performance Vested Options Weighted Weighted Shares Weighted Shares Weighted Outstanding as of January 1, 2024 943,641 $ 102.90 361,668 $ 136.05 458,495 $ 136.14 Granted 78,988 111.94 61,974 113.74 145,228 112.15 Performance-based leveraging (1) — — — — (3,772) 129.01 Exercised/vested (88,483) 71.87 (52,538) 108.91 (146,675) 107.54 Expired — — — — (8,028) 108.79 Forfeited (440) 123.71 (5,494) 120.32 (6,721) 130.04 Outstanding as of June 30, 2024 933,706 $ 106.60 6.0 years 365,610 $ 136.37 438,527 $ 138.42 Options exercisable as of June 30, 2024 637,932 $ 99.51 4.9 years (1) Any revisions to the outstanding PVRSUs during the six months ended June 30, 2024 is based on the Company's performance relative to the targeted performance conditions in the respective PVRSUs. |
Schedule of Weighted Average Assumptions of Black-Scholes Option-Pricing Model | The fair value of the stock options granted during the six months ended June 30, 2024 was estimated on the grant date using the Black-Scholes option-pricing model with the following weighted average assumptions: Risk-free interest rate 4.27 % Expected volatility 31.34 % Expected life of the stock option 6 years Dividend yield 1.03 % Requisite service period 4 years Contractual life 10 years Weighted average fair value of the stock options granted (per stock option) $ 38.85 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Earnings Per Share [Abstract] | |
Schedule of Computation of Basic and Diluted Earnings Per Share | The computation of basic and diluted earnings per share was as follows: Three Months Ended Six Months Ended June 30, June 30, (in thousands, except per share amounts) 2024 2023 2024 2023 Numerator: Net income $ 87,136 $ 84,710 $ 118,145 $ 137,530 Income allocated to participating securities (437) (437) (597) (750) Net income available to common shareholders $ 86,699 $ 84,273 $ 117,548 $ 136,780 Denominator: Weighted average shares of common stock outstanding – basic 47,741 50,626 48,522 50,946 Basic earnings per share $ 1.82 $ 1.66 $ 2.42 $ 2.68 Numerator: Net income $ 87,136 $ 84,710 $ 118,145 $ 137,530 Income allocated to participating securities (437) (437) (597) (750) Net income available to common shareholders $ 86,699 $ 84,273 $ 117,548 $ 136,780 Denominator: Weighted average shares of common stock outstanding – basic 47,741 50,626 48,522 50,946 Dilutive effect of stock options, PVRSUs, and RSUs 297 365 317 405 Weighted average shares of common stock outstanding – diluted 48,038 50,991 48,839 51,351 Diluted earnings per share $ 1.80 $ 1.65 $ 2.41 $ 2.66 |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following securities have been excluded from the calculation of the diluted weighted average shares of common stock outstanding because the inclusion of these securities would have an anti-dilutive effect: Three Months Ended Six Months Ended June 30, June 30, (in thousands) 2024 2023 2024 2023 Stock options 248 235 231 235 PVRSUs 49 — 49 — |
Reportable Segments (Tables)
Reportable Segments (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Segment Reporting [Abstract] | |
Schedule of Financial Information for Company's Franchising Segment | The following tables present the financial information for the Company's segments: Three Months Ended June 30, 2024 Three Months Ended June 30, 2023 (in thousands) Hotel Corporate & Intersegment Eliminations Consolidated Hotel Corporate & Intersegment Eliminations Consolidated Revenues $ 414,019 $ 24,198 $ (3,061) $ 435,156 $ 401,854 $ 26,568 $ (1,002) $ 427,420 Operating income (loss) $ 165,243 $ (32,621) $ — $ 132,622 $ 149,931 $ (25,542) $ — $ 124,389 Income (loss) before income taxes $ 173,177 $ (56,596) $ — $ 116,581 $ 150,116 $ (37,569) $ — $ 112,547 Six Months Ended June 30, 2024 Six Months Ended June 30, 2023 (in thousands) Hotel Corporate & Intersegment Eliminations Consolidated Hotel Corporate & Intersegment Eliminations Consolidated Revenues $ 713,378 $ 59,335 $ (5,608) $ 767,105 $ 710,901 $ 52,632 $ (3,321) $ 760,212 Operating income (loss) $ 260,091 $ (67,320) $ — $ 192,771 $ 255,422 $ (53,182) $ — $ 202,240 Income (loss) before income taxes $ 267,870 $ (111,081) $ — $ 156,789 $ 255,544 $ (75,502) $ — $ 180,042 |
Revenue - Narrative (Details)
Revenue - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Disaggregation of Revenue [Line Items] | ||||
Deferred revenue, recognition period | 10 years | |||
Revenue, remaining performance obligation | $ 211,500 | $ 211,500 | ||
Revenue | 435,156 | $ 427,420 | 767,105 | $ 760,212 |
Over time | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 391,610 | 391,971 | 697,119 | 703,541 |
Corporate & Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 24,198 | 26,568 | 59,335 | 52,632 |
Corporate & Other | Over time | ||||
Disaggregation of Revenue [Line Items] | ||||
Segment revenue amounts | 24,200 | 26,600 | 59,300 | 52,600 |
Intersegment Eliminations | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | (3,061) | (1,002) | $ (5,608) | (3,321) |
Royalty, licensing and management fees | ||||
Disaggregation of Revenue [Line Items] | ||||
Redemption of loyalty points period | 3 years | |||
Revenue | 141,813 | 140,499 | $ 247,280 | 247,991 |
Royalty, licensing and management fees | Over time | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 138,459 | 136,654 | 241,566 | 243,502 |
Royalty, licensing and management fees | Intersegment Eliminations | ||||
Disaggregation of Revenue [Line Items] | ||||
Segment revenue amounts | 3,100 | 1,000 | 5,600 | 3,300 |
Owned hotels | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 28,418 | 25,504 | 53,409 | 47,836 |
Owned hotels | Transferred At Other Point In Time | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 36,300 | 29,100 | 55,800 | 44,900 |
Owned hotels | Over time | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 21,170 | $ 19,155 | $ 39,251 | $ 36,047 |
Revenue - Contract Liability (D
Revenue - Contract Liability (Details) - Initial Fees, Sustem Implementation Fees, Franchise Agreements, Loyalty Points $ in Thousands | 6 Months Ended |
Jun. 30, 2024 USD ($) | |
Changes in Contract Liability [Roll Forward] | |
Balance as of December 31, 2023 | $ 209,895 |
Increases to the contract liability balance due to cash received | 60,223 |
Revenue recognized in the period | (58,624) |
Balance as of June 30, 2024 | $ 211,494 |
Revenue - Disaggregation of Rev
Revenue - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||||
Revenue | $ 435,156 | $ 427,420 | $ 767,105 | $ 760,212 |
Over time | ||||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||||
Revenue | 391,610 | 391,971 | 697,119 | 703,541 |
Point in time | ||||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||||
Revenue | 43,546 | 35,449 | 69,986 | 56,671 |
Royalty, licensing and management fees | ||||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||||
Revenue | 141,813 | 140,499 | 247,280 | 247,991 |
Royalty, licensing and management fees | Over time | ||||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||||
Revenue | 138,459 | 136,654 | 241,566 | 243,502 |
Royalty, licensing and management fees | Point in time | ||||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||||
Revenue | 3,354 | 3,845 | 5,714 | 4,489 |
Initial franchise fees | ||||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||||
Revenue | 6,562 | 7,164 | 13,267 | 15,046 |
Initial franchise fees | Over time | ||||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||||
Revenue | 6,562 | 7,164 | 13,267 | 15,046 |
Initial franchise fees | Point in time | ||||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||||
Revenue | 0 | 0 | 0 | 0 |
Platform and procurement services fees | ||||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||||
Revenue | 28,126 | 28,801 | 41,882 | 42,644 |
Platform and procurement services fees | Over time | ||||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||||
Revenue | 27,381 | 27,997 | 40,558 | 41,237 |
Platform and procurement services fees | Point in time | ||||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||||
Revenue | 745 | 804 | 1,324 | 1,407 |
Owned hotels | ||||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||||
Revenue | 28,418 | 25,504 | 53,409 | 47,836 |
Owned hotels | Over time | ||||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||||
Revenue | 21,170 | 19,155 | 39,251 | 36,047 |
Owned hotels | Point in time | ||||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||||
Revenue | 7,248 | 6,349 | 14,158 | 11,789 |
Other | ||||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||||
Revenue | 15,037 | 11,148 | 31,394 | 21,775 |
Other | Over time | ||||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||||
Revenue | 15,037 | 11,148 | 31,394 | 21,775 |
Other | Point in time | ||||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||||
Revenue | 0 | 0 | 0 | 0 |
Other revenues from franchised and managed properties | ||||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||||
Revenue | 215,200 | 214,304 | 379,873 | 384,920 |
Other revenues from franchised and managed properties | Over time | ||||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||||
Revenue | 183,001 | 189,853 | 331,083 | 345,934 |
Other revenues from franchised and managed properties | Point in time | ||||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||||
Revenue | $ 32,199 | $ 24,451 | $ 48,790 | $ 38,986 |
Receivables and Allowance for_3
Receivables and Allowance for Credit Losses - Notes Receivable (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 | Dec. 31, 2022 |
Notes Receivable and Allowance for Losses [Line Items] | |||
Total notes receivable | $ 107,558 | $ 108,282 | |
Less: allowance for credit losses | 8,001 | 8,616 | $ 10,172 |
Total notes receivable, net of allowance for credit losses | 99,557 | 99,666 | |
Current portion, net of allowance for credit losses | 21,686 | 20,766 | |
Long-term portion, net of allowance for credit losses | 77,871 | 78,900 | |
Senior | |||
Notes Receivable and Allowance for Losses [Line Items] | |||
Total notes receivable | 87,199 | 85,919 | |
Subordinated | |||
Notes Receivable and Allowance for Losses [Line Items] | |||
Total notes receivable | 15,792 | 17,004 | |
Unsecured | |||
Notes Receivable and Allowance for Losses [Line Items] | |||
Total notes receivable | $ 4,567 | $ 5,359 |
Receivables and Allowance for_4
Receivables and Allowance for Credit Losses - Credit Quality Indicator (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Notes Receivable and Allowance for Losses [Line Items] | ||
2024 | $ 1,417 | |
2023 | 3,498 | |
2022 | 152 | |
2021 | 1,288 | |
2020 | 832 | |
Prior | 100,371 | |
Total | 107,558 | $ 108,282 |
Senior | ||
Notes Receivable and Allowance for Losses [Line Items] | ||
2024 | 1,417 | |
2023 | 0 | |
2022 | 0 | |
2021 | 0 | |
2020 | 0 | |
Prior | 85,782 | |
Total | 87,199 | 85,919 |
Subordinated | ||
Notes Receivable and Allowance for Losses [Line Items] | ||
2024 | 0 | |
2023 | 3,498 | |
2022 | 0 | |
2021 | 0 | |
2020 | 0 | |
Prior | 12,294 | |
Total | 15,792 | 17,004 |
Unsecured | ||
Notes Receivable and Allowance for Losses [Line Items] | ||
2024 | 0 | |
2023 | 0 | |
2022 | 152 | |
2021 | 1,288 | |
2020 | 832 | |
Prior | 2,295 | |
Total | $ 4,567 | $ 5,359 |
Receivables and Allowance for_5
Receivables and Allowance for Credit Losses - Allowance for Credit Loss Rollforward (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2024 | Dec. 31, 2023 | |
Financing Receivable, Allowance for Credit Loss [Roll Forward] | ||
Beginning balance | $ 8,616 | $ 10,172 |
Provision for credit losses | 61 | 763 |
Recoveries | (676) | (2,319) |
Ending balance | $ 8,001 | $ 8,616 |
Receivables and Allowance for_6
Receivables and Allowance for Credit Losses - Narrative (Details) $ in Thousands | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2024 USD ($) loan | Jun. 30, 2023 USD ($) | Dec. 31, 2023 USD ($) loan | Dec. 31, 2022 USD ($) | |
Notes Receivable and Allowance for Losses [Line Items] | ||||
Allowance for credit loss | $ 8,001 | $ 8,616 | $ 10,172 | |
Notes receivable | 77,871 | 78,900 | ||
Write-offs, net of recoveries | 7,200 | $ 5,300 | ||
SG&A expenses | ||||
Notes Receivable and Allowance for Losses [Line Items] | ||||
Provision for credit losses | 6,900 | 2,900 | ||
Marketing And Reservation Fees | ||||
Notes Receivable and Allowance for Losses [Line Items] | ||||
Provision for credit losses | 6,400 | $ 3,400 | ||
Variable Interest Entity, Not Primary Beneficiary | ||||
Notes Receivable and Allowance for Losses [Line Items] | ||||
Notes receivable | $ 95,100 | $ 95,100 | ||
Collateral-Dependent Loans | ||||
Notes Receivable and Allowance for Losses [Line Items] | ||||
Number of loans | loan | 1 | 1 | ||
Allowance for credit loss | $ 2,200 | $ 2,200 | ||
Impaired Loans | ||||
Notes Receivable and Allowance for Losses [Line Items] | ||||
Average notes on nonaccrual status | $ 15,200 | $ 15,900 |
Receivables and Allowance for_7
Receivables and Allowance for Credit Losses - Past Due Balances Of Mezzanine And Other Notes Receivable (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Financing Receivable, Past Due [Line Items] | ||
Notes receivable | $ 107,558 | $ 108,282 |
Senior | ||
Financing Receivable, Past Due [Line Items] | ||
Notes receivable | 87,199 | 85,919 |
Subordinated | ||
Financing Receivable, Past Due [Line Items] | ||
Notes receivable | 15,792 | 17,004 |
Unsecured | ||
Financing Receivable, Past Due [Line Items] | ||
Notes receivable | 4,567 | 5,359 |
Total Past Due | ||
Financing Receivable, Past Due [Line Items] | ||
Notes receivable | 15,600 | 18,536 |
Total Past Due | Senior | ||
Financing Receivable, Past Due [Line Items] | ||
Notes receivable | 15,200 | 15,200 |
Total Past Due | Subordinated | ||
Financing Receivable, Past Due [Line Items] | ||
Notes receivable | 0 | 2,936 |
Total Past Due | Unsecured | ||
Financing Receivable, Past Due [Line Items] | ||
Notes receivable | 400 | 400 |
1- 30 days Past Due | ||
Financing Receivable, Past Due [Line Items] | ||
Notes receivable | 0 | 0 |
1- 30 days Past Due | Senior | ||
Financing Receivable, Past Due [Line Items] | ||
Notes receivable | 0 | 0 |
1- 30 days Past Due | Subordinated | ||
Financing Receivable, Past Due [Line Items] | ||
Notes receivable | 0 | 0 |
1- 30 days Past Due | Unsecured | ||
Financing Receivable, Past Due [Line Items] | ||
Notes receivable | 0 | 0 |
31-89 days Past Due | ||
Financing Receivable, Past Due [Line Items] | ||
Notes receivable | 0 | 2,936 |
31-89 days Past Due | Senior | ||
Financing Receivable, Past Due [Line Items] | ||
Notes receivable | 0 | 0 |
31-89 days Past Due | Subordinated | ||
Financing Receivable, Past Due [Line Items] | ||
Notes receivable | 0 | 2,936 |
31-89 days Past Due | Unsecured | ||
Financing Receivable, Past Due [Line Items] | ||
Notes receivable | 0 | 0 |
> 90 days Past Due | ||
Financing Receivable, Past Due [Line Items] | ||
Notes receivable | 15,600 | 15,600 |
> 90 days Past Due | Senior | ||
Financing Receivable, Past Due [Line Items] | ||
Notes receivable | 15,200 | 15,200 |
> 90 days Past Due | Subordinated | ||
Financing Receivable, Past Due [Line Items] | ||
Notes receivable | 0 | 0 |
> 90 days Past Due | Unsecured | ||
Financing Receivable, Past Due [Line Items] | ||
Notes receivable | 400 | 400 |
Current | ||
Financing Receivable, Past Due [Line Items] | ||
Notes receivable | 91,958 | 89,746 |
Current | Senior | ||
Financing Receivable, Past Due [Line Items] | ||
Notes receivable | 71,999 | 70,719 |
Current | Subordinated | ||
Financing Receivable, Past Due [Line Items] | ||
Notes receivable | 15,792 | 14,068 |
Current | Unsecured | ||
Financing Receivable, Past Due [Line Items] | ||
Notes receivable | $ 4,167 | $ 4,959 |
Investments in Affiliates (Deta
Investments in Affiliates (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||||
May 24, 2024 | Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | |
Variable Interest Entity [Line Items] | ||||||
Investments in joint ventures included in unconsolidated entities | $ 2,518,907,000 | $ 2,518,907,000 | $ 2,394,799,000 | |||
Equity method investment impairment | 0 | $ 0 | 0 | $ 0 | ||
Consolidated Entity, Excluding Consolidated VIE | ||||||
Variable Interest Entity [Line Items] | ||||||
Investments in joint ventures included in unconsolidated entities | 80,600,000 | 80,600,000 | 70,600,000 | |||
Variable Interest Entity, Not Primary Beneficiary | ||||||
Variable Interest Entity [Line Items] | ||||||
Investments in joint ventures included in unconsolidated entities | 69,100,000 | 69,100,000 | $ 59,400,000 | |||
Losses attributable to variable interest entities | $ (6,800,000) | $ 900,000 | $ (5,600,000) | $ 2,300,000 | ||
Gain from sale of Company's unconsolidated affiliates' underlying assets | $ 7,200,000 |
Debt - Components Of Debt (Deta
Debt - Components Of Debt (Details) - USD ($) | Jun. 30, 2024 | Dec. 31, 2023 |
Debt [Line Items] | ||
Total debt | $ 1,868,425,000 | $ 1,568,019,000 |
Less: current portion | 0 | 499,268,000 |
Long-term debt | 1,868,425,000 | 1,068,751,000 |
2023 Term Loan | Senior | ||
Debt [Line Items] | ||
Debt instrument face amount | $ 500,000,000 | |
Debt instrument effective interest rate | 6.82% | |
Deferred issuance costs | $ 300,000 | 700,000 |
Total debt | 499,669,000 | 499,268,000 |
2020 Senior Notes | Senior | ||
Debt [Line Items] | ||
Debt instrument face amount | $ 450,000,000 | |
Debt instrument effective interest rate | 3.86% | |
Deferred issuance costs | $ 4,000,000 | 4,300,000 |
Total debt | 445,995,000 | 445,690,000 |
2019 Senior Notes | Senior | ||
Debt [Line Items] | ||
Debt instrument face amount | $ 400,000,000 | |
Debt instrument effective interest rate | 3.88% | |
Deferred issuance costs | $ 3,300,000 | 3,600,000 |
Total debt | 396,741,000 | 396,440,000 |
Unsecured Credit Facility | Senior | ||
Debt [Line Items] | ||
Debt instrument face amount | $ 1,000,000,000 | |
Debt instrument effective interest rate | 6.71% | |
Deferred issuance costs | $ 4,000,000 | 1,900,000 |
Total debt | $ 526,020,000 | $ 226,621,000 |
Debt - Narrative (Details)
Debt - Narrative (Details) - Revolving Credit Facility - USD ($) $ in Millions | Jun. 28, 2024 | Aug. 20, 2018 |
Line of Credit | ||
Debt [Line Items] | ||
Line of credit maximum borrowing capacity | $ 1,000 | $ 850 |
Extension term | 1 year | |
Additional amount | $ 500 | |
Alternative Currency Loans | ||
Debt [Line Items] | ||
Line of credit maximum borrowing capacity | 50 | |
Letter of Credit | ||
Debt [Line Items] | ||
Line of credit maximum borrowing capacity | 10 | |
Swingline Loans | ||
Debt [Line Items] | ||
Line of credit maximum borrowing capacity | $ 25 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Loss - Changes in Accumulated Other Comprehensive Loss, Net of Tax (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Beginning balance | $ 35,598 | $ 154,660 |
Other comprehensive income before reclassification | (240) | 689 |
Ending balance | (146,779) | 54,691 |
Accumulated Other Comprehensive Income (Loss) | ||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Beginning balance | (5,671) | (5,211) |
Ending balance | $ (5,911) | $ (4,522) |
Fair Value Measurements - Fair
Fair Value Measurements - Fair Value Of Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Fair Value Measurements [Line Items] | ||
Equity securities | $ 90,446 | $ 116,374 |
Fair value, Measurements, Recurring | ||
Fair Value Measurements [Line Items] | ||
Equity securities | 90,446 | 116,374 |
Total | 136,379 | 157,951 |
Fair value, Measurements, Recurring | Mutual Funds | Investments, Employee Benefit Plans, At Fair Value | ||
Fair Value Measurements [Line Items] | ||
Mutual funds and money market funds, fair value | 41,493 | 36,810 |
Fair value, Measurements, Recurring | Money Market Funds | Investments, Employee Benefit Plans, At Fair Value | ||
Fair Value Measurements [Line Items] | ||
Mutual funds and money market funds, fair value | 4,440 | 4,767 |
Fair value, Measurements, Recurring | Level 1 | ||
Fair Value Measurements [Line Items] | ||
Equity securities | 90,446 | 116,374 |
Total | 131,939 | 153,184 |
Fair value, Measurements, Recurring | Level 1 | Mutual Funds | Investments, Employee Benefit Plans, At Fair Value | ||
Fair Value Measurements [Line Items] | ||
Mutual funds and money market funds, fair value | 41,493 | 36,810 |
Fair value, Measurements, Recurring | Level 1 | Money Market Funds | Investments, Employee Benefit Plans, At Fair Value | ||
Fair Value Measurements [Line Items] | ||
Mutual funds and money market funds, fair value | 0 | 0 |
Fair value, Measurements, Recurring | Level 2 | ||
Fair Value Measurements [Line Items] | ||
Equity securities | 0 | 0 |
Total | 4,440 | 4,767 |
Fair value, Measurements, Recurring | Level 2 | Mutual Funds | Investments, Employee Benefit Plans, At Fair Value | ||
Fair Value Measurements [Line Items] | ||
Mutual funds and money market funds, fair value | 0 | 0 |
Fair value, Measurements, Recurring | Level 2 | Money Market Funds | Investments, Employee Benefit Plans, At Fair Value | ||
Fair Value Measurements [Line Items] | ||
Mutual funds and money market funds, fair value | 4,440 | 4,767 |
Fair value, Measurements, Recurring | Level 3 | ||
Fair Value Measurements [Line Items] | ||
Equity securities | 0 | 0 |
Total | 0 | 0 |
Fair value, Measurements, Recurring | Level 3 | Mutual Funds | Investments, Employee Benefit Plans, At Fair Value | ||
Fair Value Measurements [Line Items] | ||
Mutual funds and money market funds, fair value | 0 | 0 |
Fair value, Measurements, Recurring | Level 3 | Money Market Funds | Investments, Employee Benefit Plans, At Fair Value | ||
Fair Value Measurements [Line Items] | ||
Mutual funds and money market funds, fair value | $ 0 | $ 0 |
Fair Value Measurements - Inves
Fair Value Measurements - Investments in Equity Securities (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Fair Value Disclosures [Abstract] | ||
Cost | $ 94,940 | $ 112,420 |
Gross Unrealized Gains | 0 | 3,954 |
Gross Unrealized Losses | (4,494) | 0 |
Estimated Fair Value | $ 90,446 | $ 116,374 |
Fair Value Measurements - Carry
Fair Value Measurements - Carrying Amounts and Fair Values (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Fair Value Measurements [Line Items] | ||
Long-term debt | $ 1,868,425 | $ 1,568,019 |
Senior | 2020 Senior Notes | ||
Fair Value Measurements [Line Items] | ||
Long-term debt | 445,995 | 445,690 |
Senior | 2020 Senior Notes | Level 2 | Carrying Amount | ||
Fair Value Measurements [Line Items] | ||
Long-term debt | 445,995 | 445,690 |
Senior | 2020 Senior Notes | Level 2 | Fair Value | ||
Fair Value Measurements [Line Items] | ||
Long-term debt | 397,323 | 389,241 |
Senior | 2019 Senior Notes | ||
Fair Value Measurements [Line Items] | ||
Long-term debt | 396,741 | 396,440 |
Senior | 2019 Senior Notes | Level 2 | Carrying Amount | ||
Fair Value Measurements [Line Items] | ||
Long-term debt | 396,741 | 396,440 |
Senior | 2019 Senior Notes | Level 2 | Fair Value | ||
Fair Value Measurements [Line Items] | ||
Long-term debt | $ 359,560 | $ 355,068 |
Income Taxes (Details)
Income Taxes (Details) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Income Tax Disclosure [Abstract] | ||||
Effective income tax rate (percent) | 25.30% | 24.70% | 24.60% | 23.60% |
Share-Based Compensation - Stoc
Share-Based Compensation - Stock-Based Compensation Expenses (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Share-Based Compensation and Capital Stock [Line Items] | ||||
Total share-based compensation expense | $ 9,277 | $ 12,206 | $ 18,371 | $ 21,977 |
Stock options | ||||
Share-Based Compensation and Capital Stock [Line Items] | ||||
Total share-based compensation expense | 1,292 | 1,752 | 2,638 | 3,140 |
Restricted stock | ||||
Share-Based Compensation and Capital Stock [Line Items] | ||||
Total share-based compensation expense | 3,236 | 3,358 | 6,713 | 7,057 |
Performance vested restricted stock units | ||||
Share-Based Compensation and Capital Stock [Line Items] | ||||
Total share-based compensation expense | $ 4,749 | $ 7,096 | $ 9,020 | $ 11,780 |
Share-Based Compensation - St_2
Share-Based Compensation - Stock-Based Award Activity (Details) | 6 Months Ended |
Jun. 30, 2024 $ / shares shares | |
Stock Options | |
Options | |
Outstanding, beginning balance (in shares) | shares | 943,641 |
Granted (in shares) | shares | 78,988 |
Performance-based leveraging (in shares) | shares | 0 |
Exercised/vested (in shares) | shares | (88,483) |
Expired (in shares) | shares | 0 |
Forfeited (in shares) | shares | (440) |
Outstanding, ending balance (in shares) | shares | 933,706 |
Stock options exercisable (in shares) | shares | 637,932 |
Weighted Average Exercise Price | |
Beginning balance (in usd per share) | $ / shares | $ 102.90 |
Granted (in usd per share) | $ / shares | 111.94 |
Performance-based leveraging (in usd per share) | $ / shares | 0 |
Exercised/vested (in usd per share) | $ / shares | 71.87 |
Expired (in usd per share) | $ / shares | 0 |
Forfeited (in usd per share) | $ / shares | 123.71 |
Ending balance (in usd per share) | $ / shares | 106.60 |
Stock options exercisable - weighted average exercise price (in usd per share) | $ / shares | $ 99.51 |
Weighted Average Remaining Contractual Life | |
Outstanding | 6 years |
Stock options exercisable | 4 years 10 months 24 days |
Restricted Stock | |
Restricted Stock and Performance Vested Restricted Stock Units, Shares | |
Outstanding, beginning balance (in shares) | shares | 361,668 |
Granted (in shares) | shares | 61,974 |
Performance-based leveraging (in shares) | shares | 0 |
Exercised/vested (in shares) | shares | (52,538) |
Expired (in shares) | shares | 0 |
Forfeited (in shares) | shares | (5,494) |
Outstanding, ending balance (in shares) | shares | 365,610 |
Restricted Stock and Performance Vested Restricted Stock Units, Weighted Average Grant Date Fair Value | |
Outstanding, beginning balance (in usd per share) | $ / shares | $ 136.05 |
Granted (in usd per share) | $ / shares | 113.74 |
Performance-based leveraging (in usd per share) | $ / shares | 0 |
Exercised/vested (in usd per share) | $ / shares | 108.91 |
Expired (in usd per share) | $ / shares | 0 |
Forfeited (in usd per share) | $ / shares | 120.32 |
Outstanding, ending balance (in usd per share) | $ / shares | $ 136.37 |
Performance Vested Restricted Stock Units | |
Restricted Stock and Performance Vested Restricted Stock Units, Shares | |
Outstanding, beginning balance (in shares) | shares | 458,495 |
Granted (in shares) | shares | 145,228 |
Performance-based leveraging (in shares) | shares | (3,772) |
Exercised/vested (in shares) | shares | (146,675) |
Expired (in shares) | shares | (8,028) |
Forfeited (in shares) | shares | (6,721) |
Outstanding, ending balance (in shares) | shares | 438,527 |
Restricted Stock and Performance Vested Restricted Stock Units, Weighted Average Grant Date Fair Value | |
Outstanding, beginning balance (in usd per share) | $ / shares | $ 136.14 |
Granted (in usd per share) | $ / shares | 112.15 |
Performance-based leveraging (in usd per share) | $ / shares | 129.01 |
Exercised/vested (in usd per share) | $ / shares | 107.54 |
Expired (in usd per share) | $ / shares | 108.79 |
Forfeited (in usd per share) | $ / shares | 130.04 |
Outstanding, ending balance (in usd per share) | $ / shares | $ 138.42 |
Share-Based Compensation - Narr
Share-Based Compensation - Narrative (Details) - PVRSUs | 6 Months Ended |
Jun. 30, 2024 | |
Minimum | |
Share-Based Compensation and Capital Stock [Line Items] | |
Requisite service period | 9 months |
Vesting Range | 0% |
Maximum | |
Share-Based Compensation and Capital Stock [Line Items] | |
Requisite service period | 48 months |
Vesting Range | 230% |
Share-Based Compensation - Weig
Share-Based Compensation - Weighted Average Assumptions Of Black-Scholes Option-Pricing Model (Details) - Stock options | 6 Months Ended |
Jun. 30, 2024 $ / shares | |
Share-Based Compensation and Capital Stock [Line Items] | |
Risk-free interest rate | 4.27% |
Expected volatility | 31.34% |
Expected life of the stock option | 6 years |
Dividend yield | 1.03% |
Requisite service period | 4 years |
Contractual life | 10 years |
Weighted average fair value of the stock options granted (per stock option) (in usd per share) | $ 38.85 |
Earnings Per Share - Computatio
Earnings Per Share - Computation Of Basic And Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2024 | Mar. 31, 2024 | Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Numerator: | ||||||
Net income | $ 87,136 | $ 31,009 | $ 84,710 | $ 52,820 | $ 118,145 | $ 137,530 |
Income allocated to participating securities | (437) | (437) | (597) | (750) | ||
Net income available to common shareholders | $ 86,699 | $ 84,273 | $ 117,548 | $ 136,780 | ||
Denominator: | ||||||
Weighted average shares of common stock outstanding – basic (in shares) | 47,741 | 50,626 | 48,522 | 50,946 | ||
Basic earnings per share (in usd per share) | $ 1.82 | $ 1.66 | $ 2.42 | $ 2.68 | ||
Numerator: | ||||||
Net income | $ 87,136 | $ 31,009 | $ 84,710 | $ 52,820 | $ 118,145 | $ 137,530 |
Income allocated to participating securities | (437) | (437) | (597) | (750) | ||
Net income available to common shareholders | $ 86,699 | $ 84,273 | $ 117,548 | $ 136,780 | ||
Denominator: | ||||||
Weighted average shares of common stock outstanding – basic (in shares) | 47,741 | 50,626 | 48,522 | 50,946 | ||
Diluted effect of stock options, PVRSUs and RSUs (in shares) | 297 | 365 | 317 | 405 | ||
Weighted average shares of common stock outstanding – diluted (in shares) | 48,038 | 50,991 | 48,839 | 51,351 | ||
Diluted earnings per share (in usd per share) | $ 1.80 | $ 1.65 | $ 2.41 | $ 2.66 |
Earnings Per Share - Antidiluti
Earnings Per Share - Antidilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Stock options | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Stock options (in shares) | 248 | 235 | 231 | 235 |
PVRSUs | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Stock options (in shares) | 49 | 0 | 49 | 0 |
Reportable Segments - Narrative
Reportable Segments - Narrative (Details) | Jun. 30, 2024 brand hotel |
Reportable Segment Information [Line Items] | |
Number of brands | brand | 22 |
Number of hotels managed | 13 |
Radisson Hotels Americas | |
Reportable Segment Information [Line Items] | |
Number of properties acquired | 4 |
Reportable Segments - Financial
Reportable Segments - Financial Information For Company's Franchising Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Reportable Segment Information [Line Items] | ||||
Revenues | $ 435,156 | $ 427,420 | $ 767,105 | $ 760,212 |
Operating income (loss) | 132,622 | 124,389 | 192,771 | 202,240 |
Income (loss) before income taxes | 116,581 | 112,547 | 156,789 | 180,042 |
Corporate & Other | ||||
Reportable Segment Information [Line Items] | ||||
Revenues | 24,198 | 26,568 | 59,335 | 52,632 |
Operating income (loss) | (32,621) | (25,542) | (67,320) | (53,182) |
Income (loss) before income taxes | (56,596) | (37,569) | (111,081) | (75,502) |
Intersegment Eliminations | ||||
Reportable Segment Information [Line Items] | ||||
Revenues | (3,061) | (1,002) | (5,608) | (3,321) |
Operating income (loss) | 0 | 0 | 0 | 0 |
Income (loss) before income taxes | 0 | 0 | 0 | 0 |
Hotel Franchising & Management | Operating Segments | ||||
Reportable Segment Information [Line Items] | ||||
Revenues | 414,019 | 401,854 | 713,378 | 710,901 |
Operating income (loss) | 165,243 | 149,931 | 260,091 | 255,422 |
Income (loss) before income taxes | $ 173,177 | $ 150,116 | $ 267,870 | $ 255,544 |
Commitments and Contingencies (
Commitments and Contingencies (Details) $ in Millions | Jun. 30, 2024 USD ($) hotel |
Commitments and Contingencies [Line Items] | |
Limited payment guaranties | $ 12.3 |
Number of hotels managed | hotel | 13 |
Maximum | |
Commitments and Contingencies [Line Items] | |
Other commitment | $ 8.5 |
Radisson Hotels Americas | Affiliated Entity | |
Commitments and Contingencies [Line Items] | |
Number of hotels managed | hotel | 7 |
Maximum amount of guarantee | $ 22 |
Transactions with Unconsolida_2
Transactions with Unconsolidated Affiliates (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | |
Member of Unconsolidated Joint Venture | |||||
Related Party Transaction [Line Items] | |||||
Royalty and marketing and reservation system fees | $ 10 | $ 7.8 | $ 16.3 | $ 13.6 | |
Receivables | 7.5 | 7.5 | $ 4.9 | ||
Related Party | Affiliated Entity | |||||
Related Party Transaction [Line Items] | |||||
Loans to various unconsolidated joint ventures | 66.8 | 66.8 | $ 64.5 | ||
Revenues | $ 2.1 | $ 1.9 | $ 3.8 | $ 3.7 |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) | 1 Months Ended | ||
Jul. 02, 2024 | Aug. 08, 2024 | Jun. 30, 2024 | |
Subsequent Event | |||
Subsequent Event [Line Items] | |||
Dispositions of shares (in shares) | 1,222,227 | ||
Equity securities | $ 91,300,000 | ||
Equity securities in realized loss | $ 3,600,000 | ||
Senior | $600 Million Senior Unsecured Notes Due 2034 | Subsequent Event | |||
Subsequent Event [Line Items] | |||
Debt instrument face amount | $ 600,000,000 | ||
Stated interest rate | 5.85% | ||
Senior | $500 Million Term Loan 2024 | |||
Subsequent Event [Line Items] | |||
Debt instrument face amount | $ 500,000,000 | ||
Senior | $500 Million Term Loan 2024 | Subsequent Event | |||
Subsequent Event [Line Items] | |||
Repayments of line of credit | $ 500,000,000 | ||
Line of Credit | Subsequent Event | Revolving Credit Facility | |||
Subsequent Event [Line Items] | |||
Repayments of line of credit | $ 88,200,000 |