Document_And_Entity_Informatio
Document And Entity Information | 9 Months Ended |
Sep. 30, 2013 | |
Document And Entity Information [Abstract] | |
Document Type | 10-Q |
Amendment Flag | FALSE |
Document Period End Date | 30-Sep-13 |
Document Fiscal Year Focus | 2013 |
Document Fiscal Period Focus | Q3 |
Entity Registrant Name | WYNDHAM WORLDWIDE CORP |
Entity Central Index Key | 1361658 |
Current Fiscal Year End Date | -19 |
Entity Filer Category | Large Accelerated Filer |
Entity Common Stock, Shares Outstanding | 130,306,798 |
Consolidated_Statements_Of_Inc
Consolidated Statements Of Income (USD $) | 3 Months Ended | 9 Months Ended | ||
In Millions, except Per Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Net revenues | ||||
Service and membership fees | $680 | $566 | $1,833 | $1,558 |
Vacation ownership interest sales | 384 | 373 | 995 | 987 |
Franchise fees | 186 | 168 | 460 | 449 |
Consumer financing | 107 | 106 | 318 | 311 |
Other | 70 | 52 | 208 | 135 |
Net revenues | 1,427 | 1,265 | 3,814 | 3,440 |
Expenses | ||||
Operating | 589 | 495 | 1,645 | 1,389 |
Cost of vacation ownership interests | 43 | 45 | 107 | 115 |
Consumer financing interest | 19 | 23 | 60 | 69 |
Marketing and reservation | 213 | 197 | 570 | 554 |
General and administrative | 186 | 172 | 528 | 481 |
Depreciation and amortization | 54 | 45 | 160 | 136 |
Total expenses | 1,104 | 977 | 3,070 | 2,744 |
Operating income | 323 | 288 | 744 | 696 |
Other income, net | -2 | 0 | -6 | -9 |
Interest expense | 31 | 32 | 97 | 98 |
Early extinguishment of debt | 0 | 2 | 111 | 108 |
Interest income | -2 | -2 | -6 | -7 |
Income before income taxes | 296 | 256 | 548 | 506 |
Provision for income taxes | 109 | 97 | 201 | 187 |
Net income | 187 | 159 | 347 | 319 |
Net (income)/loss attributable to noncontrolling interest | 0 | 0 | -1 | 1 |
Net income attributable to Wyndham shareholders | $187 | $159 | $346 | $320 |
Earnings per share | ||||
Basic | $1.42 | $1.13 | $2.58 | $2.20 |
Diluted | $1.40 | $1.11 | $2.55 | $2.16 |
Cash dividends declared per share | $0.29 | $0.23 | $0.87 | $0.69 |
Consolidated_Statements_Of_Com
Consolidated Statements Of Comprehensive Income (USD $) | 3 Months Ended | 9 Months Ended | ||
In Millions, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Net Income | ||||
Net income | $187 | $159 | $347 | $319 |
Other comprehensive income/(loss), net of tax | ||||
Foreign currency translation adjustments | 39 | 19 | -28 | 12 |
Unrealized gain/(loss) on cash flow hedges | -1 | 1 | 1 | 4 |
Other comprehensive income/(loss), net of tax | 38 | 20 | -27 | 16 |
Comprehensive income | 225 | 179 | 320 | 335 |
Net (income)/loss attributable to noncontrolling interest | 0 | 0 | -1 | 1 |
Comprehensive income attributable to Wyndham shareholders | $225 | $179 | $319 | $336 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Millions, unless otherwise specified | ||
Assets | ||
Cash and cash equivalents | $269 | $195 |
Trade receivables, net | 429 | 442 |
Vacation ownership contract receivables, net | 308 | 318 |
Inventory | 327 | 379 |
Prepaid expenses | 136 | 122 |
Deferred income taxes | 97 | 157 |
Other current assets | 298 | 253 |
Total current assets | 1,864 | 1,866 |
Long-term vacation ownership contract receivables, net | 2,447 | 2,571 |
Non-current inventory | 687 | 698 |
Property and equipment, net | 1,513 | 1,292 |
Goodwill | 1,579 | 1,566 |
Trademarks, net | 730 | 730 |
Franchise agreements and other intangibles, net | 436 | 459 |
Other non-current assets | 410 | 281 |
Total assets | 9,666 | 9,463 |
Liabilities and Equity | ||
Securitized vacation ownership debt | 186 | 218 |
Current portion of long-term debt | 55 | 326 |
Accounts payable | 309 | 307 |
Deferred income | 445 | 383 |
Due to former Parent and subsidiaries | 22 | 22 |
Accrued expenses and other current liabilities | 663 | 675 |
Total current liabilities | 1,680 | 1,931 |
Long-term securitized vacation ownership debt | 1,702 | 1,742 |
Long-term debt | 2,888 | 2,276 |
Deferred income taxes | 1,130 | 1,141 |
Deferred income | 203 | 207 |
Due to former Parent and subsidiaries | 17 | 17 |
Other non-current liabilities | 364 | 218 |
Total liabilities | 7,984 | 7,532 |
Commitments and contingencies (Note 12) | ||
Stockholders' equity: | ||
Preferred stock, $.01 par value, authorized 6,000,000 shares, none issued and outstanding | 0 | 0 |
Common stock, $.01 par value, authorized 600,000,000 shares, issued 215,516,020 shares in 2013 and 214,812,395 shares in 2012 | 2 | 2 |
Treasury stock, at cost - 85,455,762 shares in 2013 and 77,523,995 shares in 2012 | -3,076 | -2,601 |
Additional paid-in capital | 3,845 | 3,820 |
Retained earnings | 785 | 558 |
Accumulated other comprehensive income | 124 | 151 |
Total stockholders' equity | 1,680 | 1,930 |
Noncontrolling interest | 2 | 1 |
Total equity | 1,682 | 1,931 |
Total liabilities and equity | $9,666 | $9,463 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest [Abstract] | ||
Preferred stock, par value | $0.01 | $0.01 |
Preferred stock, shares authorized | 6,000,000 | 6,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $0.01 | $0.01 |
Common stock, shares authorized | 600,000,000 | 600,000,000 |
Common Stock, Shares, Issued | 215,516,020 | 214,812,395 |
Treasury Stock, Shares | 85,445,762 | 77,523,995 |
Consolidated_Statements_Of_Cas
Consolidated Statements Of Cash Flows (USD $) | 9 Months Ended | |
In Millions, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 |
Operating Activities | ||
Net income | $347 | $319 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 160 | 136 |
Provision for loan losses | 275 | 320 |
Deferred income taxes | 42 | 40 |
Stock-based compensation | 38 | 31 |
Excess tax benefits from stock-based compensation | -13 | -27 |
Early extinguishment of debt | 106 | 107 |
Non-cash interest | 21 | 17 |
Net change in assets and liabilities, excluding the impact of acquisitions and dispositions: | ||
Trade receivables | 12 | 42 |
Vacation ownership contract receivables | -171 | -247 |
Inventory | 25 | 68 |
Prepaid expenses | -14 | 19 |
Other current assets | -11 | -12 |
Accounts payable, accrued expenses and other current liabilities | -4 | 5 |
Due to former Parent and subsidiaries, net | 0 | -3 |
Deferred income | 44 | -17 |
Other, net | 1 | 10 |
Net cash provided by operating activities | 858 | 808 |
Investing Activities | ||
Property and equipment additions | -153 | -123 |
Net assets acquired, net of cash acquired | -128 | -204 |
Development advances | -54 | -3 |
Equity investments and loans | -3 | -45 |
Proceeds from asset sales | 6 | 0 |
Decrease in securitization restricted cash | 19 | 10 |
Increase in escrow deposit restricted cash | -6 | -11 |
Other, net | 2 | -1 |
Net cash used in investing activities | -317 | -377 |
Financing Activities | ||
Proceeds from securitized borrowings | 1,203 | 1,265 |
Principal payments on securitized borrowings | -1,276 | -1,204 |
Proceeds from long-term debt | 377 | 1,818 |
Principal payments on long-term debt | -327 | -1,793 |
Repayments of commercial paper, net | -108 | 0 |
Proceeds from note issuances | 843 | 941 |
Repurchase of notes | -636 | -757 |
Proceeds from vacation ownership inventory arrangement | 87 | 0 |
Repayment of convertible notes | 0 | -45 |
Proceeds from call options | 0 | 33 |
Dividends to shareholders | -119 | -102 |
Repurchase of common stock | -473 | -476 |
Proceeds from stock option exercises | 0 | 13 |
Excess tax benefits from stock-based compensation | 13 | 27 |
Debt issuance costs | -18 | -15 |
Net share settlement of incentive equity awards | -26 | -44 |
Other, net | -4 | -1 |
Net cash provided used in financing activities | -464 | -340 |
Effect of changes in exchange rates on cash and cash equivalents | -3 | -1 |
Net increase in cash and cash equivalents | 74 | 90 |
Cash and cash equivalents, beginning of period | 195 | 142 |
Cash and cash equivalents, end of period | $269 | $232 |
Consolidated_Statements_Of_Equ
Consolidated Statements Of Equity (USD $) | Total | Common Stock [Member] | Treasury Stock [Member] | Additional Paid-In Capital [Member] | Retained Earnings/(Accumulated Deficit) [Member] | Accumulated Other Comprehensive Income [Member] | Non-controlling Interest [Member] |
In Millions | |||||||
Balance, value at Dec. 31, 2011 | $2,232 | $2 | ($2,009) | $3,818 | $293 | $128 | $0 |
Balance, shares at Dec. 31, 2011 | 147 | ||||||
Net income | 319 | 320 | -1 | ||||
Other comprehensive income | 16 | 16 | |||||
Exercise of stock options and SSARs | 13 | 13 | |||||
Issuance of shares for RSU vesting, shares | 2 | ||||||
Net share settlement of incentive equity awards | -44 | -44 | |||||
Change in deferred compensation | 31 | 31 | |||||
Repurchase of common stock, shares | -10 | ||||||
Repurchase of common stock, value | -473 | -473 | |||||
Settlements of warrants, shares | 1 | ||||||
Settlement of warrants, value | 32 | -32 | |||||
Change in excess tax benefit on equity awards | 26 | 26 | |||||
Dividends | -103 | -103 | |||||
Other | 2 | 2 | |||||
Balance, value at Sep. 30, 2012 | 2,019 | 2 | -2,450 | 3,814 | 510 | 144 | -1 |
Balance, shares at Sep. 30, 2012 | 140 | ||||||
Balance, value at Dec. 31, 2012 | 1,931 | 2 | -2,601 | 3,820 | 558 | 151 | 1 |
Balance, shares at Dec. 31, 2012 | 137 | ||||||
Net income | 347 | 346 | 1 | ||||
Other comprehensive income | -27 | -27 | |||||
Issuance of shares for RSU vesting, shares | 1 | ||||||
Net share settlement of incentive equity awards | -26 | -26 | |||||
Change in deferred compensation | 38 | 38 | |||||
Repurchase of common stock, shares | -8 | ||||||
Repurchase of common stock, value | -475 | -475 | |||||
Change in excess tax benefit on equity awards | 13 | 13 | |||||
Dividends | -119 | -119 | |||||
Balance, value at Sep. 30, 2013 | $1,682 | $2 | ($3,076) | $3,845 | $785 | $124 | $2 |
Balance, shares at Sep. 30, 2013 | 130 |
Basis_Of_Presentation
Basis Of Presentation | 9 Months Ended | |
Sep. 30, 2013 | ||
Basis Of Presentation [Abstract] | ||
Basis Of Presentation | ||
Basis of Presentation | ||
Wyndham Worldwide Corporation (“Wyndham” or the “Company”) is a global provider of hospitality services and products. The accompanying Consolidated Financial Statements include the accounts and transactions of Wyndham, as well as the entities in which Wyndham directly or indirectly has a controlling financial interest. The accompanying Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States of America. All intercompany balances and transactions have been eliminated in the Consolidated Financial Statements. | ||
In presenting the Consolidated Financial Statements, management makes estimates and assumptions that affect the amounts reported and related disclosures. Estimates, by their nature, are based on judgment and available information. Accordingly, actual results could differ from those estimates. In management’s opinion, the Consolidated Financial Statements contain all normal recurring adjustments necessary for a fair presentation of interim results reported. The results of operations reported for interim periods are not necessarily indicative of the results of operations for the entire year or any subsequent interim period. These financial statements should be read in conjunction with the Company’s 2012 Consolidated Financial Statements included in its Annual Report filed on Form 10-K with the Securities and Exchange Commission on February 15, 2013. | ||
Business Description | ||
The Company operates in the following business segments: | ||
• | Lodging—primarily franchises hotels in the upper upscale, upscale, upper midscale, midscale, economy and extended stay segments and provides hotel management services for full-service and select limited-service hotels. | |
• | Vacation Exchange and Rentals—provides vacation exchange services and products to owners of intervals of vacation ownership interests (“VOIs”) and markets vacation rental properties primarily on behalf of independent owners. | |
• | Vacation Ownership—develops, markets and sells VOIs to individual consumers, provides consumer financing in connection with the sale of VOIs and provides property management services at resorts. | |
Recently Issued Accounting Pronouncements | ||
Comprehensive Income. In February 2013, the Financial Accounting Standards Board ("FASB") issued guidance to improve the reporting of amounts reclassified out of accumulated other comprehensive income ("AOCI"). The guidance amends the presentation of changes in AOCI and requires an entity to disaggregate the total change of each component of other comprehensive income either on the face of the statement of income or as a separate disclosure in the notes. This guidance is effective prospectively for fiscal years beginning after December 15, 2012. The Company adopted the guidance on January 1, 2013, as required. There was no material impact on its Consolidated Financial Statements resulting from the adoption. | ||
Foreign Currency Matters. In March 2013, the FASB issued guidance on a parent's accounting for the cumulative translation adjustment upon derecognition of a subsidiary or group of assets within a foreign entity. The guidance requires that the parent release any related cumulative translation adjustment into net income only if the sale or transfer results in the complete or substantially complete liquidation of the foreign entity in which the subsidiary or group of assets had resided. This guidance is effective prospectively for fiscal years beginning after December 15, 2013, and for interim periods within those fiscal years. The Company will adopt the guidance on January 1, 2014, as required, and it believes the adoption of this guidance will not have a material impact on its Consolidated Financial Statements. |
Earnings_Per_Share
Earnings Per Share | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Earnings Per Share Reconciliation [Abstract] | |||||||||||||||||
Earnings Per Share | |||||||||||||||||
Earnings Per Share | |||||||||||||||||
The computation of basic and diluted earnings per share (“EPS”) is based on net income attributable to Wyndham shareholders divided by the basic weighted average number of common shares and diluted weighted average number of common shares, respectively. | |||||||||||||||||
The following table sets forth the computation of basic and diluted EPS (in millions, except per share data): | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Net income attributable to Wyndham shareholders | $ | 187 | $ | 159 | $ | 346 | $ | 320 | |||||||||
Basic weighted average shares | 131 | 141 | 134 | 145 | |||||||||||||
Stock options, SSARs and RSUs (a) | 2 | 2 | 2 | (d) | 2 | ||||||||||||
Warrants | — | 1 | (c) | — | 1 | (c) | |||||||||||
Weighted average diluted shares (b) | 133 | 144 | 136 | 148 | |||||||||||||
Earnings per share: | |||||||||||||||||
Basic | $ | 1.42 | $ | 1.13 | $ | 2.58 | $ | 2.2 | |||||||||
Diluted | 1.4 | 1.11 | 2.55 | 2.16 | |||||||||||||
(a) | Includes unvested dilutive restricted stock units (“RSUs”) which are subject to future forfeitures. | ||||||||||||||||
(b) | Excludes 828,000 performance vested restricted stock units ("PSUs") for both the three and nine months ended September 30, 2013, respectively, and 607,000 PSUs for both the three and nine months ended September 30, 2012, respectively, as the Company has not met the required performance metrics. | ||||||||||||||||
(c) | Represents the dilutive effect of warrants to purchase shares of the Company’s common stock related to the May 2009 issuance of the Company’s convertible notes. | ||||||||||||||||
(d) | Excludes 69,000 stock-settled stock appreciation rights ("SSARs") for the nine months ended September 30, 2013, as their inclusion would have been anti-dilutive to EPS. | ||||||||||||||||
Dividend Payments | |||||||||||||||||
During each of the quarterly periods ended March 31, June 30 and September 30, 2013, the Company paid cash dividends of $0.29 per share ($119 million in the aggregate). During each of the quarterly periods ended March 31, June 30 and September 30, 2012, the Company paid cash dividends of $0.23 per share ($102 million in the aggregate). | |||||||||||||||||
Stock Repurchase Program | |||||||||||||||||
The following table summarizes stock repurchase activity under the current stock repurchase program (in millions, except per share data): | |||||||||||||||||
Shares | Cost | Average Price Per share | |||||||||||||||
As of December 31, 2012 | 53 | $ | 1,820 | $ | 34.33 | ||||||||||||
For the nine months ended September 30, 2013 | 7.9 | 475 | 59.84 | ||||||||||||||
As of September 30, 2013 | 60.9 | $ | 2,295 | 37.65 | |||||||||||||
The Company had $782 million of remaining availability in its program as of September 30, 2013. |
Acquisitions
Acquisitions | 9 Months Ended | |
Sep. 30, 2013 | ||
Acquisitions [Abstract] | ||
Acquistions | ||
Acquisitions | ||
Assets acquired and liabilities assumed in business combinations were recorded on the Consolidated Balance Sheets as of the respective acquisition dates based upon their estimated fair values at such dates. The results of operations of businesses acquired by the Company have been included in the Consolidated Statements of Income since their respective dates of acquisition. The excess of the purchase price over the estimated fair values of the underlying assets acquired and liabilities assumed was allocated to goodwill. In certain circumstances, the allocations of the excess purchase price are based upon preliminary estimates and assumptions. Accordingly, the allocations may be subject to revision when the Company receives final information, including appraisals and other analyses. Any revisions to the fair values during the allocation period will be recorded by the Company as further adjustments to the purchase price allocations. Although, in certain circumstances, the Company has substantially integrated the operations of its acquired businesses, additional future costs relating to such integration may occur. These costs may result from integrating operating systems, relocating employees, closing facilities, reducing duplicative efforts and exiting and consolidating other activities. These costs will be recorded on the Consolidated Statements of Income as expenses. | ||
Vacation Ownership NYC Property. During January 2013, the Company entered into an agreement with a third party partner whereby the partner acquired the Alex hotel in New York City for $115 million through a special purpose entity ("SPE"). The Company is considered to be the primary beneficiary of the SPE and therefore the Company consolidates the SPE within its financial statements. The Company is managing and operating the hotel while the Company converts it into VOI inventory. The SPE's preliminary purchase price allocation for this hotel resulted in the recognition of $115 million of property and equipment, all of which was assigned to the Company's Vacation Ownership segment. Acquisition-related costs of $2 million are included in operating expenses in the accompanying Consolidated Statement of Income for the nine months ended September 30, 2013. This SPE transaction is consistent with the Company's strategy to replenish VOI inventory utilizing its Wyndham Asset Affiliation Model. The consolidation of the SPE was not material to the Company's results of operations, financial position or cash flows (see Note 8 - Variable Interest Entities for more detailed information). |
Intangible_Assets
Intangible Assets | 9 Months Ended | |||||||||||||||||||||||
Sep. 30, 2013 | ||||||||||||||||||||||||
Intangible Assets [Abstract] | ||||||||||||||||||||||||
Intangible Assets | ||||||||||||||||||||||||
Intangible Assets | ||||||||||||||||||||||||
Intangible assets consisted of: | ||||||||||||||||||||||||
As of September 30, 2013 | As of December 31, 2012 | |||||||||||||||||||||||
Gross | Net | Gross | Net | |||||||||||||||||||||
Carrying | Accumulated | Carrying | Carrying | Accumulated | Carrying | |||||||||||||||||||
Amount | Amortization | Amount | Amount | Amortization | Amount | |||||||||||||||||||
Unamortized Intangible Assets: | ||||||||||||||||||||||||
Goodwill | $ | 1,579 | $ | 1,566 | ||||||||||||||||||||
Trademarks | $ | 724 | $ | 724 | ||||||||||||||||||||
Amortized Intangible Assets: | ||||||||||||||||||||||||
Franchise agreements | $ | 594 | $ | 352 | $ | 242 | $ | 594 | $ | 340 | $ | 254 | ||||||||||||
Trademarks | 8 | 2 | 6 | 7 | 1 | 6 | ||||||||||||||||||
Other | 273 | 79 | 194 | 270 | 65 | 205 | ||||||||||||||||||
$ | 875 | $ | 433 | $ | 442 | $ | 871 | $ | 406 | $ | 465 | |||||||||||||
The changes in the carrying amount of goodwill are as follows: | ||||||||||||||||||||||||
Goodwill | Goodwill | |||||||||||||||||||||||
Balance as of | Acquired | Acquired | Foreign | Balance as of | ||||||||||||||||||||
31-Dec-12 | During 2013 | During 2012 | Exchange | 30-Sep-13 | ||||||||||||||||||||
Lodging | $ | 300 | $ | — | $ | — | $ | — | $ | 300 | ||||||||||||||
Vacation Exchange and Rentals | 1,241 | 10 | 4 | (3 | ) | 1,252 | ||||||||||||||||||
Vacation Ownership | 25 | — | 2 | — | 27 | |||||||||||||||||||
Total Company | $ | 1,566 | $ | 10 | $ | 6 | $ | (3 | ) | $ | 1,579 | |||||||||||||
Amortization expense relating to amortizable intangible assets was as follows: | ||||||||||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||||||||||
September 30, | September 30, | |||||||||||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||||||||||
Franchise agreements | $ | 3 | $ | 4 | $ | 11 | $ | 13 | ||||||||||||||||
Trademarks and Other | 6 | 3 | 16 | 9 | ||||||||||||||||||||
Total (*) | $ | 9 | $ | 7 | $ | 27 | $ | 22 | ||||||||||||||||
(*) Included as a component of depreciation and amortization on the Consolidated Statements of Income. | ||||||||||||||||||||||||
Based on the Company's amortizable intangible assets as of September 30, 2013, the Company expects related amortization expense as follows: | ||||||||||||||||||||||||
Amount | ||||||||||||||||||||||||
Remainder of 2013 | $ | 9 | ||||||||||||||||||||||
2014 | 36 | |||||||||||||||||||||||
2015 | 34 | |||||||||||||||||||||||
2016 | 33 | |||||||||||||||||||||||
2017 | 32 | |||||||||||||||||||||||
2018 | 31 | |||||||||||||||||||||||
Vacation_Ownership_Contract_Re
Vacation Ownership Contract Receivables | 9 Months Ended | |||||||||||||||||||||||
Sep. 30, 2013 | ||||||||||||||||||||||||
Vacation Ownership Contract Receivables [Abstract] | ||||||||||||||||||||||||
Vacation Ownership Contract Receivables | ||||||||||||||||||||||||
Vacation Ownership Contract Receivables | ||||||||||||||||||||||||
The Company generates vacation ownership contract receivables by extending financing to the purchasers of its VOIs. Current and long-term vacation ownership contract receivables, net consisted of: | ||||||||||||||||||||||||
September 30, | December 31, | |||||||||||||||||||||||
2013 | 2012 | |||||||||||||||||||||||
Current vacation ownership contract receivables: | ||||||||||||||||||||||||
Securitized | $ | 223 | $ | 252 | ||||||||||||||||||||
Non-securitized | 143 | 118 | ||||||||||||||||||||||
366 | 370 | |||||||||||||||||||||||
Less: Allowance for loan losses | 58 | 52 | ||||||||||||||||||||||
Current vacation ownership contract receivables, net | $ | 308 | $ | 318 | ||||||||||||||||||||
Long-term vacation ownership contract receivables: | ||||||||||||||||||||||||
Securitized | $ | 1,964 | $ | 2,149 | ||||||||||||||||||||
Non-securitized | 986 | 867 | ||||||||||||||||||||||
2,950 | 3,016 | |||||||||||||||||||||||
Less: Allowance for loan losses | 503 | 445 | ||||||||||||||||||||||
Long-term vacation ownership contract receivables, net | $ | 2,447 | $ | 2,571 | ||||||||||||||||||||
During the three and nine months ended September 30, 2013, the Company’s securitized vacation ownership contract receivables generated interest income of $73 million and $226 million, respectively. During the three and nine months ended September 30, 2012, such amounts were $76 million and $229 million, respectively. Such interest income is included in consumer financing revenues on the Consolidated Statements of Income. | ||||||||||||||||||||||||
Principal payments that are contractually due on the Company’s vacation ownership contract receivables during the next twelve months are classified as current on the Consolidated Balance Sheets. During the nine months ended September 30, 2013 and 2012, the Company originated vacation ownership contract receivables of $785 million and $822 million, respectively, and received principal collections of $614 million and $575 million, respectively. The weighted average interest rate on outstanding vacation ownership contract receivables was 13.5% and 13.4% as of September 30, 2013 and December 31, 2012, respectively. | ||||||||||||||||||||||||
The activity in the allowance for loan losses on vacation ownership contract receivables was as follows: | ||||||||||||||||||||||||
Amount | ||||||||||||||||||||||||
Allowance for loan losses as of December 31, 2012 | $ | 497 | ||||||||||||||||||||||
Provision for loan losses | 275 | |||||||||||||||||||||||
Contract receivables write-offs, net | (211 | ) | ||||||||||||||||||||||
Allowance for loan losses as of September 30, 2013 | $ | 561 | ||||||||||||||||||||||
Amount | ||||||||||||||||||||||||
Allowance for loan losses as of December 31, 2011 | $ | 394 | ||||||||||||||||||||||
Provision for loan losses | 320 | |||||||||||||||||||||||
Contract receivables write-offs, net | (228 | ) | ||||||||||||||||||||||
Allowance for loan losses as of September 30, 2012 | $ | 486 | ||||||||||||||||||||||
In accordance with the guidance for accounting for real estate timesharing transactions, the Company recorded a provision for loan losses of $102 million and $275 million as a reduction of net revenues during the three and nine months ended September 30, 2013, respectively, and $124 million and $320 million during the three and nine months ended September 30, 2012, respectively. | ||||||||||||||||||||||||
Credit Quality for Financed Receivables and the Allowance for Credit Losses | ||||||||||||||||||||||||
The basis of the differentiation within the identified class of financed VOI contract receivables is the consumer’s FICO score. A FICO score is a branded version of a consumer credit score widely used within the U.S. by the largest banks and lending institutions. FICO scores range from 300 – 850 and are calculated based on information obtained from one or more of the three major U.S. credit reporting agencies that compile and report on a consumer’s credit history. The Company updates its records for all active VOI contract receivables with a balance due on a rolling monthly basis so as to ensure that all VOI contract receivables are scored at least every six months. The Company groups all VOI contract receivables into five different categories: FICO scores ranging from 700 to 850, 600 to 699, Below 600, No Score (primarily comprised of consumers for whom a score is not readily available, including consumers declining access to FICO scores and non U.S. residents) and Asia Pacific (comprised of receivables in the Company’s Wyndham Vacation Resort Asia Pacific business for which scores are not readily available). | ||||||||||||||||||||||||
The following table details an aged analysis of financing receivables using the most recently updated FICO scores (based on the policy described above): | ||||||||||||||||||||||||
As of September 30, 2013 | ||||||||||||||||||||||||
700+ | 600-699 | <600 | No Score | Asia Pacific | Total | |||||||||||||||||||
Current | $ | 1,501 | $ | 1,065 | $ | 236 | $ | 101 | $ | 286 | $ | 3,189 | ||||||||||||
31 - 60 days | 12 | 24 | 20 | 3 | 4 | 63 | ||||||||||||||||||
61 - 90 days | 7 | 10 | 13 | 2 | 1 | 33 | ||||||||||||||||||
91 - 120 days | 5 | 10 | 13 | 1 | 2 | 31 | ||||||||||||||||||
Total | $ | 1,525 | $ | 1,109 | $ | 282 | $ | 107 | $ | 293 | $ | 3,316 | ||||||||||||
As of December 31, 2012 | ||||||||||||||||||||||||
700+ | 600-699 | <600 | No Score | Asia Pacific | Total | |||||||||||||||||||
Current | $ | 1,459 | $ | 1,064 | $ | 274 | $ | 94 | $ | 312 | $ | 3,203 | ||||||||||||
31 - 60 days | 13 | 26 | 23 | 3 | 5 | 70 | ||||||||||||||||||
61 - 90 days | 10 | 14 | 17 | 2 | 2 | 45 | ||||||||||||||||||
91 - 120 days | 13 | 30 | 23 | 1 | 1 | 68 | ||||||||||||||||||
Total | $ | 1,495 | $ | 1,134 | $ | 337 | $ | 100 | $ | 320 | $ | 3,386 | ||||||||||||
The Company ceases to accrue interest on VOI contract receivables once the contract has remained delinquent for greater than 90 days. At greater than 120 days, the VOI contract receivable is written off to the allowance for loan losses. In accordance with its policy, the Company assesses the allowance for loan losses using a static pool methodology and thus does not assess individual loans for impairment separate from the pool. |
Inventory
Inventory | 9 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
Inventory Disclosure [Abstract] | ||||||||
Inventory | ||||||||
Inventory | ||||||||
Inventory consisted of: | ||||||||
September 30, | December 31, | |||||||
2013 | 2012 | |||||||
Land held for VOI development | $ | 102 | $ | 137 | ||||
VOI construction in process | 97 | 147 | ||||||
Inventory sold subject to conditional repurchase (a) | 114 | — | ||||||
Completed inventory and vacation credits (b) (c) | 701 | 793 | ||||||
Total inventory | 1,014 | 1,077 | ||||||
Less: Current portion | 327 | 379 | ||||||
Non-current inventory | $ | 687 | $ | 698 | ||||
(a) | Comprised of $76 million of VOI construction in process and $38 million of land held for VOI development. | |||||||
(b) | Includes estimated recoveries of $229 million and $202 million as of September 30, 2013 and December 31, 2012, respectively. | |||||||
(c) | Vacation credits relate to both the Company’s vacation ownership and vacation exchange and rentals businesses of which $66 million and $69 million as of September 30, 2013 and December 31, 2012, respectively, related to the Company’s vacation exchange and rentals business. | |||||||
Inventory that the Company expects to sell within the next twelve months is classified as current on the Consolidated Balance Sheets. | ||||||||
Inventory Sale Transaction | ||||||||
During June 2013, the Company sold real property located in Las Vegas, Nevada, to a third party developer, consisting of $114 million of vacation ownership inventory and $3 million of property and equipment. Total consideration was $117 million, of which $87 million was cash and $30 million was a note receivable. The Company recognized no gain or loss on this transaction. | ||||||||
In accordance with the agreement with the third party developer, the Company has conditional rights and a conditional obligation to repurchase the completed property from the developer subject to the property meeting the Company's vacation ownership resort standards and provided that the third party developer has not sold the property to another party (see Note 12 - Commitments and Contingencies for more detailed information). Under the sale of real estate accounting guidance, the conditional rights and obligation of the Company constitute continuing involvement and thus the Company was unable to account for this transaction as a sale. The property was sold to a variable interest entity (“VIE”) for which the Company is not the primary beneficiary as the Company does not control the entity's development activities and cannot prevent the entity from selling the property to another party. Accordingly, the Company does not consolidate the VIE. | ||||||||
In connection with this transaction, the Company has an outstanding obligation of $118 million and a note receivable of $31 million as of September 30, 2013, which are recorded within other non-current liabilities and other non-current assets, respectively, on the Consolidated Balance Sheet. Interest on the note receivable accrues at 3% per annum and is expected to be paid with the principal at maturity in December 2014. The $87 million of cash consideration received is included in proceeds from vacation ownership inventory arrangement in the financing section on the Consolidated Statement of Cash Flows for the nine months ended September 30, 2013. The note receivable and corresponding long-term obligation were non-cash and as such, are excluded from the Company's Consolidated Statement of Cash Flows. |
LongTerm_Debt_And_Borrowing_Ar
Long-Term Debt And Borrowing Arrangements | 9 Months Ended | |||||||||||
Sep. 30, 2013 | ||||||||||||
Debt Disclosure [Abstract] | ||||||||||||
Long-Term Debt And Borrowing Arrangements | ||||||||||||
Long-Term Debt and Borrowing Arrangements | ||||||||||||
The Company’s indebtedness consisted of: | ||||||||||||
September 30, | December 31, | |||||||||||
2013 | 2012 | |||||||||||
Securitized vacation ownership debt: (a) | ||||||||||||
Term notes | $ | 1,615 | $ | 1,770 | ||||||||
Bank conduit facility | 273 | 190 | ||||||||||
Total securitized vacation ownership debt | 1,888 | 1,960 | ||||||||||
Less: Current portion of securitized vacation ownership debt | 186 | 218 | ||||||||||
Long-term securitized vacation ownership debt | $ | 1,702 | $ | 1,742 | ||||||||
Long-term debt: (b) | ||||||||||||
Revolving credit facility (due July 2018) | $ | 74 | $ | 85 | ||||||||
Commercial paper | 164 | 273 | ||||||||||
9.875% senior unsecured notes | — | 42 | (d) | |||||||||
$315 million 6.00% senior unsecured notes (due December 2016) | 318 | (c) | 361 | (e) | ||||||||
$300 million 2.95% senior unsecured notes (due March 2017) | 298 | 298 | ||||||||||
$14 million 5.75% senior unsecured notes (due February 2018) | 14 | 248 | (f) | |||||||||
$450 million 2.50% senior unsecured notes (due March 2018) | 447 | — | ||||||||||
$40 million 7.375% senior unsecured notes (due March 2020) | 40 | 248 | (f) | |||||||||
$250 million 5.625% senior unsecured notes (due March 2021) | 246 | 246 | ||||||||||
$650 million 4.25% senior unsecured notes (due March 2022) | 644 | 644 | ||||||||||
$400 million 3.90% senior unsecured notes (due March 2023) | 396 | — | ||||||||||
Capital leases | 185 | 105 | ||||||||||
Other | 117 | 52 | ||||||||||
Total long-term debt | 2,943 | 2,602 | ||||||||||
Less: Current portion of long-term debt | 55 | 326 | ||||||||||
Long-term debt | $ | 2,888 | $ | 2,276 | ||||||||
(a) | Represents non-recourse debt that is securitized through bankruptcy-remote SPEs, the creditors of which have no recourse to the Company for principal and interest. These outstanding borrowings are collateralized by $2,306 million and $2,543 million of underlying gross vacation ownership contract receivables and related assets as of September 30, 2013 and December 31, 2012, respectively. | |||||||||||
(b) | The carrying amounts of the senior unsecured notes are net of unamortized discount of $18 million as of both September 30, 2013 and December 31, 2012. | |||||||||||
(c) | Includes $3 million of unamortized gains from the settlement of a derivative. | |||||||||||
(d) | Aggregate principal balance as of December 31, 2012 was $43 million. | |||||||||||
(e) | Includes aggregate principal balance as of December 31, 2012 of $357 million and $5 million of unamortized gains from the settlement of a derivative. | |||||||||||
(f) | Aggregate principal balance as of December 31, 2012 was $250 million. | |||||||||||
2013 Debt Issuances | ||||||||||||
2.50% Senior Unsecured Notes. During February 2013, the Company issued senior unsecured notes, with face value of $450 million and bearing interest at a rate of 2.50%, for net proceeds of $447 million. Interest began accruing on February 22, 2013 and is payable semi-annually in arrears on March 1 and September 1 of each year, commencing on September 1, 2013. The notes will mature on March 1, 2018 and are redeemable at the Company’s option at any time, in whole or in part, at the stated redemption prices plus accrued interest through the redemption date. These notes rank equally in right of payment with all of the Company’s other senior unsecured indebtedness. | ||||||||||||
3.90% Senior Unsecured Notes. During February 2013, the Company issued senior unsecured notes, with face value of $400 million and bearing interest at a rate of 3.90%, for net proceeds of $397 million. Interest began accruing on February 22, 2013 and is payable semi-annually in arrears on March 1 and September 1 of each year, commencing on September 1, 2013. The notes will mature on March 1, 2023 and are redeemable at the Company’s option at any time, in whole or in part, at the stated redemption prices plus accrued interest through the redemption date. These notes rank equally in right of payment with all of the Company’s other senior unsecured indebtedness. | ||||||||||||
Sierra Timeshare 2013-1 Receivables Funding, LLC. During March 2013, the Company closed a series of term notes payable, Sierra Timeshare 2013-1 Receivables Funding LLC, in the initial principal amount of $300 million at an advance rate of 91%. These borrowings bear interest at a weighted average coupon rate of 1.77% and are secured by vacation ownership contract receivables. As of September 30, 2013, the Company had $213 million of outstanding borrowings under these term notes. | ||||||||||||
Sierra Timeshare 2013-2 Receivables Funding, LLC. During July 2013, the Company closed a series of term notes payable, Sierra Timeshare 2013-2 Receivables Funding LLC, in the initial principal amount of $325 million at an advance rate of 98%. These borrowings bear interest at a weighted average coupon rate of 2.68% and are secured by vacation ownership contract receivables. As of September 30, 2013, the Company had $294 million of outstanding borrowings under these term notes. | ||||||||||||
Revolving Credit Facility. On May 22, 2013, the Company replaced its $1.0 billion revolving credit facility with a $1.5 billion revolving credit facility that expires on July 15, 2018. This facility is subject to a facility fee of 20 basis points based on total capacity and bears interest at LIBOR plus 130 basis points on outstanding borrowings. The facility fee and interest rate are dependent upon the Company's credit ratings. The available capacity of the facility also supports the Company's commercial paper program. | ||||||||||||
Commercial Paper. On May 22, 2013, the Company increased its existing commercial paper program by $250 million to a maximum of $750 million. The maturities of the commercial paper notes will vary, but may not exceed 366 days from the date of issue. The commercial paper notes are sold at a discount from par or will bear interest at a negotiated rate. While outstanding commercial paper borrowings generally have short-term maturities, the Company classifies the outstanding borrowings as long-term debt based on its intent and ability to refinance the outstanding borrowings on a long-term basis with its revolving credit facility. As of December 31, 2012, the Company classified its outstanding commercial paper borrowings within current portion of long-term debt due to its inability to refinance, if necessary, the outstanding borrowings on a long-term basis due to restrictions contained in the prior revolving credit facility. | ||||||||||||
Sierra Timeshare Conduit Receivables Funding II, LLC. On August 29, 2013, the Company renewed its securitized timeshare receivables conduit facility for a two-year period through August 2015. The facility bears interest at variable rates based on commercial paper rates and LIBOR rates plus a spread and the capacity remained at $650 million. | ||||||||||||
Capital Lease. During the first quarter of 2013, the Company extended the lease on its Corporate headquarters. As a result of this extension, the Company classified the lease as a capital lease and recorded a capital lease obligation of $85 million with a corresponding capital lease asset which was recorded net of deferred rent. Such transaction was non-cash and as such, is excluded from both the investing and financing activities within the Company's Consolidated Statement of Cash Flows. | ||||||||||||
Other. During January 2013, the Company entered into an agreement with a third party partner whereby the partner acquired a hotel through an SPE. The SPE financed the hotel acquisition with a $115 million four-year mortgage note, provided by related parties of such partner. The note accrues interest at 4.5% and the principal and interest are payable semi-annually, commencing on July 24, 2013. In addition, $9 million of mandatorily redeemable equity of the SPE is classified as long-term debt (see Note 8 - Variable Interest Entities for more detailed information). | ||||||||||||
Fair Value Hedges. During the third quarter of 2013, the Company entered into fixed to variable interest rate swap agreements with notional amounts of $400 million of its 3.90% senior unsecured notes and $100 million of its 4.25% senior unsecured notes. As a result of such interest rate swap agreements, the fixed interest rates on these notes were effectively modified to a variable LIBOR-based index. As of September 30, 2013, the variable interest rates were 2.36% and 2.27% for the 3.90% and 4.25% senior unsecured notes, respectively. | ||||||||||||
3.50% Convertible Notes | ||||||||||||
During the second quarter of 2012, the Company repaid its convertible notes with a carrying value of $45 million ($12 million for the convertible notes and $33 million for a related bifurcated conversion feature). Concurrent with the repayment, the Company settled call options for proceeds of $33 million. As a result of these transactions, the Company made a net payment of $12 million. | ||||||||||||
Concurrent with the issuance of its convertible notes, the Company entered into warrant transactions (“Warrants”) with certain counterparties. The Warrants were separate contracts entered into by the Company and were not part of its convertible notes. During the third quarter of 2012, the Company net share settled all of the outstanding warrants by issuing 613,000 shares of its common stock. As of September 30, 2012, there were no warrants outstanding. | ||||||||||||
Early Extinguishment of Debt | ||||||||||||
During the first quarter of 2013, the Company repurchased a portion of its 5.75% and 7.375% senior unsecured notes totaling $446 million through tender offers, repurchased $42 million of its 6.00% senior unsecured notes on the open market and executed a redemption option for the remaining $43 million outstanding on its 9.875% senior unsecured notes. As a result, the Company repurchased a total of $531 million of its outstanding senior unsecured notes and incurred expenses of $111 million during the nine months ended September 30, 2013, which is included within early extinguishment of debt on the Consolidated Statement of Income. | ||||||||||||
During the first quarter of 2012, the Company repurchased a portion of its 9.875% and 6.00% senior unsecured notes through tender offers totaling $650 million. In connection with these tender offers, the Company incurred expenses of $2 million and $108 million during the three and nine months ended September 30, 2012, which is included within early extinguishment of debt on the Consolidated Statement of Income. | ||||||||||||
Maturities and Capacity | ||||||||||||
The Company’s outstanding debt as of September 30, 2013 matures as follows: | ||||||||||||
Securitized Vacation Ownership Debt | Long-Term Debt | Total | ||||||||||
Within 1 year | $ | 186 | $ | 55 | $ | 241 | ||||||
Between 1 and 2 years | 205 | 45 | 250 | |||||||||
Between 2 and 3 years | 419 | 44 | 463 | |||||||||
Between 3 and 4 years | 191 | 648 | 839 | |||||||||
Between 4 and 5 years | 183 | 714 | 897 | |||||||||
Thereafter | 704 | 1,437 | 2,141 | |||||||||
$ | 1,888 | $ | 2,943 | $ | 4,831 | |||||||
Debt maturities of the securitized vacation ownership debt are based on the contractual payment terms of the underlying vacation ownership contract receivables. As such, actual maturities may differ as a result of prepayments by the obligors of such vacation ownership contract receivables. | ||||||||||||
As of September 30, 2013, available capacity under the Company’s borrowing arrangements was as follows: | ||||||||||||
Securitized Bank Conduit Facility(a) | Revolving | |||||||||||
Credit Facility | ||||||||||||
Total Capacity | $ | 650 | $ | 1,500 | ||||||||
Less: Outstanding Borrowings | 273 | 74 | ||||||||||
Letters of credit | — | 9 | ||||||||||
Commercial paper borrowings | — | 164 | (b) | |||||||||
Available Capacity | $ | 377 | $ | 1,253 | ||||||||
(a) | The capacity of this facility is subject to the Company’s ability to provide additional assets to collateralize additional securitized borrowings. | |||||||||||
(b) | The Company considers outstanding borrowings under its commercial paper program to be a reduction of the available capacity of its revolving credit facility. | |||||||||||
Interest Expense | ||||||||||||
The Company incurred non-securitized interest expense of $31 million and $97 million during the three and nine months ended September 30, 2013, respectively. Such amounts consisted of $32 million and $100 million of interest primarily on long-term debt (which includes a $1 million gain related to ineffectiveness in the fair value hedges), partially offset by $1 million and $3 million of capitalized interest during the three and nine months ended September 30, 2013, respectively, and are recorded within interest expense on the Consolidated Statements of Income. Cash paid related to interest on the Company's non-securitized debt was $112 million during the nine months ended September 30, 2013. | ||||||||||||
The Company incurred non-securitized interest expense of $32 million and $98 million during the three and nine months ended September 30, 2012, respectively. Such amounts consisted of $33 million and $102 million of interest primarily on long-term debt, partially offset by $1 million and $4 million of capitalized interest during the three and nine months ended September 30, 2012, respectively, and are recorded within interest expense on the Consolidated Statements of Income. Cash paid related to interest on the Company's non-securitized debt was $104 million during the nine months ended September 30, 2012. | ||||||||||||
Interest expense incurred in connection with the Company's securitized vacation ownership debt during the three and nine months ended September 30, 2013 was $19 million and $60 million, respectively, and $23 million and $69 million during the three and nine months ended September 30, 2012, respectively, and is recorded within consumer financing interest on the Consolidated Statements of Income. Cash paid related to such interest was $47 million and $56 million during the nine months ended September 30, 2013 and 2012, respectively. |
Variable_Interest_Entities
Variable Interest Entities | 9 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
Transfers and Servicing [Abstract] | ||||||||
Variable Interest Entities | ||||||||
Variable Interest Entities | ||||||||
In accordance with the applicable accounting guidance for the consolidation of VIEs, the Company analyzes its variable interests, including loans, guarantees, SPEs and equity investments to determine if an entity in which the Company has a variable interest is a VIE. If the entity is considered to be a VIE, the Company determines whether it would be considered the entity’s primary beneficiary. The Company consolidates into its financial statements those VIEs for which it has determined that it is the primary beneficiary. | ||||||||
Vacation Ownership Contract Receivables Securitizations | ||||||||
The Company pools qualifying vacation ownership contract receivables and sells them to bankruptcy-remote entities. Vacation ownership contract receivables qualify for securitization based primarily on the credit strength of the VOI purchaser to whom financing has been extended. Vacation ownership contract receivables are securitized through bankruptcy-remote SPEs that are consolidated within the Consolidated Financial Statements. As a result, the Company does not recognize gains or losses resulting from these securitizations at the time of sale to the SPEs. Interest income is recognized when earned over the contractual life of the vacation ownership contract receivables. The Company services the securitized vacation ownership contract receivables pursuant to servicing agreements negotiated on an arms-length basis based on market conditions. The activities of these SPEs are limited to (i) purchasing vacation ownership contract receivables from the Company’s vacation ownership subsidiaries; (ii) issuing debt securities and/or borrowing under a conduit facility to fund such purchases; and (iii) entering into derivatives to hedge interest rate exposure. The bankruptcy-remote SPEs are legally separate from the Company. The receivables held by the bankruptcy-remote SPEs are not available to creditors of the Company and legally are not assets of the Company. Additionally, the creditors of these SPEs have no recourse to the Company for principal and interest. | ||||||||
The assets and liabilities of these vacation ownership SPEs are as follows: | ||||||||
September 30, | December 31, | |||||||
2013 | 2012 | |||||||
Securitized contract receivables, gross (a) | $ | 2,187 | $ | 2,401 | ||||
Securitized restricted cash (b) | 101 | 121 | ||||||
Interest receivables on securitized contract receivables (c) | 16 | 19 | ||||||
Other assets (d) | 2 | 2 | ||||||
Total SPE assets (e) | 2,306 | 2,543 | ||||||
Securitized term notes (f) | 1,615 | 1,770 | ||||||
Securitized conduit facilities (f) | 273 | 190 | ||||||
Other liabilities (g) | 2 | 5 | ||||||
Total SPE liabilities | 1,890 | 1,965 | ||||||
SPE assets in excess of SPE liabilities | $ | 416 | $ | 578 | ||||
(a) | Included in current ($223 million and $252 million as of September 30, 2013 and December 31, 2012, respectively) and non-current ($1,964 million and $2,149 million as of September 30, 2013 and December 31, 2012, respectively) vacation ownership contract receivables on the Consolidated Balance Sheets. | |||||||
(b) | Included in other current assets ($66 million and $65 million as of September 30, 2013 and December 31, 2012, respectively) and other non-current assets ($35 million and $56 million as of September 30, 2013 and December 31, 2012, respectively) on the Consolidated Balance Sheets. | |||||||
(c) | Included in trade receivables, net on the Consolidated Balance Sheets. | |||||||
(d) | Includes interest rate derivative contracts and related assets; included in other non-current assets on the Consolidated Balance Sheets. | |||||||
(e) | Excludes deferred financing costs of $28 million as of both September 30, 2013 and December 31, 2012 related to securitized debt. | |||||||
(f) | Included in current ($186 million and $218 million as of September 30, 2013 and December 31, 2012, respectively) and long-term ($1,702 million and $1,742 million as of September 30, 2013 and December 31, 2012, respectively) securitized vacation ownership debt on the Consolidated Balance Sheets. | |||||||
(g) | Primarily includes interest rate derivative contracts and accrued interest on securitized debt; included in accrued expenses and other current liabilities ($2 million as of both September 30, 2013 and December 31, 2012) and other non-current liabilities ($3 million as of December 31, 2012) on the Consolidated Balance Sheets. | |||||||
In addition, the Company has vacation ownership contract receivables that have not been securitized through bankruptcy-remote SPEs. Such gross receivables were $1,129 million and $985 million as of September 30, 2013 and December 31, 2012, respectively. A summary of total vacation ownership receivables and other securitized assets, net of securitized liabilities and the allowance for loan losses, is as follows: | ||||||||
September 30, | December 31, | |||||||
2013 | 2012 | |||||||
SPE assets in excess of SPE liabilities | $ | 416 | $ | 578 | ||||
Non-securitized contract receivables | 1,129 | 985 | ||||||
Less: Allowance for loan losses | 561 | 497 | ||||||
Total, net | $ | 984 | $ | 1,066 | ||||
In addition to restricted cash related to securitizations, the Company had $61 million and $56 million of restricted cash related to escrow deposits as of September 30, 2013 and December 31, 2012, respectively, which are recorded within other current assets on the Consolidated Balance Sheets. | ||||||||
Vacation Ownership NYC Property | ||||||||
During January 2013, the Company entered into an agreement with a third party partner whereby the partner acquired the Alex hotel in New York City through an SPE. The Company is managing and operating the hotel while the Company converts it into VOI inventory. The SPE financed the hotel acquisition and planned renovations with a $115 million four-year mortgage note and $9 million of mandatorily redeemable equity provided by related parties of such partner. The Company has committed to purchase such VOI inventory from the SPE over a four year period in the amount of $146 million, of which $124 million will be used to repay the four-year mortgage note and the mandatorily redeemable equity of the SPE. The Company is considered to be the primary beneficiary of the SPE and therefore the Company consolidated the SPE within its financial statements. | ||||||||
The assets and liabilities of the SPE are as follows: | ||||||||
September 30, | ||||||||
2013 | ||||||||
Cash | $ | 4 | ||||||
Property and equipment, net | 112 | |||||||
Total SPE assets | 116 | |||||||
Accrued expenses and other current liabilities | 1 | |||||||
Long-term debt (*) | 107 | |||||||
Total SPE liabilities | 108 | |||||||
SPE assets in excess of SPE liabilities | $ | 8 | ||||||
(*) | Includes $99 million and $8 million of a four-year mortgage note and mandatorily redeemable equity, respectively, of which $30 million is included in current portion of long-term debt on the Consolidated Balance Sheet. |
Fair_Value
Fair Value | 9 Months Ended | |||||||||||||||||||||||
Sep. 30, 2013 | ||||||||||||||||||||||||
Fair Value Disclosures [Abstract] | ||||||||||||||||||||||||
Fair Value | ||||||||||||||||||||||||
Fair Value | ||||||||||||||||||||||||
The following table presents information about the Company’s financial assets and liabilities that are measured at fair value on a recurring basis and indicates the fair value hierarchy of the valuation techniques utilized by the Company to determine such fair values. Financial assets and liabilities carried at fair value are classified and disclosed in one of the following three categories: | ||||||||||||||||||||||||
Level 1: Quoted prices for identical instruments in active markets. | ||||||||||||||||||||||||
Level 2: Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations whose inputs are observable or whose significant value driver is observable. | ||||||||||||||||||||||||
Level 3: Unobservable inputs used when little or no market data is available. | ||||||||||||||||||||||||
In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, the level in the fair value hierarchy within which the fair value measurement falls has been determined based on the lowest level input (closest to Level 3) that is significant to the fair value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the asset or liability. | ||||||||||||||||||||||||
The following table summarizes information regarding assets and liabilities that are measured at fair value on a recurring basis: | ||||||||||||||||||||||||
As of | As of | |||||||||||||||||||||||
September 30, 2013 | December 31, 2012 | |||||||||||||||||||||||
Fair Value | Level 2 | Level 3 | Fair Value | Level 2 | Level 3 | |||||||||||||||||||
Assets | ||||||||||||||||||||||||
Derivatives: (a) | ||||||||||||||||||||||||
Interest rate contracts | $ | 3 | $ | 3 | $ | — | $ | 2 | $ | 2 | $ | — | ||||||||||||
Foreign exchange contracts | 4 | 4 | — | 1 | 1 | — | ||||||||||||||||||
Securities available-for-sale (b) | 6 | — | 6 | 6 | — | 6 | ||||||||||||||||||
Total assets | $ | 13 | $ | 7 | $ | 6 | $ | 9 | $ | 3 | $ | 6 | ||||||||||||
Liabilities | ||||||||||||||||||||||||
Derivatives: (c) | ||||||||||||||||||||||||
Interest rate contracts | $ | 2 | $ | 2 | $ | — | $ | 3 | $ | 3 | $ | — | ||||||||||||
Foreign exchange contracts | 1 | 1 | — | 1 | 1 | — | ||||||||||||||||||
Total liabilities | $ | 3 | $ | 3 | $ | — | $ | 4 | $ | 4 | $ | — | ||||||||||||
(a) | Included in other current assets ($5 million and $1 million as of September 30, 2013 and December 31, 2012, respectively) and other non-current assets ($2 million as of both September 30, 2013 and December 31, 2012) on the Consolidated Balance Sheets; carrying value is equal to estimated fair value. | |||||||||||||||||||||||
(b) | Included in other non-current assets on the Consolidated Balance Sheets; carrying value is equal to estimated fair value. | |||||||||||||||||||||||
(c) | Included in accrued expenses and other current liabilities ($1 million as of both September 30, 2013 and December 31, 2012) and other non-current liabilities ($2 million and $3 million as of September 30, 2013 and December 31, 2012, respectively) on the Consolidated Balance Sheets; carrying value is equal to estimated fair value. | |||||||||||||||||||||||
The Company’s derivative instruments primarily consist of pay-fixed/receive-variable interest rate swaps, pay-variable/receive-fixed interest rate swaps, interest rate caps, foreign exchange forward contracts and foreign exchange average rate forward contracts. For assets and liabilities that are measured using quoted prices in active markets, the fair value is the published market price per unit multiplied by the number of units held without consideration of transaction costs. Assets and liabilities that are measured using other significant observable inputs are valued by reference to similar assets and liabilities. For these items, a significant portion of fair value is derived by reference to quoted prices of similar assets and liabilities in active markets. For assets and liabilities that are measured using significant unobservable inputs, fair value is primarily derived using a fair value model, such as a discounted cash flow model. | ||||||||||||||||||||||||
The fair value of financial instruments is generally determined by reference to market values resulting from trading on a national securities exchange or in an over-the-counter market. In cases where quoted market prices are not available, fair value is based on estimates using present value or other valuation techniques, as appropriate. The carrying amounts of cash and cash equivalents, restricted cash, trade receivables, accounts payable and accrued expenses and other current liabilities approximate fair value due to the short-term maturities of these assets and liabilities. The carrying amounts and estimated fair values of all other financial instruments are as follows: | ||||||||||||||||||||||||
September 30, 2013 | December 31, 2012 | |||||||||||||||||||||||
Carrying | Estimated Fair Value | Carrying | Estimated Fair Value | |||||||||||||||||||||
Amount | Amount | |||||||||||||||||||||||
Assets | ||||||||||||||||||||||||
Vacation ownership contract receivables, net | $ | 2,755 | $ | 3,326 | $ | 2,889 | $ | 3,391 | ||||||||||||||||
Debt | ||||||||||||||||||||||||
Total debt | 4,831 | 4,898 | 4,562 | 4,811 | ||||||||||||||||||||
The Company estimates the fair value of its vacation ownership contract receivables using a discounted cash flow model which it believes is comparable to the model that an independent third party would use in the current market. The model uses Level 3 inputs consisting of default rates, prepayment rates, coupon rates and loan terms for the contract receivables portfolio as key drivers of risk and relative value that, when applied in combination with pricing parameters, determines the fair value of the underlying contract receivables. | ||||||||||||||||||||||||
The Company estimates the fair value of its securitized vacation ownership debt by obtaining Level 2 inputs comprised of indicative bids from investment banks that actively issue and facilitate the secondary market for timeshare securities. The Company estimates the fair value of its other long-term debt, excluding capital leases, using Level 2 inputs based on indicative bids from investment banks and determines the fair value of its senior notes using quoted market prices (such senior notes are not actively traded). |
Derivative_Instruments_And_Hed
Derivative Instruments And Hedging Activities | 9 Months Ended | |
Sep. 30, 2013 | ||
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||
Derivative Instruments And Hedging Activities | ||
Derivative Instruments and Hedging Activities | ||
Foreign Currency Risk | ||
The Company uses freestanding foreign currency forward contracts and foreign currency forward contracts designated as cash flow hedges to manage its exposure to changes in foreign currency exchange rates associated with its foreign currency denominated receivables, forecasted earnings of foreign subsidiaries and forecasted foreign currency denominated vendor payments. The amount of gains or losses the Company expects to reclassify from AOCI to earnings over the next 12 months is not material. The impact of the freestanding foreign currency forward contracts resulted in a gain of $8 million and $6 million during the three and nine months ended September 30, 2013, respectively, and such gains were included in operating expenses on the Company’s Consolidated Statements of Income. The impact of the freestanding foreign currency forward contracts was not material to the Company’s Consolidated Statements of Income during the three and nine months ended September 30, 2012. | ||
Interest Rate Risk | ||
A portion of the debt used to finance the Company’s operations is exposed to interest rate fluctuations. The Company uses various hedging strategies and derivative financial instruments to create a desired mix of fixed and floating rate assets and liabilities. Derivative instruments currently used in these hedging strategies include swaps and interest rate caps. The derivatives used to manage the risk associated with the Company’s floating rate debt include freestanding derivatives and derivatives designated as cash flow hedges. The Company also uses swaps to convert specific fixed-rate debt into variable-rate debt (i.e., fair value hedges) to manage the overall interest cost. For relationships designated as fair value hedges, changes in the fair value of the derivatives are recorded in income with offsetting adjustments to the carrying amount of the hedged debt. The amount of losses that the Company expects to reclassify from AOCI to earnings during the next 12 months is not material. The impact of the freestanding derivatives was not material to the Company’s Consolidated Statements of Income during the three and nine months ended September 30, 2013 and 2012. | ||
Gains or losses recognized in AOCI for both the three and nine months ended September 30, 2013 and 2012 were not material. |
Income_Taxes
Income Taxes | 9 Months Ended | |
Sep. 30, 2013 | ||
Current Income Tax Expense (Benefit), Continuing Operations [Abstract] | ||
Income Taxes | ||
Income Taxes | ||
The Company files income tax returns in the U.S. federal jurisdiction and various states and foreign jurisdictions. The Company is no longer subject to U.S. federal income tax examinations for years prior to 2008. In addition, with few exceptions, the Company is no longer subject to state and local, or non-U.S. income tax examinations for years prior to 2004. | ||
The Company’s effective tax rate declined from 37.9% during the three months ended September 30, 2012 to 36.8% during the three months ended September 30, 2013 primarily due to the release of a reserve resulting from the expiration of certain statutes of limitation. | ||
The Company’s effective tax rate declined from 37.0% during the nine months ended September 30, 2012 to 36.7% during the nine months ended September 30, 2013. | ||
The Company made cash income tax payments, net of refunds, of $134 million and $105 million during the nine months ended September 30, 2013 and 2012, respectively. |
Commitments_And_Contingencies
Commitments And Contingencies | 9 Months Ended | |
Sep. 30, 2013 | ||
Commitments and Contingencies Disclosure [Abstract] | ||
Commitments And Contingencies | ||
Commitments and Contingencies | ||
The Company is involved in claims, legal and regulatory proceedings and governmental inquiries related to the Company’s business. | ||
Wyndham Worldwide Corporation Litigation | ||
The Company is involved in claims, legal and regulatory proceedings and governmental inquiries arising in the ordinary course of its business including but not limited to: for its lodging business-breach of contract, fraud and bad faith claims between franchisors and franchisees in connection with franchise agreements and with owners in connection with management contracts, negligence, breach of contract, fraud, employment, consumer protection and other statutory claims asserted in connection with alleged acts or occurrences at owned, franchised or managed properties or in relation to guest reservations and bookings; for its vacation exchange and rentals business-breach of contract, fraud and bad faith claims by affiliates and customers in connection with their respective agreements, negligence, breach of contract, fraud, consumer protection and other statutory claims asserted by members and guests for alleged injuries sustained at affiliated resorts and vacation rental properties and consumer protection and other statutory claims asserted by consumers; for its vacation ownership business-breach of contract, bad faith, conflict of interest, fraud, consumer protection and other statutory claims by property owners' associations, owners and prospective owners in connection with the sale or use of VOIs or land, or the management of vacation ownership resorts, construction defect claims relating to vacation ownership units or resorts, and negligence, breach of contract, fraud, consumer protection and other statutory claims by guests for alleged injuries sustained at vacation ownership units or resorts; and for each of its businesses, bankruptcy proceedings involving efforts to collect receivables from a debtor in bankruptcy, employment matters which may include claims of retaliation, discrimination, harassment and wage and hour claims, claims of infringement upon third parties' intellectual property rights, claims relating to information security, privacy and consumer protection, tax claims and environmental claims. | ||
On June 26, 2012, the U.S. Federal Trade Commission ("FTC") filed a lawsuit in Federal District Court for the District of Arizona against the Company and its subsidiaries, Wyndham Hotel Group, LLC, Wyndham Hotels & Resorts Inc. and Wyndham Hotel Management Inc., alleging unfairness and deception-based violations of Section 5 of the FTC Act in connection with three prior data breach incidents involving a group of Wyndham brand hotels. The Company disputes the allegations in the lawsuit and is defending this lawsuit vigorously. The Company does not believe that the data breach incidents were material, nor does it expect that the outcome of the FTC litigation will have a material effect on the Company's results of operations, financial position or cash flows. On March 26, 2013, the Company's motion to transfer venue of the lawsuit from Arizona to the Federal District Court for the District of New Jersey was granted. The Company has filed motions to dismiss the FTC's lawsuit, which are pending before the court. The Company is unable at this time to estimate any loss or range of reasonably possible loss. | ||
The Company records an accrual for legal contingencies when it determines, after consultation with outside counsel, that it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. In making such determinations, the Company evaluates, among other things, the degree of probability of an unfavorable outcome and, when it is probable that a liability has been incurred, the Company's ability to make a reasonable estimate of loss. The Company reviews these accruals each reporting period and makes revisions based on changes in facts and circumstances including changes to its strategy in dealing with these matters. | ||
The Company believes that it has adequately accrued for such matters with reserves of $32 million and $42 million as of September 30, 2013 and December 31, 2012, respectively. Such reserve is exclusive of matters relating to the Company’s separation. For matters not requiring accrual, the Company believes that such matters will not have a material effect on its results of operations, financial position or cash flows based on information currently available. However, litigation is inherently unpredictable and, although the Company believes that its accruals are adequate and/or that it has valid defenses in these matters, unfavorable results could occur. As such, an adverse outcome from such proceedings for which claims are awarded in excess of the amounts accrued, if any, could be material to the Company with respect to earnings and/or cash flows in any given reporting period. As of September 30, 2013, the potential exposure resulting from adverse outcomes of such legal proceedings could, in the aggregate, range up to approximately $13 million in excess of recorded accruals. However, the Company does not believe that the impact of such litigation should result in a material liability to the Company in relation to its consolidated financial position or liquidity. | ||
Other Guarantees/Indemnifications | ||
Lodging | ||
From time to time, the Company may enter into a hotel management agreement that provides the hotel owner with a guarantee of a certain level of profitability based upon various metrics. Under such an agreement, the Company would be required to compensate such hotel owner for any profitability shortfall over the life of the management agreement up to a specified aggregate amount. For certain agreements, the Company may be able to recapture all or a portion of the shortfall payments in the event that future operating results exceed targets. The terms of such guarantees generally range from 7 to 10 years and certain agreements may provide for early termination provisions under certain circumstances. As of September 30, 2013, the maximum potential amount of future payments that may be made under these guarantees was $136 million with a combined annual cap of $39 million. | ||
In connection with such performance guarantees, as of September 30, 2013, the Company maintained a liability of $39 million, of which $36 million was included in other non-current liabilities and $3 million was included in accrued expenses and other current liabilities on its Consolidated Balance Sheet. As of September 30, 2013, the Company also had a corresponding $44 million asset related to these guarantees, of which $40 million was included in other non-current assets and $4 million was included in other current assets on its Consolidated Balance Sheet. Such assets are being amortized on a straight-line basis over the life of the agreements. The amortization expense for the performance guarantees noted above was $1 million and $2 million for the three and nine months ended September 30, 2013, respectively. | ||
Under such performance guarantees, the Company also had receivables of $18 million and $5 million as of September 30, 2013 and December 31, 2012, respectively, resulting from payments made to date which are subject to recapture and which the Company believes will be recoverable from future operating performance. Such receivables were included in other non-current assets on the Company's Consolidated Balance Sheets. | ||
Vacation Ownership | ||
The Company guarantees its vacation ownership subsidiary's obligation to repurchase completed property in Las Vegas, Nevada from a third party developer subject to the property meeting the Company's vacation ownership resort standards and provided that the third party developer has not sold the property to another party. The maximum potential future payments that the Company could be required to make under this commitment was $309 million as of September 30, 2013. | ||
Cendant Litigation | ||
Under the Separation agreement, the Company agreed to be responsible for 37.5% of certain of Cendant’s contingent and other corporate liabilities and associated costs, including certain contingent litigation. Since the Separation, Cendant settled the majority of the lawsuits pending on the date of the Separation. |
Accumulated_Other_Comprehensiv
Accumulated Other Comprehensive Income | 9 Months Ended | |||||||||||||||
Sep. 30, 2013 | ||||||||||||||||
Accumulated Other Comprehensive Income [Abstract] | ||||||||||||||||
Accumulated Other Comprehensive Income | ||||||||||||||||
Accumulated Other Comprehensive Income | ||||||||||||||||
The components of AOCI are as follows: | ||||||||||||||||
Foreign | Unrealized | Defined | ||||||||||||||
Currency | Gains/(Losses) | Benefit | ||||||||||||||
Translation | on Cash Flow | Pension | ||||||||||||||
Pretax | Adjustments | Hedges | Plans | AOCI | ||||||||||||
Balance, December 31, 2012 | $ | 137 | $ | (9 | ) | $ | (8 | ) | $ | 120 | ||||||
Period change | (28 | ) | 2 | — | (26 | ) | ||||||||||
Balance, September 30, 2013 | $ | 109 | $ | (7 | ) | $ | (8 | ) | $ | 94 | ||||||
Foreign | Unrealized | Defined | ||||||||||||||
Currency | Gains/(Losses) | Benefit | ||||||||||||||
Translation | on Cash Flow | Pension | ||||||||||||||
Tax | Adjustments | Hedges | Plans | AOCI | ||||||||||||
Balance, December 31, 2012 | $ | 25 | $ | 4 | $ | 2 | $ | 31 | ||||||||
Period change | — | (1 | ) | — | (1 | ) | ||||||||||
Balance, September 30, 2013 | $ | 25 | $ | 3 | $ | 2 | $ | 30 | ||||||||
Foreign | Unrealized | Defined | ||||||||||||||
Currency | Gains/(Losses) | Benefit | ||||||||||||||
Translation | on Cash Flow | Pension | ||||||||||||||
Net of Tax | Adjustments | Hedges | Plans | AOCI | ||||||||||||
Balance, December 31, 2012 | $ | 162 | $ | (5 | ) | $ | (6 | ) | $ | 151 | ||||||
Period change | (28 | ) | 1 | — | (27 | ) | ||||||||||
Balance, September 30, 2013 | $ | 134 | $ | (4 | ) | $ | (6 | ) | $ | 124 | ||||||
Currency translation adjustments exclude income taxes related to investments in foreign subsidiaries where the Company intends to reinvest the undistributed earnings indefinitely in those foreign operations. |
StockBased_Compensation
Stock-Based Compensation | 9 Months Ended | |||||||||||||
Sep. 30, 2013 | ||||||||||||||
Share-based Compensation [Abstract] | ||||||||||||||
Stock-Based Compensation | ||||||||||||||
Stock-Based Compensation | ||||||||||||||
The Company has a stock-based compensation plan available to grant RSUs, SSARs, PSUs and other stock or cash-based awards to key employees, non-employee directors, advisors and consultants. Under the Wyndham Worldwide Corporation 2006 Equity and Incentive Plan, as amended, a maximum of 36.7 million shares of common stock may be awarded. As of September 30, 2013, 16.6 million shares remained available. | ||||||||||||||
Incentive Equity Awards Granted by the Company | ||||||||||||||
The activity related to incentive equity awards granted by the Company for the nine months ended September 30, 2013 consisted of the following: | ||||||||||||||
RSUs | SSARs | |||||||||||||
Number of RSUs | Weighted Average Grant Price | Number of SSARs | Weighted Average Exercise Price | |||||||||||
Balance as of December 31, 2012 | 3.1 | $ | 32.41 | 1.1 | $ | 17.13 | ||||||||
Granted | 0.9 | (b) | 60.24 | 0.1 | (b) | 60.24 | ||||||||
Vested/exercised | (1.1 | ) | 28.31 | — | — | |||||||||
Cancelled | (0.2 | ) | 41.39 | — | — | |||||||||
Balance as of September 30, 2013 (a) | 2.7 | (c) | 42.97 | 1.2 | (d) | 20.24 | ||||||||
(a) | Aggregate unrecognized compensation expense related to RSUs and SSARs was $93 million as of September 30, 2013, which is expected to be recognized over a weighted average period of 2.7 years. | |||||||||||||
(b) | Primarily represents awards granted by the Company on February 28, 2013. | |||||||||||||
(c) | Approximately 2.6 million RSUs outstanding as of September 30, 2013 are expected to vest over time. | |||||||||||||
(d) | Approximately 1 million SSARs are exercisable as of September 30, 2013. The Company assumes that all unvested SSARs are expected to vest over time. SSARs outstanding as of September 30, 2013 had an intrinsic value of $50 million and have a weighted average remaining contractual life of 1.9 years. | |||||||||||||
On February 28, 2013, the Company approved grants of incentive equity awards totaling $54 million to key employees and senior officers of Wyndham in the form of RSUs and SSARs. These awards will vest ratably over a period of 4 years. In addition, on February 28, 2013, the Company approved a grant of incentive equity awards totaling $14 million to key employees and senior officers of Wyndham in the form of PSUs. These awards cliff vest on the third anniversary of the grant date, contingent upon the Company achieving certain performance metrics. As of September 30, 2013, there were 828,000 PSUs outstanding with an aggregate unrecognized compensation expense of $20 million. | ||||||||||||||
The fair value of SSARs granted by the Company on February 28, 2013 was estimated on the date of the grant using the Black-Scholes option-pricing model with the relevant weighted average assumptions outlined in the table below. Expected volatility is based on both historical and implied volatilities of the Company’s stock over the estimated expected life of the SSARs. The expected life represents the period of time the SSARs are expected to be outstanding and is based on historical experience given consideration to the contractual terms and vesting periods of the SSARs. The risk free interest rate is based on yields on U.S. Treasury strips with a maturity similar to the estimated expected life of the SSARs. The projected dividend yield was based on the Company’s anticipated annual dividend divided by the price of the Company’s stock on the date of the grant. | ||||||||||||||
SSARs Issued on | ||||||||||||||
28-Feb-13 | ||||||||||||||
Grant date fair value | $ | 19.93 | ||||||||||||
Grant date strike price | $ | 60.24 | ||||||||||||
Expected volatility | 44.56 | % | ||||||||||||
Expected life | 5 years | |||||||||||||
Risk free interest rate | 0.8 | % | ||||||||||||
Projected dividend yield | 1.93 | % | ||||||||||||
Stock-Based Compensation Expense | ||||||||||||||
The Company recorded stock-based compensation expense of $13 million and $38 million during the three and nine months ended September 30, 2013, respectively, and $10 million and $31 million during the three and nine months ended September 30, 2012, respectively, related to the incentive equity awards granted by the Company. The Company recognized a net tax benefit of $5 million and $15 million during the three and nine months ended September 30, 2013, respectively, and $4 million and $12 million during the three and nine months ended September 30, 2012, respectively, for stock-based compensation arrangements on the Consolidated Statements of Income. During the nine months ended September 30, 2013, the Company increased its pool of excess tax benefits available to absorb tax deficiencies (“APIC Pool”) by $13 million due to the vesting of RSUs. As of September 30, 2013, the Company’s APIC Pool balance was $75 million. | ||||||||||||||
The Company paid $26 million and $44 million of taxes for the net share settlement of incentive equity awards during the nine months ended September 30, 2013 and 2012, respectively. Such amounts are included within financing activities on the Consolidated Statements of Cash Flows. |
Segment_Information
Segment Information | 9 Months Ended | |||||||||||||||
Sep. 30, 2013 | ||||||||||||||||
Segment Reporting [Abstract] | ||||||||||||||||
Segment Information | ||||||||||||||||
. | Segment Information | |||||||||||||||
The reportable segments presented below represent the Company’s operating segments for which separate financial information is available and which is utilized on a regular basis by its chief operating decision maker to assess performance and to allocate resources. In identifying its reportable segments, the Company also considers the nature of services provided by its operating segments. Management evaluates the operating results of each of its reportable segments based upon net revenues and “EBITDA”, which is defined as net income before depreciation and amortization, interest expense (excluding consumer financing interest), early extinguishment of debt, interest income (excluding consumer financing interest) and income taxes, each of which is presented on the Consolidated Statements of Income. The Company’s presentation of EBITDA may not be comparable to similarly-titled measures used by other companies. | ||||||||||||||||
Three Months Ended September 30, | ||||||||||||||||
2013 | 2012 | |||||||||||||||
Net Revenues | EBITDA | Net Revenues | EBITDA | |||||||||||||
Lodging | $ | 297 | (b)(c) | $ | 95 | $ | 249 | (b) | $ | 86 | ||||||
Vacation Exchange and Rentals | 470 | 141 | 420 | 123 | ||||||||||||
Vacation Ownership | 677 | 176 | 608 | 154 | ||||||||||||
Total Reportable Segments | 1,444 | 412 | 1,277 | 363 | ||||||||||||
Corporate and Other (a) | (17 | ) | (33 | ) | (12 | ) | (30 | ) | ||||||||
Total Company | $ | 1,427 | $ | 379 | $ | 1,265 | $ | 333 | ||||||||
Reconciliation of EBITDA to Net Income Attributable to Wyndham Shareholders | ||||||||||||||||
Three Months Ended September 30, | ||||||||||||||||
2013 | 2012 | |||||||||||||||
EBITDA | $ | 379 | $ | 333 | ||||||||||||
Depreciation and amortization | 54 | 45 | ||||||||||||||
Interest expense | 31 | 32 | ||||||||||||||
Early extinguishment of debt | — | 2 | ||||||||||||||
Interest income | (2 | ) | (2 | ) | ||||||||||||
Income before income taxes | 296 | 256 | ||||||||||||||
Provision for income taxes | 109 | 97 | ||||||||||||||
Net income attributable to Wyndham shareholders | $ | 187 | $ | 159 | ||||||||||||
(a) | Includes the elimination of transactions between segments. | |||||||||||||||
(b) | Includes $11 million and $9 million of inter-segment trademark fees during 2013 and 2012, respectively, which is offset in expenses primarily at the Company's Vacation Ownership segment and are eliminated in Corporate and Other. | |||||||||||||||
(c) | Includes $3 million of hotel management reimbursable revenues which are charged to the Company's Vacation Ownership segment and are eliminated in Corporate and Other. | |||||||||||||||
Nine Months Ended September 30, | ||||||||||||||||
2013 | 2012 | |||||||||||||||
Net Revenues | EBITDA | Net Revenues | EBITDA | |||||||||||||
Lodging | $ | 782 | (b)(c) | $ | 232 | $ | 667 | (b) | $ | 210 | ||||||
Vacation Exchange and Rentals | 1,220 | 320 | 1,129 | 300 | ||||||||||||
Vacation Ownership | 1,856 | 447 | 1,679 | 407 | ||||||||||||
Total Reportable Segments | 3,858 | 999 | 3,475 | 917 | ||||||||||||
Corporate and Other (a) | (44 | ) | (89 | ) | (35 | ) | (76 | ) | ||||||||
Total Company | $ | 3,814 | $ | 910 | $ | 3,440 | $ | 841 | ||||||||
Reconciliation of EBITDA to Net Income Attributable to Wyndham Shareholders | ||||||||||||||||
Nine Months Ended September 30, | ||||||||||||||||
2013 | 2012 | |||||||||||||||
EBITDA | $ | 910 | $ | 841 | ||||||||||||
Depreciation and amortization | 160 | 136 | ||||||||||||||
Interest expense | 97 | 98 | ||||||||||||||
Early extinguishment of debt | 111 | 108 | ||||||||||||||
Interest income | (6 | ) | (7 | ) | ||||||||||||
Income before income taxes | 548 | 506 | ||||||||||||||
Provision for income taxes | 201 | 187 | ||||||||||||||
Net income | 347 | 319 | ||||||||||||||
Net (income)/loss attributable to noncontrolling interest | (1 | ) | 1 | |||||||||||||
Net income attributable to Wyndham shareholders | $ | 346 | $ | 320 | ||||||||||||
(a) | Includes the elimination of transactions between segments. | |||||||||||||||
(b) | Includes $29 million and $26 million of inter-segment trademark fees during 2013 and 2012, respectively, which is offset in expenses primarily at the Company's Vacation Ownership segment and are eliminated in Corporate and Other. | |||||||||||||||
(c) | Includes $4 million of hotel management reimbursable revenues which are charged to the Company's Vacation Ownership segment and are eliminated in Corporate and Other. |
Restructuring
Restructuring | 9 Months Ended | |||||||||||||||
Sep. 30, 2013 | ||||||||||||||||
Restructuring Charges [Abstract] | ||||||||||||||||
Restructuring | Restructuring | |||||||||||||||
During 2012, the Company committed to an organizational realignment initiative at its vacation exchange and rentals business, primarily focused on consolidating existing processes and optimizing its structure. Also during 2012, the Company implemented an organizational realignment initiative at its vacation ownership business targeting the elimination of business function redundancies resulting from the Shell Vacations Club acquisition. During the nine months ended September 30, 2013, the Company recorded $3 million of facility-related costs, reduced its liability with $5 million of cash payments and reversed $1 million of previously recorded personnel-related costs. The remaining liability of $3 million as of September 30, 2013 is expected to be paid in cash; $1 million of personnel-related by the end of 2013 and $2 million of facility-related by January 2017. From the commencement of the 2012 restructuring plan through September 30, 2013, the Company has incurred a total of $9 million of expenses in connection with such plan. | ||||||||||||||||
In addition to the restructuring plan implemented during 2012, the table below includes activity for prior restructuring plans that are immaterial to the Company. The activity related to costs associated with the Company's restructuring plans is summarized by category as follows: | ||||||||||||||||
Liability as of | Costs | Liability as of | ||||||||||||||
31-Dec-12 | Recognized/(Reversed) | Cash Payments | September 30, | |||||||||||||
2013 | ||||||||||||||||
Personnel-related | $ | 6 | $ | (1 | ) | $ | (4 | ) | $ | 1 | ||||||
Facility-related | 5 | 3 | (3 | ) | 5 | |||||||||||
$ | 11 | $ | 2 | $ | (7 | ) | $ | 6 | ||||||||
Separation_Adjustments_And_Tra
Separation Adjustments And Transactions With Former Parent And Subsidiaries | 9 Months Ended | |
Sep. 30, 2013 | ||
Related Party Transaction, Due from (to) Related Party [Abstract] | ||
Separation Adjustments And Transactions With Former Parent And Subsidiaries | ||
Separation Adjustments and Transactions with Former Parent and Subsidiaries | ||
Transfer of Cendant Corporate Liabilities and Issuance of Guarantees to Cendant and Affiliates | ||
Pursuant to the Separation and Distribution Agreement, upon the distribution of the Company’s common stock to Cendant shareholders, the Company entered into certain guarantee commitments with Cendant (pursuant to the assumption of certain liabilities and the obligation to indemnify Cendant and Realogy and travel distribution services (“Travelport”) for such liabilities) and guarantee commitments related to deferred compensation arrangements with each of Cendant and Realogy. These guarantee arrangements primarily relate to certain contingent litigation liabilities, contingent tax liabilities, and Cendant contingent and other corporate liabilities, of which the Company assumed and is responsible for 37.5% while Realogy is responsible for the remaining 62.5%. The remaining amount of liabilities which were assumed by the Company in connection with the Separation was $41 million as of both September 30, 2013 and December 31, 2012. These amounts were comprised of certain Cendant corporate liabilities which were recorded on the books of Cendant as well as additional liabilities which were established for guarantees issued at the date of Separation, related to certain unresolved contingent matters and certain others that could arise during the guarantee period. Regarding the guarantees, if any of the companies responsible for all or a portion of such liabilities were to default in its payment of costs or expenses related to any such liability, the Company would be responsible for a portion of the defaulting party or parties’ obligation(s). The Company also provided a default guarantee related to certain deferred compensation arrangements related to certain current and former senior officers and directors of Cendant, Realogy and Travelport. These arrangements were valued upon the Separation in accordance with the guidance for guarantees and recorded as liabilities on the Consolidated Balance Sheets. To the extent such recorded liabilities are not adequate to cover the ultimate payment amounts, such excess will be reflected as an expense to the results of operations in future periods. | ||
As a result of the sale of Realogy on April 10, 2007, Realogy was required to post a letter of credit in an amount acceptable to the Company and Avis Budget Group (formally known as Cendant) to satisfy its obligations for the Cendant legacy contingent liabilities. As of September 30, 2013, the letter of credit was $53 million. | ||
As of September 30, 2013, the $41 million of Separation related liabilities is comprised of $36 million for tax liabilities, $1 million for liabilities of previously sold businesses of Cendant, $2 million for other contingent and corporate liabilities and $2 million of liabilities where the calculated guarantee amount exceeded the contingent liability assumed at the Separation Date. In connection with these liabilities, $22 million is recorded in current due to former Parent and subsidiaries and $17 million is recorded in long-term due to former Parent and subsidiaries as of September 30, 2013 on the Consolidated Balance Sheet. The Company will indemnify Cendant for these contingent liabilities and therefore any payments made to the third party would be through the former Parent. The $2 million relating to guarantees is recorded in other current liabilities as of September 30, 2013 on the Consolidated Balance Sheet. The actual timing of payments relating to these liabilities is dependent on a variety of factors beyond the Company’s control. In addition, as of September 30, 2013 and December 31, 2012, the Company had $1 million and $2 million, respectively, of receivables due from former Parent and subsidiaries primarily relating to income taxes, which is recorded in other current assets on the Consolidated Balance Sheets. |
Earnings_Per_Share_Tables
Earnings Per Share (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Earnings Per Share Reconciliation [Abstract] | |||||||||||||||||
Computation Of Basic And Diluted EPS | The following table sets forth the computation of basic and diluted EPS (in millions, except per share data): | ||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Net income attributable to Wyndham shareholders | $ | 187 | $ | 159 | $ | 346 | $ | 320 | |||||||||
Basic weighted average shares | 131 | 141 | 134 | 145 | |||||||||||||
Stock options, SSARs and RSUs (a) | 2 | 2 | 2 | (d) | 2 | ||||||||||||
Warrants | — | 1 | (c) | — | 1 | (c) | |||||||||||
Weighted average diluted shares (b) | 133 | 144 | 136 | 148 | |||||||||||||
Earnings per share: | |||||||||||||||||
Basic | $ | 1.42 | $ | 1.13 | $ | 2.58 | $ | 2.2 | |||||||||
Diluted | 1.4 | 1.11 | 2.55 | 2.16 | |||||||||||||
(a) | Includes unvested dilutive restricted stock units (“RSUs”) which are subject to future forfeitures. | ||||||||||||||||
(b) | Excludes 828,000 performance vested restricted stock units ("PSUs") for both the three and nine months ended September 30, 2013, respectively, and 607,000 PSUs for both the three and nine months ended September 30, 2012, respectively, as the Company has not met the required performance metrics. | ||||||||||||||||
(c) | Represents the dilutive effect of warrants to purchase shares of the Company’s common stock related to the May 2009 issuance of the Company’s convertible notes. | ||||||||||||||||
(d) | Excludes 69,000 stock-settled stock appreciation rights ("SSARs") for the nine months ended September 30, 2013, as their inclusion would have been anti-dilutive to EPS. | ||||||||||||||||
Current Stock Repurchase Program | The following table summarizes stock repurchase activity under the current stock repurchase program (in millions, except per share data): | ||||||||||||||||
Shares | Cost | Average Price Per share | |||||||||||||||
As of December 31, 2012 | 53 | $ | 1,820 | $ | 34.33 | ||||||||||||
For the nine months ended September 30, 2013 | 7.9 | 475 | 59.84 | ||||||||||||||
As of September 30, 2013 | 60.9 | $ | 2,295 | 37.65 | |||||||||||||
Intangible_Assets_Tables
Intangible Assets (Tables) | 9 Months Ended | |||||||||||||||||||||||
Sep. 30, 2013 | ||||||||||||||||||||||||
Intangible Assets [Abstract] | ||||||||||||||||||||||||
Schedule of Intangible Assets and Goodwill | Intangible assets consisted of: | |||||||||||||||||||||||
As of September 30, 2013 | As of December 31, 2012 | |||||||||||||||||||||||
Gross | Net | Gross | Net | |||||||||||||||||||||
Carrying | Accumulated | Carrying | Carrying | Accumulated | Carrying | |||||||||||||||||||
Amount | Amortization | Amount | Amount | Amortization | Amount | |||||||||||||||||||
Unamortized Intangible Assets: | ||||||||||||||||||||||||
Goodwill | $ | 1,579 | $ | 1,566 | ||||||||||||||||||||
Trademarks | $ | 724 | $ | 724 | ||||||||||||||||||||
Amortized Intangible Assets: | ||||||||||||||||||||||||
Franchise agreements | $ | 594 | $ | 352 | $ | 242 | $ | 594 | $ | 340 | $ | 254 | ||||||||||||
Trademarks | 8 | 2 | 6 | 7 | 1 | 6 | ||||||||||||||||||
Other | 273 | 79 | 194 | 270 | 65 | 205 | ||||||||||||||||||
$ | 875 | $ | 433 | $ | 442 | $ | 871 | $ | 406 | $ | 465 | |||||||||||||
Schedule of Goodwill | The changes in the carrying amount of goodwill are as follows: | |||||||||||||||||||||||
Goodwill | Goodwill | |||||||||||||||||||||||
Balance as of | Acquired | Acquired | Foreign | Balance as of | ||||||||||||||||||||
31-Dec-12 | During 2013 | During 2012 | Exchange | 30-Sep-13 | ||||||||||||||||||||
Lodging | $ | 300 | $ | — | $ | — | $ | — | $ | 300 | ||||||||||||||
Vacation Exchange and Rentals | 1,241 | 10 | 4 | (3 | ) | 1,252 | ||||||||||||||||||
Vacation Ownership | 25 | — | 2 | — | 27 | |||||||||||||||||||
Total Company | $ | 1,566 | $ | 10 | $ | 6 | $ | (3 | ) | $ | 1,579 | |||||||||||||
Schedule of Amortization Expense of Finite-Lived Intangible Assets by Major Class | Amortization expense relating to amortizable intangible assets was as follows: | |||||||||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||||||||||
September 30, | September 30, | |||||||||||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||||||||||
Franchise agreements | $ | 3 | $ | 4 | $ | 11 | $ | 13 | ||||||||||||||||
Trademarks and Other | 6 | 3 | 16 | 9 | ||||||||||||||||||||
Total (*) | $ | 9 | $ | 7 | $ | 27 | $ | 22 | ||||||||||||||||
(*) Included as a component of depreciation and amortization on the Consolidated Statements of Income. | ||||||||||||||||||||||||
Schedule of Expected Amortization Expense | Based on the Company's amortizable intangible assets as of September 30, 2013, the Company expects related amortization expense as follows: | |||||||||||||||||||||||
Amount | ||||||||||||||||||||||||
Remainder of 2013 | $ | 9 | ||||||||||||||||||||||
2014 | 36 | |||||||||||||||||||||||
2015 | 34 | |||||||||||||||||||||||
2016 | 33 | |||||||||||||||||||||||
2017 | 32 | |||||||||||||||||||||||
2018 | 31 | |||||||||||||||||||||||
Vacation_Ownership_Contract_Re1
Vacation Ownership Contract Receivables (Tables) | 9 Months Ended | |||||||||||||||||||||||
Sep. 30, 2013 | ||||||||||||||||||||||||
Vacation Ownership Contract Receivables [Abstract] | ||||||||||||||||||||||||
Current And Long-Term Vacation Ownership Contract Receivables | Current and long-term vacation ownership contract receivables, net consisted of: | |||||||||||||||||||||||
September 30, | December 31, | |||||||||||||||||||||||
2013 | 2012 | |||||||||||||||||||||||
Current vacation ownership contract receivables: | ||||||||||||||||||||||||
Securitized | $ | 223 | $ | 252 | ||||||||||||||||||||
Non-securitized | 143 | 118 | ||||||||||||||||||||||
366 | 370 | |||||||||||||||||||||||
Less: Allowance for loan losses | 58 | 52 | ||||||||||||||||||||||
Current vacation ownership contract receivables, net | $ | 308 | $ | 318 | ||||||||||||||||||||
Long-term vacation ownership contract receivables: | ||||||||||||||||||||||||
Securitized | $ | 1,964 | $ | 2,149 | ||||||||||||||||||||
Non-securitized | 986 | 867 | ||||||||||||||||||||||
2,950 | 3,016 | |||||||||||||||||||||||
Less: Allowance for loan losses | 503 | 445 | ||||||||||||||||||||||
Long-term vacation ownership contract receivables, net | $ | 2,447 | $ | 2,571 | ||||||||||||||||||||
Allowance For Loan Losses On Vacation Ownership Contract Receivables | The activity in the allowance for loan losses on vacation ownership contract receivables was as follows: | |||||||||||||||||||||||
Amount | ||||||||||||||||||||||||
Allowance for loan losses as of December 31, 2012 | $ | 497 | ||||||||||||||||||||||
Provision for loan losses | 275 | |||||||||||||||||||||||
Contract receivables write-offs, net | (211 | ) | ||||||||||||||||||||||
Allowance for loan losses as of September 30, 2013 | $ | 561 | ||||||||||||||||||||||
Amount | ||||||||||||||||||||||||
Allowance for loan losses as of December 31, 2011 | $ | 394 | ||||||||||||||||||||||
Provision for loan losses | 320 | |||||||||||||||||||||||
Contract receivables write-offs, net | (228 | ) | ||||||||||||||||||||||
Allowance for loan losses as of September 30, 2012 | $ | 486 | ||||||||||||||||||||||
Summary Of The Aged Analysis Of Financing Receivables Using The Most Recently Updated FICO Scores | The following table details an aged analysis of financing receivables using the most recently updated FICO scores (based on the policy described above): | |||||||||||||||||||||||
As of September 30, 2013 | ||||||||||||||||||||||||
700+ | 600-699 | <600 | No Score | Asia Pacific | Total | |||||||||||||||||||
Current | $ | 1,501 | $ | 1,065 | $ | 236 | $ | 101 | $ | 286 | $ | 3,189 | ||||||||||||
31 - 60 days | 12 | 24 | 20 | 3 | 4 | 63 | ||||||||||||||||||
61 - 90 days | 7 | 10 | 13 | 2 | 1 | 33 | ||||||||||||||||||
91 - 120 days | 5 | 10 | 13 | 1 | 2 | 31 | ||||||||||||||||||
Total | $ | 1,525 | $ | 1,109 | $ | 282 | $ | 107 | $ | 293 | $ | 3,316 | ||||||||||||
As of December 31, 2012 | ||||||||||||||||||||||||
700+ | 600-699 | <600 | No Score | Asia Pacific | Total | |||||||||||||||||||
Current | $ | 1,459 | $ | 1,064 | $ | 274 | $ | 94 | $ | 312 | $ | 3,203 | ||||||||||||
31 - 60 days | 13 | 26 | 23 | 3 | 5 | 70 | ||||||||||||||||||
61 - 90 days | 10 | 14 | 17 | 2 | 2 | 45 | ||||||||||||||||||
91 - 120 days | 13 | 30 | 23 | 1 | 1 | 68 | ||||||||||||||||||
Total | $ | 1,495 | $ | 1,134 | $ | 337 | $ | 100 | $ | 320 | $ | 3,386 | ||||||||||||
Inventory_Tables
Inventory (Tables) | 9 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
Inventory Disclosure [Abstract] | ||||||||
Inventory | Inventory consisted of: | |||||||
September 30, | December 31, | |||||||
2013 | 2012 | |||||||
Land held for VOI development | $ | 102 | $ | 137 | ||||
VOI construction in process | 97 | 147 | ||||||
Inventory sold subject to conditional repurchase (a) | 114 | — | ||||||
Completed inventory and vacation credits (b) (c) | 701 | 793 | ||||||
Total inventory | 1,014 | 1,077 | ||||||
Less: Current portion | 327 | 379 | ||||||
Non-current inventory | $ | 687 | $ | 698 | ||||
(a) | Comprised of $76 million of VOI construction in process and $38 million of land held for VOI development. | |||||||
(b) | Includes estimated recoveries of $229 million and $202 million as of September 30, 2013 and December 31, 2012, respectively. | |||||||
(c) | Vacation credits relate to both the Company’s vacation ownership and vacation exchange and rentals businesses of which $66 million and $69 million as of September 30, 2013 and December 31, 2012, respectively, related to the Company’s vacation exchange and rentals business. |
LongTerm_Debt_And_Borrowing_Ar1
Long-Term Debt And Borrowing Arrangements (Tables) | 9 Months Ended | |||||||||||
Sep. 30, 2013 | ||||||||||||
Debt Disclosure [Abstract] | ||||||||||||
Schedule of Long-term Debt Instruments | The Company’s indebtedness consisted of: | |||||||||||
September 30, | December 31, | |||||||||||
2013 | 2012 | |||||||||||
Securitized vacation ownership debt: (a) | ||||||||||||
Term notes | $ | 1,615 | $ | 1,770 | ||||||||
Bank conduit facility | 273 | 190 | ||||||||||
Total securitized vacation ownership debt | 1,888 | 1,960 | ||||||||||
Less: Current portion of securitized vacation ownership debt | 186 | 218 | ||||||||||
Long-term securitized vacation ownership debt | $ | 1,702 | $ | 1,742 | ||||||||
Long-term debt: (b) | ||||||||||||
Revolving credit facility (due July 2018) | $ | 74 | $ | 85 | ||||||||
Commercial paper | 164 | 273 | ||||||||||
9.875% senior unsecured notes | — | 42 | (d) | |||||||||
$315 million 6.00% senior unsecured notes (due December 2016) | 318 | (c) | 361 | (e) | ||||||||
$300 million 2.95% senior unsecured notes (due March 2017) | 298 | 298 | ||||||||||
$14 million 5.75% senior unsecured notes (due February 2018) | 14 | 248 | (f) | |||||||||
$450 million 2.50% senior unsecured notes (due March 2018) | 447 | — | ||||||||||
$40 million 7.375% senior unsecured notes (due March 2020) | 40 | 248 | (f) | |||||||||
$250 million 5.625% senior unsecured notes (due March 2021) | 246 | 246 | ||||||||||
$650 million 4.25% senior unsecured notes (due March 2022) | 644 | 644 | ||||||||||
$400 million 3.90% senior unsecured notes (due March 2023) | 396 | — | ||||||||||
Capital leases | 185 | 105 | ||||||||||
Other | 117 | 52 | ||||||||||
Total long-term debt | 2,943 | 2,602 | ||||||||||
Less: Current portion of long-term debt | 55 | 326 | ||||||||||
Long-term debt | $ | 2,888 | $ | 2,276 | ||||||||
(a) | Represents non-recourse debt that is securitized through bankruptcy-remote SPEs, the creditors of which have no recourse to the Company for principal and interest. These outstanding borrowings are collateralized by $2,306 million and $2,543 million of underlying gross vacation ownership contract receivables and related assets as of September 30, 2013 and December 31, 2012, respectively. | |||||||||||
(b) | The carrying amounts of the senior unsecured notes are net of unamortized discount of $18 million as of both September 30, 2013 and December 31, 2012. | |||||||||||
(c) | Includes $3 million of unamortized gains from the settlement of a derivative. | |||||||||||
(d) | Aggregate principal balance as of December 31, 2012 was $43 million. | |||||||||||
(e) | Includes aggregate principal balance as of December 31, 2012 of $357 million and $5 million of unamortized gains from the settlement of a derivative. | |||||||||||
(f) | Aggregate principal balance as of December 31, 2012 was $250 million. | |||||||||||
Summary Of Outstanding Debt Maturities | The Company’s outstanding debt as of September 30, 2013 matures as follows: | |||||||||||
Securitized Vacation Ownership Debt | Long-Term Debt | Total | ||||||||||
Within 1 year | $ | 186 | $ | 55 | $ | 241 | ||||||
Between 1 and 2 years | 205 | 45 | 250 | |||||||||
Between 2 and 3 years | 419 | 44 | 463 | |||||||||
Between 3 and 4 years | 191 | 648 | 839 | |||||||||
Between 4 and 5 years | 183 | 714 | 897 | |||||||||
Thereafter | 704 | 1,437 | 2,141 | |||||||||
$ | 1,888 | $ | 2,943 | $ | 4,831 | |||||||
Summary Of Available Capacity Under Borrowing Arrangements | As of September 30, 2013, available capacity under the Company’s borrowing arrangements was as follows: | |||||||||||
Securitized Bank Conduit Facility(a) | Revolving | |||||||||||
Credit Facility | ||||||||||||
Total Capacity | $ | 650 | $ | 1,500 | ||||||||
Less: Outstanding Borrowings | 273 | 74 | ||||||||||
Letters of credit | — | 9 | ||||||||||
Commercial paper borrowings | — | 164 | (b) | |||||||||
Available Capacity | $ | 377 | $ | 1,253 | ||||||||
(a) | The capacity of this facility is subject to the Company’s ability to provide additional assets to collateralize additional securitized borrowings. | |||||||||||
(b) | The Company considers outstanding borrowings under its commercial paper program to be a reduction of the available capacity of its revolving credit facility. |
Variable_Interest_Entities_Tab
Variable Interest Entities (Tables) | 9 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
Related Party Transaction [Line Items] | ||||||||
Summary Of Total Vacation Ownership Receivables And Other Securitized Assets, Net Of Securitized Liabilities And Allowance For Loan Losses | A summary of total vacation ownership receivables and other securitized assets, net of securitized liabilities and the allowance for loan losses, is as follows: | |||||||
September 30, | December 31, | |||||||
2013 | 2012 | |||||||
SPE assets in excess of SPE liabilities | $ | 416 | $ | 578 | ||||
Non-securitized contract receivables | 1,129 | 985 | ||||||
Less: Allowance for loan losses | 561 | 497 | ||||||
Total, net | $ | 984 | $ | 1,066 | ||||
Vacation Ownership SPEs [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Assets and Liabilities of SPEs | The assets and liabilities of these vacation ownership SPEs are as follows: | |||||||
September 30, | December 31, | |||||||
2013 | 2012 | |||||||
Securitized contract receivables, gross (a) | $ | 2,187 | $ | 2,401 | ||||
Securitized restricted cash (b) | 101 | 121 | ||||||
Interest receivables on securitized contract receivables (c) | 16 | 19 | ||||||
Other assets (d) | 2 | 2 | ||||||
Total SPE assets (e) | 2,306 | 2,543 | ||||||
Securitized term notes (f) | 1,615 | 1,770 | ||||||
Securitized conduit facilities (f) | 273 | 190 | ||||||
Other liabilities (g) | 2 | 5 | ||||||
Total SPE liabilities | 1,890 | 1,965 | ||||||
SPE assets in excess of SPE liabilities | $ | 416 | $ | 578 | ||||
(a) | Included in current ($223 million and $252 million as of September 30, 2013 and December 31, 2012, respectively) and non-current ($1,964 million and $2,149 million as of September 30, 2013 and December 31, 2012, respectively) vacation ownership contract receivables on the Consolidated Balance Sheets. | |||||||
(b) | Included in other current assets ($66 million and $65 million as of September 30, 2013 and December 31, 2012, respectively) and other non-current assets ($35 million and $56 million as of September 30, 2013 and December 31, 2012, respectively) on the Consolidated Balance Sheets. | |||||||
(c) | Included in trade receivables, net on the Consolidated Balance Sheets. | |||||||
(d) | Includes interest rate derivative contracts and related assets; included in other non-current assets on the Consolidated Balance Sheets. | |||||||
(e) | Excludes deferred financing costs of $28 million as of both September 30, 2013 and December 31, 2012 related to securitized debt. | |||||||
(f) | Included in current ($186 million and $218 million as of September 30, 2013 and December 31, 2012, respectively) and long-term ($1,702 million and $1,742 million as of September 30, 2013 and December 31, 2012, respectively) securitized vacation ownership debt on the Consolidated Balance Sheets. | |||||||
(g) | Primarily includes interest rate derivative contracts and accrued interest on securitized debt; included in accrued expenses and other current liabilities ($2 million as of both September 30, 2013 and December 31, 2012) and other non-current liabilities ($3 million as of December 31, 2012) on the Consolidated Balance Sheets | |||||||
Vacation Ownership NYC Property [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Assets and Liabilities of SPEs | The assets and liabilities of the SPE are as follows: | |||||||
September 30, | ||||||||
2013 | ||||||||
Cash | $ | 4 | ||||||
Property and equipment, net | 112 | |||||||
Total SPE assets | 116 | |||||||
Accrued expenses and other current liabilities | 1 | |||||||
Long-term debt (*) | 107 | |||||||
Total SPE liabilities | 108 | |||||||
SPE assets in excess of SPE liabilities | $ | 8 | ||||||
(*) | Includes $99 million and $8 million of a four-year mortgage note and mandatorily redeemable equity, respectively, of which $30 million is included in current portion of long-term debt on the Consolidated Balance Sheet. |
Fair_Value_Tables
Fair Value (Tables) | 9 Months Ended | |||||||||||||||||||||||
Sep. 30, 2013 | ||||||||||||||||||||||||
Fair Value Disclosures [Abstract] | ||||||||||||||||||||||||
Summary Of Assets And Liabilities Measured At Fair Value On Recurring Basis | The following table summarizes information regarding assets and liabilities that are measured at fair value on a recurring basis: | |||||||||||||||||||||||
As of | As of | |||||||||||||||||||||||
September 30, 2013 | December 31, 2012 | |||||||||||||||||||||||
Fair Value | Level 2 | Level 3 | Fair Value | Level 2 | Level 3 | |||||||||||||||||||
Assets | ||||||||||||||||||||||||
Derivatives: (a) | ||||||||||||||||||||||||
Interest rate contracts | $ | 3 | $ | 3 | $ | — | $ | 2 | $ | 2 | $ | — | ||||||||||||
Foreign exchange contracts | 4 | 4 | — | 1 | 1 | — | ||||||||||||||||||
Securities available-for-sale (b) | 6 | — | 6 | 6 | — | 6 | ||||||||||||||||||
Total assets | $ | 13 | $ | 7 | $ | 6 | $ | 9 | $ | 3 | $ | 6 | ||||||||||||
Liabilities | ||||||||||||||||||||||||
Derivatives: (c) | ||||||||||||||||||||||||
Interest rate contracts | $ | 2 | $ | 2 | $ | — | $ | 3 | $ | 3 | $ | — | ||||||||||||
Foreign exchange contracts | 1 | 1 | — | 1 | 1 | — | ||||||||||||||||||
Total liabilities | $ | 3 | $ | 3 | $ | — | $ | 4 | $ | 4 | $ | — | ||||||||||||
(a) | Included in other current assets ($5 million and $1 million as of September 30, 2013 and December 31, 2012, respectively) and other non-current assets ($2 million as of both September 30, 2013 and December 31, 2012) on the Consolidated Balance Sheets; carrying value is equal to estimated fair value. | |||||||||||||||||||||||
(b) | Included in other non-current assets on the Consolidated Balance Sheets; carrying value is equal to estimated fair value. | |||||||||||||||||||||||
(c) | Included in accrued expenses and other current liabilities ($1 million as of both September 30, 2013 and December 31, 2012) and other non-current liabilities ($2 million and $3 million as of September 30, 2013 and December 31, 2012, respectively) on the Consolidated Balance Sheets; carrying value is equal to estimated fair value. | |||||||||||||||||||||||
Carrying Amounts And Estimated Fair Values Of Financial Instruments | The carrying amounts and estimated fair values of all other financial instruments are as follows: | |||||||||||||||||||||||
September 30, 2013 | December 31, 2012 | |||||||||||||||||||||||
Carrying | Estimated Fair Value | Carrying | Estimated Fair Value | |||||||||||||||||||||
Amount | Amount | |||||||||||||||||||||||
Assets | ||||||||||||||||||||||||
Vacation ownership contract receivables, net | $ | 2,755 | $ | 3,326 | $ | 2,889 | $ | 3,391 | ||||||||||||||||
Debt | ||||||||||||||||||||||||
Total debt | 4,831 | 4,898 | 4,562 | 4,811 | ||||||||||||||||||||
Accumulated_Other_Comprehensiv1
Accumulated Other Comprehensive Income (Tables) | 9 Months Ended | |||||||||||||||
Sep. 30, 2013 | ||||||||||||||||
Accumulated Other Comprehensive Income [Abstract] | ||||||||||||||||
Components Of Accumulated Other Comprehensive Income | The components of AOCI are as follows: | |||||||||||||||
Foreign | Unrealized | Defined | ||||||||||||||
Currency | Gains/(Losses) | Benefit | ||||||||||||||
Translation | on Cash Flow | Pension | ||||||||||||||
Pretax | Adjustments | Hedges | Plans | AOCI | ||||||||||||
Balance, December 31, 2012 | $ | 137 | $ | (9 | ) | $ | (8 | ) | $ | 120 | ||||||
Period change | (28 | ) | 2 | — | (26 | ) | ||||||||||
Balance, September 30, 2013 | $ | 109 | $ | (7 | ) | $ | (8 | ) | $ | 94 | ||||||
Foreign | Unrealized | Defined | ||||||||||||||
Currency | Gains/(Losses) | Benefit | ||||||||||||||
Translation | on Cash Flow | Pension | ||||||||||||||
Tax | Adjustments | Hedges | Plans | AOCI | ||||||||||||
Balance, December 31, 2012 | $ | 25 | $ | 4 | $ | 2 | $ | 31 | ||||||||
Period change | — | (1 | ) | — | (1 | ) | ||||||||||
Balance, September 30, 2013 | $ | 25 | $ | 3 | $ | 2 | $ | 30 | ||||||||
Foreign | Unrealized | Defined | ||||||||||||||
Currency | Gains/(Losses) | Benefit | ||||||||||||||
Translation | on Cash Flow | Pension | ||||||||||||||
Net of Tax | Adjustments | Hedges | Plans | AOCI | ||||||||||||
Balance, December 31, 2012 | $ | 162 | $ | (5 | ) | $ | (6 | ) | $ | 151 | ||||||
Period change | (28 | ) | 1 | — | (27 | ) | ||||||||||
Balance, September 30, 2013 | $ | 134 | $ | (4 | ) | $ | (6 | ) | $ | 124 | ||||||
StockBased_Compensation_Tables
Stock-Based Compensation (Tables) | 9 Months Ended | |||||||||||||
Sep. 30, 2013 | ||||||||||||||
Share-based Compensation [Abstract] | ||||||||||||||
Incentive Equity Awards Granted By The Company | The activity related to incentive equity awards granted by the Company for the nine months ended September 30, 2013 consisted of the following: | |||||||||||||
RSUs | SSARs | |||||||||||||
Number of RSUs | Weighted Average Grant Price | Number of SSARs | Weighted Average Exercise Price | |||||||||||
Balance as of December 31, 2012 | 3.1 | $ | 32.41 | 1.1 | $ | 17.13 | ||||||||
Granted | 0.9 | (b) | 60.24 | 0.1 | (b) | 60.24 | ||||||||
Vested/exercised | (1.1 | ) | 28.31 | — | — | |||||||||
Cancelled | (0.2 | ) | 41.39 | — | — | |||||||||
Balance as of September 30, 2013 (a) | 2.7 | (c) | 42.97 | 1.2 | (d) | 20.24 | ||||||||
(a) | Aggregate unrecognized compensation expense related to RSUs and SSARs was $93 million as of September 30, 2013, which is expected to be recognized over a weighted average period of 2.7 years. | |||||||||||||
(b) | Primarily represents awards granted by the Company on February 28, 2013. | |||||||||||||
(c) | Approximately 2.6 million RSUs outstanding as of September 30, 2013 are expected to vest over time. | |||||||||||||
(d) | Approximately 1 million SSARs are exercisable as of September 30, 2013. The Company assumes that all unvested SSARs are expected to vest over time. SSARs outstanding as of September 30, 2013 had an intrinsic value of $50 million and have a weighted average remaining contractual life of 1.9 years. | |||||||||||||
Weighted Average Grant Date Fair Value Assumptions | The projected dividend yield was based on the Company’s anticipated annual dividend divided by the price of the Company’s stock on the date of the grant. | |||||||||||||
SSARs Issued on | ||||||||||||||
28-Feb-13 | ||||||||||||||
Grant date fair value | $ | 19.93 | ||||||||||||
Grant date strike price | $ | 60.24 | ||||||||||||
Expected volatility | 44.56 | % | ||||||||||||
Expected life | 5 years | |||||||||||||
Risk free interest rate | 0.8 | % | ||||||||||||
Projected dividend yield | 1.93 | % |
Segment_Information_Tables
Segment Information (Tables) | 9 Months Ended | |||||||||||||||
Sep. 30, 2013 | ||||||||||||||||
Segment Reporting [Abstract] | ||||||||||||||||
Summary Of Segment Information | The Company’s presentation of EBITDA may not be comparable to similarly-titled measures used by other companies. | |||||||||||||||
Three Months Ended September 30, | ||||||||||||||||
2013 | 2012 | |||||||||||||||
Net Revenues | EBITDA | Net Revenues | EBITDA | |||||||||||||
Lodging | $ | 297 | (b)(c) | $ | 95 | $ | 249 | (b) | $ | 86 | ||||||
Vacation Exchange and Rentals | 470 | 141 | 420 | 123 | ||||||||||||
Vacation Ownership | 677 | 176 | 608 | 154 | ||||||||||||
Total Reportable Segments | 1,444 | 412 | 1,277 | 363 | ||||||||||||
Corporate and Other (a) | (17 | ) | (33 | ) | (12 | ) | (30 | ) | ||||||||
Total Company | $ | 1,427 | $ | 379 | $ | 1,265 | $ | 333 | ||||||||
Reconciliation of EBITDA to Net Income Attributable to Wyndham Shareholders | ||||||||||||||||
Three Months Ended September 30, | ||||||||||||||||
2013 | 2012 | |||||||||||||||
EBITDA | $ | 379 | $ | 333 | ||||||||||||
Depreciation and amortization | 54 | 45 | ||||||||||||||
Interest expense | 31 | 32 | ||||||||||||||
Early extinguishment of debt | — | 2 | ||||||||||||||
Interest income | (2 | ) | (2 | ) | ||||||||||||
Income before income taxes | 296 | 256 | ||||||||||||||
Provision for income taxes | 109 | 97 | ||||||||||||||
Net income attributable to Wyndham shareholders | $ | 187 | $ | 159 | ||||||||||||
(a) | Includes the elimination of transactions between segments. | |||||||||||||||
(b) | Includes $11 million and $9 million of inter-segment trademark fees during 2013 and 2012, respectively, which is offset in expenses primarily at the Company's Vacation Ownership segment and are eliminated in Corporate and Other. | |||||||||||||||
(c) | Includes $3 million of hotel management reimbursable revenues which are charged to the Company's Vacation Ownership segment and are eliminated in Corporate and Other. | |||||||||||||||
Nine Months Ended September 30, | ||||||||||||||||
2013 | 2012 | |||||||||||||||
Net Revenues | EBITDA | Net Revenues | EBITDA | |||||||||||||
Lodging | $ | 782 | (b)(c) | $ | 232 | $ | 667 | (b) | $ | 210 | ||||||
Vacation Exchange and Rentals | 1,220 | 320 | 1,129 | 300 | ||||||||||||
Vacation Ownership | 1,856 | 447 | 1,679 | 407 | ||||||||||||
Total Reportable Segments | 3,858 | 999 | 3,475 | 917 | ||||||||||||
Corporate and Other (a) | (44 | ) | (89 | ) | (35 | ) | (76 | ) | ||||||||
Total Company | $ | 3,814 | $ | 910 | $ | 3,440 | $ | 841 | ||||||||
Reconciliation of EBITDA to Net Income Attributable to Wyndham Shareholders | ||||||||||||||||
Nine Months Ended September 30, | ||||||||||||||||
2013 | 2012 | |||||||||||||||
EBITDA | $ | 910 | $ | 841 | ||||||||||||
Depreciation and amortization | 160 | 136 | ||||||||||||||
Interest expense | 97 | 98 | ||||||||||||||
Early extinguishment of debt | 111 | 108 | ||||||||||||||
Interest income | (6 | ) | (7 | ) | ||||||||||||
Income before income taxes | 548 | 506 | ||||||||||||||
Provision for income taxes | 201 | 187 | ||||||||||||||
Net income | 347 | 319 | ||||||||||||||
Net (income)/loss attributable to noncontrolling interest | (1 | ) | 1 | |||||||||||||
Net income attributable to Wyndham shareholders | $ | 346 | $ | 320 | ||||||||||||
(a) | Includes the elimination of transactions between segments. | |||||||||||||||
(b) | Includes $29 million and $26 million of inter-segment trademark fees during 2013 and 2012, respectively, which is offset in expenses primarily at the Company's Vacation Ownership segment and are eliminated in Corporate and Other. | |||||||||||||||
(c) | Includes $4 million of hotel management reimbursable revenues which are charged to the Company's Vacation Ownership segment and are eliminated in Corporate and Other. |
Restructuring_Tables
Restructuring (Tables) | 9 Months Ended | |||||||||||||||
Sep. 30, 2013 | ||||||||||||||||
Restructuring Charges [Abstract] | ||||||||||||||||
Activity Related To The Restructuring Costs | The activity related to costs associated with the Company's restructuring plans is summarized by category as follows: | |||||||||||||||
Liability as of | Costs | Liability as of | ||||||||||||||
31-Dec-12 | Recognized/(Reversed) | Cash Payments | September 30, | |||||||||||||
2013 | ||||||||||||||||
Personnel-related | $ | 6 | $ | (1 | ) | $ | (4 | ) | $ | 1 | ||||||
Facility-related | 5 | 3 | (3 | ) | 5 | |||||||||||
$ | 11 | $ | 2 | $ | (7 | ) | $ | 6 | ||||||||
Earnings_Per_Share_Narrative_D
Earnings Per Share (Narrative) (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||||||
In Millions, except Per Share data, unless otherwise specified | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Earnings Per Share Reconciliation [Abstract] | ||||||||
Cash dividends paid per share | $0.29 | $0.29 | $0.29 | $0.23 | $0.23 | $0.23 | ||
Aggregate cash dividends paid | $119 | $102 | ||||||
Remaining authorized amount under share repurchases | $782 |
Earnings_Per_Share_Computation
Earnings Per Share (Computation Of Basic And Diluted EPS) (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||||||
In Millions, except Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||||||
Net income attributable to Wyndham shareholders | $187 | $159 | $346 | $320 | ||||
Basic weighted average shares outstanding | 131,000,000 | 141,000,000 | 134,000,000 | 145,000,000 | ||||
Stock options, SSARs and RSUs | 2,000,000 | [1] | 2,000,000 | [1] | 2,000,000 | [1],[2] | 2,000,000 | [1] |
Warrants | 0 | 1,000,000 | [3] | 0 | 1,000,000 | [3] | ||
Diluted weighted average shares outstanding | 133,000,000 | [4] | 144,000,000 | [4] | 136,000,000 | [4] | 148,000,000 | [4] |
Basic | $1.42 | $1.13 | $2.58 | $2.20 | ||||
Diluted | $1.40 | $1.11 | $2.55 | $2.16 | ||||
Stock Options And Stock-Settled Stock Appreciation Rights [Member] | ||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||||||
Shares excluded from computation of diluted EPS | 69,000 | |||||||
Performance-Based Stock Units [Member] | ||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||||||
Shares excluded from computation of diluted EPS | 828,000 | 607,000 | 828,000 | 607,000 | ||||
[1] | Includes unvested dilutive restricted stock units (bRSUsb) which are subject to future forfeitures. | |||||||
[2] | Excludes 69,000 stock-settled stock appreciation rights ("SSARs") for the nine months ended SeptemberB 30, 2013, as their inclusion would have been anti-dilutive to EPS. | |||||||
[3] | Represents the dilutive effect of warrants to purchase shares of the Companybs common stock related to the May 2009 issuance of the Companybs convertible notes. | |||||||
[4] | Excludes 828,000 performance vested restricted stock units ("PSUs") for both the three and nine months ended SeptemberB 30, 2013, respectively, and 607,000 PSUs for both the three and nine months ended SeptemberB 30, 2012, respectively, as the Company has not met the required performance metrics. |
Earnings_Per_Share_Current_Sto
Earnings Per Share (Current Stock Repurchase Program) (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 |
In Millions, except Share data, unless otherwise specified | Stock Repurchase Program [Member] | ||
Earnings Per Share [Line Items] | |||
Shares, As of December 31, 2012 | 85,445,762 | 77,523,995 | 53,000,000 |
Cost, As of December 31, 2012 | $1,820 | ||
Average Price, As of December 31, 2012 | $34.33 | ||
Shares, For the nine months ended September 30, 2013 | 7,900,000 | ||
Cost, For the nine months ended September 30, 2013 | 475 | ||
Average Price, For the nine months ended September 30, 2013 | $59.84 | ||
Shares, As of September 30, 2013 | 85,445,762 | 77,523,995 | 60,900,000 |
Cost, As of September 30, 2013 | $2,295 | ||
Average Price, As of September 30, 2013 | $37.65 |
Acquisitions_Details
Acquisitions (Details) (Vacation Ownership NYC Property [Member], USD $) | 1 Months Ended | 9 Months Ended | |
In Millions, unless otherwise specified | Jan. 31, 2013 | Sep. 30, 2013 | Jan. 24, 2013 |
Vacation Ownership NYC Property [Member] | |||
Business Acquisition [Line Items] | |||
Date of Acquisition | 24-Jan-13 | ||
Purchase Price of the Hotel | $115 | ||
Property and equipment | 115 | ||
Acquisition related costs | $2 |
Intangible_Assets_Components_O
Intangible Assets (Components Of Intangible Assets) (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Millions, unless otherwise specified | ||
Intangible Assets [Line Items] | ||
Gross Carrying Amount, Goodwill | $1,579 | $1,566 |
Gross Carrying Amount, Trademarks | 730 | 730 |
Gross Carrying Amount, Amortized Intangible Assets | 875 | 871 |
Accumulated Amortization, Amortized Intangible Assets | 433 | 406 |
Net Carrying Amount, Amortized Intangible Assets | 442 | 465 |
Franchise agreements [Member] | ||
Intangible Assets [Line Items] | ||
Gross Carrying Amount, Amortized Intangible Assets | 594 | 594 |
Accumulated Amortization, Amortized Intangible Assets | 352 | 340 |
Net Carrying Amount, Amortized Intangible Assets | 242 | 254 |
Trademarks [Member] | ||
Intangible Assets [Line Items] | ||
Gross Carrying Amount, Amortized Intangible Assets | 8 | 7 |
Accumulated Amortization, Amortized Intangible Assets | 2 | 1 |
Net Carrying Amount, Amortized Intangible Assets | 6 | 6 |
Other [Member] | ||
Intangible Assets [Line Items] | ||
Gross Carrying Amount, Amortized Intangible Assets | 273 | 270 |
Accumulated Amortization, Amortized Intangible Assets | 79 | 65 |
Net Carrying Amount, Amortized Intangible Assets | 194 | 205 |
Trademarks [Member] | ||
Intangible Assets [Line Items] | ||
Gross Carrying Amount, Trademarks | $724 | $724 |
Intangible_Assets_Changes_In_C
Intangible Assets (Changes In Carrying Amount Of Goodwill By Segment) (Details) (USD $) | 9 Months Ended |
In Millions, unless otherwise specified | Sep. 30, 2013 |
Goodwill [Roll Forward] | |
Balance at December 31, 2012 | $1,566 |
Foreign Exchange | -3 |
Balance at September 30, 2013 | 1,579 |
Goodwill Acquired During 2013 [Member] | |
Goodwill [Roll Forward] | |
Goodwill Acquired | 10 |
Goodwill Acquired During 2012 [Member] | |
Goodwill [Roll Forward] | |
Goodwill Acquired | 6 |
Lodging [Member] | |
Goodwill [Roll Forward] | |
Balance at December 31, 2012 | 300 |
Foreign Exchange | 0 |
Balance at September 30, 2013 | 300 |
Lodging [Member] | Goodwill Acquired During 2013 [Member] | |
Goodwill [Roll Forward] | |
Goodwill Acquired | 0 |
Lodging [Member] | Goodwill Acquired During 2012 [Member] | |
Goodwill [Roll Forward] | |
Goodwill Acquired | 0 |
Vacation Exchange And Rentals [Member] | |
Goodwill [Roll Forward] | |
Balance at December 31, 2012 | 1,241 |
Foreign Exchange | -3 |
Balance at September 30, 2013 | 1,252 |
Vacation Exchange And Rentals [Member] | Goodwill Acquired During 2013 [Member] | |
Goodwill [Roll Forward] | |
Goodwill Acquired | 10 |
Vacation Exchange And Rentals [Member] | Goodwill Acquired During 2012 [Member] | |
Goodwill [Roll Forward] | |
Goodwill Acquired | 4 |
Vacation Ownership [Member] | |
Goodwill [Roll Forward] | |
Balance at December 31, 2012 | 25 |
Foreign Exchange | 0 |
Balance at September 30, 2013 | 27 |
Vacation Ownership [Member] | Goodwill Acquired During 2013 [Member] | |
Goodwill [Roll Forward] | |
Goodwill Acquired | 0 |
Vacation Ownership [Member] | Goodwill Acquired During 2012 [Member] | |
Goodwill [Roll Forward] | |
Goodwill Acquired | $2 |
Intangible_Assets_Amortization
Intangible Assets (Amortization Expense Related To Intangible Assets By Major Class) (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||||||
In Millions, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | ||||
Amortization Expense | $9 | [1] | $7 | [1] | $27 | [1] | $22 | [1] |
Franchise agreements [Member] | ||||||||
Amortization Expense | 3 | 4 | 11 | 13 | ||||
Other [Member] | ||||||||
Amortization Expense | $6 | $3 | $16 | $9 | ||||
[1] | Included as a component of depreciation and amortization on the Consolidated Statements of Income. |
Intangible_Assets_Intangible_A
Intangible Assets (Intangible Assets Future Amortization Expenses) (Details) (USD $) | Sep. 30, 2013 |
In Millions, unless otherwise specified | |
Intangible Assets | |
Remainder of 2013 | $9 |
2014 | 36 |
2015 | 34 |
2016 | 33 |
2017 | 32 |
2018 | $31 |
Vacation_Ownership_Contract_Re2
Vacation Ownership Contract Receivables (Narrative) (Details) (USD $) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
In Millions, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 |
fico_score | |||||
Vacation Ownership Contract Receivables [Abstract] | |||||
Interest income on securitized receivables | $73 | $76 | $226 | $229 | |
Payments for vacation ownership contract receivables | 785 | 822 | |||
Vacation ownership contract principal collections | 614 | 575 | |||
Weighted average interest rate on outstanding vacation ownership contract receivables | 13.50% | 13.40% | |||
Provision for loan losses | $102 | $124 | $275 | $320 | |
FICO score range minimum | 300 | ||||
FICO score range maximum | 850 | ||||
Minimum days which Company ceases to accrue interest on VOI contract receivables after contract remains delinquent | 90 days | ||||
VOI contract receivable written off to the allowance for loan losses, days after contract remains delinquent | 120 days |
Vacation_Ownership_Contract_Re3
Vacation Ownership Contract Receivables (Current And Long-Term Vacation Ownership Contract Receivables) (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Millions, unless otherwise specified | ||
Accounts, Notes, Loans and Financing Receivables [Line Items] | ||
Current vaction ownership contract receivables | $366 | $370 |
Less: Allowance for loan losses | 58 | 52 |
Current vacation ownership contract receivables, net | 308 | 318 |
Long-term vacation ownership contract receivables | 2,950 | 3,016 |
Less: Allowance for loan losses | 503 | 445 |
Long-term vacation ownership contract receivables, net | 2,447 | 2,571 |
Securitized [Member] | ||
Accounts, Notes, Loans and Financing Receivables [Line Items] | ||
Current vaction ownership contract receivables | 223 | 252 |
Long-term vacation ownership contract receivables | 1,964 | 2,149 |
Non-Securitized [Member] | ||
Accounts, Notes, Loans and Financing Receivables [Line Items] | ||
Current vaction ownership contract receivables | 143 | 118 |
Long-term vacation ownership contract receivables | $986 | $867 |
Vacation_Ownership_Contract_Re4
Vacation Ownership Contract Receivables (Allowance For Loan Losses On Vacation Ownership Contract Receivables) (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Millions, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Allowance for Loan Losses [Roll Forward] | ||||
Allowance for loan losses, beginning balance | $497 | $394 | ||
Provision for loan losses | 102 | 124 | 275 | 320 |
Contract receivables write-offs, net | -211 | -228 | ||
Allowance for loan losses, ending balance | $561 | $486 | $561 | $486 |
Vacation_Ownership_Contract_Re5
Vacation Ownership Contract Receivables (Summary Of The Aged Analysis Of Financing Receivables Using The Most Recently Updated FICO Scores) (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Millions, unless otherwise specified | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | $3,316 | $3,386 |
700+ [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 1,525 | 1,495 |
600-699 [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 1,109 | 1,134 |
Less Than 600 [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 282 | 337 |
No Score [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 107 | 100 |
Asia Pacific [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 293 | 320 |
Current [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 3,189 | 3,203 |
Current [Member] | 700+ [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 1,501 | 1,459 |
Current [Member] | 600-699 [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 1,065 | 1,064 |
Current [Member] | Less Than 600 [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 236 | 274 |
Current [Member] | No Score [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 101 | 94 |
Current [Member] | Asia Pacific [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 286 | 312 |
31 - 60 Days [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 63 | 70 |
31 - 60 Days [Member] | 700+ [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 12 | 13 |
31 - 60 Days [Member] | 600-699 [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 24 | 26 |
31 - 60 Days [Member] | Less Than 600 [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 20 | 23 |
31 - 60 Days [Member] | No Score [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 3 | 3 |
31 - 60 Days [Member] | Asia Pacific [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 4 | 5 |
61 - 90 Days [Member | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 33 | 45 |
61 - 90 Days [Member | 700+ [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 7 | 10 |
61 - 90 Days [Member | 600-699 [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 10 | 14 |
61 - 90 Days [Member | Less Than 600 [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 13 | 17 |
61 - 90 Days [Member | No Score [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 2 | 2 |
61 - 90 Days [Member | Asia Pacific [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 1 | 2 |
91 - 120 Days [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 31 | 68 |
91 - 120 Days [Member] | 700+ [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 5 | 13 |
91 - 120 Days [Member] | 600-699 [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 10 | 30 |
91 - 120 Days [Member] | Less Than 600 [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 13 | 23 |
91 - 120 Days [Member] | No Score [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 1 | 1 |
91 - 120 Days [Member] | Asia Pacific [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | $2 | $1 |
Inventory_Inventory_Narrative_
Inventory Inventory (Narrative) (Details) (USD $) | 9 Months Ended | 1 Months Ended | 9 Months Ended | 1 Months Ended | ||||||
In Millions, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | Sep. 30, 2013 | Jun. 30, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | |||
Las Vegas, Nevada Inventory Sale [Member] | Las Vegas, Nevada Inventory Sale [Member] | Las Vegas, Nevada Inventory Sale [Member] | Las Vegas, Nevada Inventory Sale [Member] | |||||||
Real Estate, Inventory [Line Items] | ||||||||||
Inventory sold subject to conditional repurchase | $114 | [1] | $0 | [1] | $114 | [1] | ||||
Property, Plant and Equipment, Net | 1,513 | 1,292 | 3 | |||||||
Consideration for sale of inventory | 117 | |||||||||
Proceeds from vacation ownership inventory arrangement | 87 | 0 | 87 | |||||||
Note received as consideration in transaction | 30 | |||||||||
Inventory sold under repurchase agreement, liability | 118 | |||||||||
Financing Receivable, Gross | $1,129 | $985 | $31 | |||||||
Note Receivable, Interest Rate | 3.00% | |||||||||
[1] | Comprised of $76 million of VOI construction in process and $38 million of land held for VOI development. |
Inventory_Inventory_Details
Inventory (Inventory) (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 | ||
In Millions, unless otherwise specified | ||||
Inventory [Line Items] | ||||
Land held for VOI development | $102 | $137 | ||
VOI construction in process | 97 | 147 | ||
inventory sold subject to conditional repurchase | 114 | [1] | 0 | [1] |
Completed inventory and vacation credits | 701 | [2],[3] | 793 | [2],[3] |
Inventory, Real Estate | 1,014 | 1,077 | ||
Less: Current portion | -327 | -379 | ||
Non-current inventory | 687 | 698 | ||
Vacation credit recoveries | 229 | 202 | ||
Company's vacation exchange and rentals business | 66 | 69 | ||
Inventory Work in Process [Member] | ||||
Inventory [Line Items] | ||||
inventory sold subject to conditional repurchase | 76 | [1] | ||
Vacation Ownership Resort Development [Member] | ||||
Inventory [Line Items] | ||||
inventory sold subject to conditional repurchase | $38 | [1] | ||
[1] | Comprised of $76 million of VOI construction in process and $38 million of land held for VOI development. | |||
[2] | Vacation credits relate to both the Companybs vacation ownership and vacation exchange and rentals businesses of which $66 million and $69 million as of SeptemberB 30, 2013 and DecemberB 31, 2012, respectively, related to the Companybs vacation exchange and rentals business. | |||
[3] | Includes estimated recoveries of $229 million and $202 million as of SeptemberB 30, 2013 and DecemberB 31, 2012, respectively. |
LongTerm_Debt_And_Borrowing_Ar2
Long-Term Debt And Borrowing Arrangements (Summary Of Indebtedness-Long-Term Debt) (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Mar. 31, 2012 | Sep. 30, 2013 | Mar. 31, 2013 | Mar. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Feb. 27, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Feb. 27, 2013 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | ||||||||||||||||||||
In Millions, unless otherwise specified | 9.875% Senior Unsecured Notes (Due May 2014) [Member] | 9.875% Senior Unsecured Notes (Due May 2014) [Member] | 9.875% Senior Unsecured Notes (Due May 2014) [Member] | 9.875% Senior Unsecured Notes (Due May 2014) [Member] | 6.00% Senior Unsecured Notes (Due December 2016) [Member] | 6.00% Senior Unsecured Notes (Due December 2016) [Member] | 6.00% Senior Unsecured Notes (Due December 2016) [Member] | 2.95% Senior Unsecured Notes (Due March 2017) [Member] | 5.75% Senior Unsecured Notes (Due February 2018) [Member] | 2.50% Senior Unsecured Notes (Due March 2018) [Member] | 2.50% Senior Unsecured Notes (Due March 2018) [Member] | 7.375% Senior Unsecured Notes (Due March 2020) [Member] | 5.625% Senior Unsecured Notes (Due March 2021) [Member] | 4.25% Senior Unsecured Notes (Due March 2022) [Member] | 3.90% Senior Unsecured Notes (Due March 2023) [Member] | 3.90% Senior Unsecured Notes (Due March 2023) [Member] | Term Notes [Member] | Term Notes [Member] | Bank Conduit Facility [Member] | Bank Conduit Facility [Member] | Securitized Vacation Ownership Debt [Member] | Securitized Vacation Ownership Debt [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Commercial Paper [Member] | Commercial Paper [Member] | Other [Member] | Other [Member] | Other [Member] | Other [Member] | Other [Member] | Other [Member] | Other [Member] | Other [Member] | Other [Member] | Other [Member] | Other [Member] | Other [Member] | Other [Member] | Other [Member] | Other [Member] | Other [Member] | Other [Member] | Other [Member] | Other [Member] | Other [Member] | ||||||||||||||||||||||
Revolving Credit Facility (Due July 2018) [Member] | Revolving Credit Facility (Due July 2018) [Member] | 9.875% Senior Unsecured Notes (Due May 2014) [Member] | 9.875% Senior Unsecured Notes (Due May 2014) [Member] | 6.00% Senior Unsecured Notes (Due December 2016) [Member] | 6.00% Senior Unsecured Notes (Due December 2016) [Member] | 2.95% Senior Unsecured Notes (Due March 2017) [Member] | 2.95% Senior Unsecured Notes (Due March 2017) [Member] | 5.75% Senior Unsecured Notes (Due February 2018) [Member] | 5.75% Senior Unsecured Notes (Due February 2018) [Member] | 2.50% Senior Unsecured Notes (Due March 2018) [Member] | 2.50% Senior Unsecured Notes (Due March 2018) [Member] | 7.375% Senior Unsecured Notes (Due March 2020) [Member] | 7.375% Senior Unsecured Notes (Due March 2020) [Member] | 5.625% Senior Unsecured Notes (Due March 2021) [Member] | 5.625% Senior Unsecured Notes (Due March 2021) [Member] | 4.25% Senior Unsecured Notes (Due March 2022) [Member] | 4.25% Senior Unsecured Notes (Due March 2022) [Member] | 3.90% Senior Unsecured Notes (Due March 2023) [Member] | 3.90% Senior Unsecured Notes (Due March 2023) [Member] | |||||||||||||||||||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Secured Debt | $1,615 | [1] | $1,770 | [1] | $273 | [1] | $190 | [1] | $1,888 | $1,960 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Less: Current portion of securitized vacation ownership debt | 186 | 218 | 186 | 218 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Long-term securitized vacation ownership debt | 1,702 | 1,742 | 1,702 | 1,742 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Revolving credit facility | 74 | 85 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Commercial Paper | 164 | [2] | 273 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Senior Notes | 0 | 42 | [3],[4] | 318 | [3],[5] | 361 | [3],[6] | 298 | [3] | 298 | [3] | 14 | [3] | 248 | [3],[7] | 447 | [3] | 0 | 40 | [3] | 248 | [3],[7] | 246 | [3] | 246 | [3] | 644 | [3] | 644 | [3] | 396 | [3] | 0 | |||||||||||||||||||||||||||||||||||
Capital leases | 185 | 105 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Other | 117 | 52 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Total long-term debt | 2,943 | 2,602 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Less: Current portion of long-term debt | 55 | 326 | 55 | 326 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Long-term debt | 2,888 | 2,276 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Long-term vacation ownership contract receivables | 2,950 | 3,016 | 2,306 | 2,543 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Unamortized Discount | 18 | 18 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Unamortized gains from the settlement of a derivative | 3 | [3],[4] | 5 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $43 | $450 | $400 | $0 | $315 | $357 | $300 | $14 | $250 | $450 | $40 | $250 | $650 | $400 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
Debt instruments, stated interest percentage | 9.88% | 9.88% | 9.88% | 6.00% | 6.00% | 6.00% | 2.95% | 5.75% | 2.50% | 2.50% | 7.38% | 5.63% | 4.25% | 3.90% | 3.90% | |||||||||||||||||||||||||||||||||||||||||||||||||||||
[1] | Represents non-recourse debt that is securitized through bankruptcy-remote SPEs, the creditors of which have no recourse to the Company for principal and interest. These outstanding borrowings are collateralized by $2,306 million and $2,543 million of underlying gross vacation ownership contract receivables and related assets as of SeptemberB 30, 2013 and DecemberB 31, 2012, respectively. | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
[2] | The Company considers outstanding borrowings under its commercial paper program to be a reduction of the available capacity of its revolving credit facility. | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
[3] | The carrying amounts of the senior unsecured notes are net of unamortized discount of $18 million as of both SeptemberB 30, 2013 and DecemberB 31, 2012. | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
[4] | Aggregate principal balance as of DecemberB 31, 2012 was $43 million. | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
[5] | Includes $3 million of unamortized gains from the settlement of a derivative. | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
[6] | ggregate principal balance as of DecemberB 31, 2012 of $357 million and $5 million of unamortized gains from the settlement of a derivative. | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
[7] | Aggregate principal balance as of DecemberB 31, 2012 was $250 million. |
LongTerm_Debt_And_Borrowing_Ar3
Long-Term Debt And Borrowing Arrangements (2013 Debt Issuances) (Details) (USD $) | 3 Months Ended | 1 Months Ended | 1 Months Ended | 0 Months Ended | ||||||||||||||||||||
In Millions, unless otherwise specified | Mar. 31, 2013 | Sep. 30, 2013 | 22-May-13 | Dec. 31, 2012 | Mar. 31, 2013 | Feb. 27, 2013 | Sep. 30, 2013 | Mar. 31, 2013 | Feb. 27, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Mar. 31, 2013 | Sep. 30, 2013 | Jul. 31, 2013 | 22-May-13 | Sep. 30, 2013 | 22-May-13 | Jul. 15, 2011 | Sep. 30, 2013 | Jan. 24, 2013 | Jan. 24, 2013 | Sep. 30, 2013 | Sep. 30, 2013 |
2.50% Senior Unsecured Notes (Due March 2018) [Member] | 2.50% Senior Unsecured Notes (Due March 2018) [Member] | 2.50% Senior Unsecured Notes (Due March 2018) [Member] | 3.90% Senior Unsecured Notes (Due March 2023) [Member] | 3.90% Senior Unsecured Notes (Due March 2023) [Member] | 3.90% Senior Unsecured Notes (Due March 2023) [Member] | 4.25% Senior Unsecured Notes (Due March 2022) [Member] | Sierra Timeshare 2013-1 Receivables Funding L L C [Member] | Sierra Timeshare 2013-1 Receivables Funding L L C [Member] | Sierra Timeshare 2013-2 Receivables Funding L L C [Member] | Sierra Timeshare 2013-2 Receivables Funding L L C [Member] | Five Year Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Sierra Timeshare Conduit Receivables Funding II LLC [Member] | Mortgage Note - SPE [Member] | Mandatorily Redeemable Equity - SPE [Member] | Interest Rate Swap [Member] | Interest Rate Swap [Member] | |||||
3.90% Senior Unsecured Notes (Due March 2023) [Member] | 4.25% Senior Unsecured Notes (Due March 2022) [Member] | |||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Debt Instrument, Face Amount | $450 | $400 | $300 | $325 | $115 | $9 | ||||||||||||||||||
Derivative, Notional Amount | 400 | 100 | ||||||||||||||||||||||
Debt instruments, stated interest percentage | 2.50% | 2.50% | 3.90% | 3.90% | 4.25% | 4.50% | ||||||||||||||||||
Derivative, Variable Interest Rate | 2.40% | 2.30% | ||||||||||||||||||||||
Proceeds from senior unsecured notes | 447 | 397 | ||||||||||||||||||||||
Debt instrument, maturity date | 1-Mar-18 | 1-Mar-23 | ||||||||||||||||||||||
Advance Rate On Securitized Debt | 91.00% | 98.00% | ||||||||||||||||||||||
Debt, Weighted Average Interest Rate | 1.77% | 2.68% | ||||||||||||||||||||||
Total debt, Carrying Amount | 4,831 | 4,562 | 213 | 294 | ||||||||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | 1,500 | 1,500 | 1,000 | 650 | ||||||||||||||||||||
Line of Credit Facility, Commitment Fee Percentage | 2.00% | |||||||||||||||||||||||
Line of Credit Facility, Basis Spread on Variable Rate | 13.00% | |||||||||||||||||||||||
Commercial Paper Borrowing Capacity Increase | 250 | |||||||||||||||||||||||
Commercial Paper Maximum Borrowing Capacity | 750 | |||||||||||||||||||||||
Capital Lease Obligations Incurred | $85 |
LongTerm_Debt_And_Borrowing_Ar4
Long-Term Debt And Borrowing Arrangements (Extinguishment Of Debt) (Details) (USD $) | 3 Months Ended | 9 Months Ended | 3 Months Ended | |||||||||||||
In Millions, except Share data, unless otherwise specified | Sep. 30, 2013 | Mar. 31, 2013 | Sep. 30, 2012 | Mar. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Mar. 31, 2013 | Mar. 31, 2012 | Sep. 30, 2013 | Mar. 31, 2013 | Mar. 31, 2012 | Jun. 30, 2012 | Jun. 30, 2012 |
5.75% Senior Unsecured Notes (Due February 2018) [Member] | 7.375% Senior Unsecured Notes (Due March 2020) [Member] | 6.00% Senior Unsecured Notes (Due December 2016) [Member] | 6.00% Senior Unsecured Notes (Due December 2016) [Member] | 6.00% Senior Unsecured Notes (Due December 2016) [Member] | 9.875% Senior Unsecured Notes (Due May 2014) [Member] | 9.875% Senior Unsecured Notes (Due May 2014) [Member] | 9.875% Senior Unsecured Notes (Due May 2014) [Member] | Three Point Five Zero Percentage Convertible Notes Due May Two Thousand Twelve [Member] | Call Option [Member] | |||||||
Debt Instrument [Line Items] | ||||||||||||||||
Convertible Notes Repurchased Carrying Value | $45 | |||||||||||||||
Convertible Notes Payable, Current | 12 | |||||||||||||||
Derivative Liability, Fair Value, Gross Liability | 33 | |||||||||||||||
Proceeds from Derivative Instrument, Financing Activities | 33 | |||||||||||||||
Convertible Notes Repurchased | 12 | |||||||||||||||
Class Of Warrant Or Right, Number of Shares Called by Warrants Or Rights | 613,000 | 613,000 | ||||||||||||||
Debt instruments, stated interest percentage | 5.75% | 7.38% | 6.00% | 6.00% | 6.00% | 9.88% | 9.88% | 9.88% | ||||||||
Purchase of senior unsecured debt on tender offer | 446 | 650 | ||||||||||||||
Purchase of Senior Unsecured Notes on the Open Market | 42 | |||||||||||||||
Purchase of Senior Unsecured Notes by Redemption Option | 43 | |||||||||||||||
Purchase of Senior Unsecured Notes, Total | 531 | |||||||||||||||
Loss on early extinguishment of debt | $0 | $2 | $111 | $108 |
LongTerm_Debt_And_Borrowing_Ar5
Long-Term Debt And Borrowing Arrangements (Summary Of Outstanding Debt Maturities) (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Millions, unless otherwise specified | ||
Debt Instrument [Line Items] | ||
Within 1 year | $241 | |
Between 1 and 2 years | 250 | |
Between 2 and 3 years | 463 | |
Between 3 and 4 years | 839 | |
Between 4 and 5 years | 897 | |
Thereafter | 2,141 | |
Long-term debt outstanding | 4,831 | 4,562 |
Securitized Vacation Ownership Debt [Member] | ||
Debt Instrument [Line Items] | ||
Within 1 year | 186 | |
Between 1 and 2 years | 205 | |
Between 2 and 3 years | 419 | |
Between 3 and 4 years | 191 | |
Between 4 and 5 years | 183 | |
Thereafter | 704 | |
Secured Debt | 1,888 | 1,960 |
Other [Member] | ||
Debt Instrument [Line Items] | ||
Within 1 year | 55 | |
Between 1 and 2 years | 45 | |
Between 2 and 3 years | 44 | |
Between 3 and 4 years | 648 | |
Between 4 and 5 years | 714 | |
Thereafter | 1,437 | |
Total long-term debt | $2,943 | $2,602 |
LongTerm_Debt_And_Borrowing_Ar6
Long-Term Debt And Borrowing Arrangements (Summary Of Available Capacity Under Borrowing Arrangements) (Details) (USD $) | Sep. 30, 2013 | Sep. 30, 2013 | 22-May-13 | Jul. 15, 2011 | Sep. 30, 2013 | Dec. 31, 2012 | ||
In Millions, unless otherwise specified | Securitized Bank Conduit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Commercial Paper [Member] | Commercial Paper [Member] | ||
Debt Instrument [Line Items] | ||||||||
Total Capacity | $650 | [1] | $1,500 | $1,500 | $1,000 | |||
Less: Outstanding Borrowings | 273 | [1] | 74 | |||||
Letters of Credit Outstanding, Amount | 9 | |||||||
Commercial Paper | 164 | [2] | 273 | |||||
Debt Instrument, Unused Borrowing Capacity, Amount | 377 | [1] | ||||||
Line of Credit Facility, Remaining Borrowing Capacity | $1,253 | |||||||
[1] | The capacity of this facility is subject to the Companybs ability to provide additional assets to collateralize additional securitized borrowings. | |||||||
[2] | The Company considers outstanding borrowings under its commercial paper program to be a reduction of the available capacity of its revolving credit facility. |
LongTerm_Debt_And_Borrowing_Ar7
Long-Term Debt And Borrowing Arrangements (Interest Expense) (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Millions, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Debt Instrument [Line Items] | ||||
Interest expense | $32 | $33 | $100 | $102 |
Gain on Fair Value Hedge Ineffectiveness | 1 | |||
Interest capitalized | 1 | 1 | 3 | 4 |
Long-Term Debt Borrowings And Capitalized Interest [Member] | ||||
Debt Instrument [Line Items] | ||||
Interest expense incurred | 31 | 32 | 97 | 98 |
Cash paid | 112 | 104 | ||
Securitized Vacation Ownership Debt [Member] | ||||
Debt Instrument [Line Items] | ||||
Interest expense incurred | 19 | 23 | 60 | 69 |
Consumer Finance [Member] | ||||
Debt Instrument [Line Items] | ||||
Cash paid | $47 | $56 |
Variable_Interest_Entities_Nar
Variable Interest Entities (Narrative) (Details) (USD $) | 3 Months Ended | 3 Months Ended | |||||||
In Millions, unless otherwise specified | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Jan. 24, 2013 | Sep. 30, 2013 | Jan. 24, 2013 | Jan. 24, 2013 | Sep. 30, 2013 | Jan. 24, 2013 |
Vacation Ownership NYC Property [Member] | Mortgage Note - SPE [Member] | Mortgage Note - SPE [Member] | Mortgage Note - SPE [Member] | Mandatorily Redeemable Equity - SPE [Member] | Mandatorily Redeemable Equity - SPE [Member] | Mandatorily Redeemable Equity - SPE [Member] | |||
Vacation Ownership NYC Property [Member] | Vacation Ownership NYC Property [Member] | Vacation Ownership NYC Property [Member] | Vacation Ownership NYC Property [Member] | ||||||
Transfers and Servicing [Abstract] | |||||||||
Financing Receivable, Gross | $1,129 | $985 | |||||||
Restricted Cash and Cash Equivalents | 61 | 56 | |||||||
Schedule Of Transfer And Financial Assets [Line Items] | |||||||||
Debt Instrument, Face Amount | 115 | 99 | 115 | 9 | 8 | 9 | |||
Repayments of Long-term Debt | 124 | ||||||||
Long-term Purchase Commitment, Amount | $309 | $146 |
Variable_Interest_Entities_Ass
Variable Interest Entities (Assets And Liabilities Of Vacation Ownership SPEs) (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 | ||
In Millions, unless otherwise specified | ||||
Schedule Of Transfer And Financial Assets [Line Items] | ||||
Securitized contract receivables, gross | $2,755 | $2,889 | ||
Total assets | 9,666 | 9,463 | ||
Total liabilities | 7,984 | 7,532 | ||
SPE assets in excess of SPE liabilities | 416 | 578 | ||
Securitized contract receivables, net, current | 308 | 318 | ||
Securitized contract receivables, net, non-current | 2,447 | 2,571 | ||
Vacation Ownership SPEs [Member] | ||||
Schedule Of Transfer And Financial Assets [Line Items] | ||||
Securitized contract receivables, gross | 2,187 | [1] | 2,401 | [1] |
Securitized restricted cash | 101 | [2] | 121 | [2] |
Interest receivables on securitized contract receivables | 16 | [3] | 19 | [3] |
Other assets | 2 | [4] | 2 | [4] |
Total assets | 2,306 | [5] | 2,543 | [5] |
Securitized term notes | 1,615 | [6] | 1,770 | [6] |
Securitized conduit facilities | 273 | [6] | 190 | [6] |
Other liabilities | 2 | [7] | 5 | [7] |
Total liabilities | 1,890 | 1,965 | ||
SPE assets in excess of SPE liabilities | 416 | 578 | ||
Securitized contract receivables, net, current | 223 | 252 | ||
Securitized contract receivables, net, non-current | 1,964 | 2,149 | ||
Securitized restricted cash, current | 66 | 65 | ||
Securitized restricted cash, non-current | 35 | 56 | ||
Deferred financing cost related to securitized debt | 28 | 28 | ||
Securitized conduit facilities, current | 186 | 218 | ||
Securitized conduit facilities, long-term | 1,702 | 1,742 | ||
Interest Rate Derivative Contracts And Accrued Interest Current | 2 | 2 | ||
Interest rate derivative contracts and accrued interest, non-current | $3 | |||
[1] | Included in current ($223 million and $252 million as of SeptemberB 30, 2013 and DecemberB 31, 2012, respectively) and non-current ($1,964 million and $2,149 million as of SeptemberB 30, 2013 and DecemberB 31, 2012, respectively) vacation ownership contract receivables on the Consolidated Balance Sheets. | |||
[2] | Included in other current assets ($66 million and $65 million as of SeptemberB 30, 2013 and DecemberB 31, 2012, respectively) and other non-current assets ($35 million and $56 million as of SeptemberB 30, 2013 and DecemberB 31, 2012, respectively) on the Consolidated Balance Sheets. | |||
[3] | Included in trade receivables, net on the Consolidated Balance Sheets. | |||
[4] | Includes interest rate derivative contracts and related assets; included in other non-current assets on the Consolidated Balance Sheets. | |||
[5] | Excludes deferred financing costs of $28 million as of both SeptemberB 30, 2013 and DecemberB 31, 2012 related to securitized debt. | |||
[6] | Included in current ($186 million and $218 million as of SeptemberB 30, 2013 and DecemberB 31, 2012, respectively) and long-term ($1,702 million and $1,742 million as of SeptemberB 30, 2013 and DecemberB 31, 2012, respectively) securitized vacation ownership debt on the Consolidated Balance Sheets. | |||
[7] | Primarily includes interest rate derivative contracts and accrued interest on securitized debt; included in accrued expenses and other current liabilities ($2 million as of both SeptemberB 30, 2013 and DecemberB 31, 2012) and other non-current liabilities ($3 million as of DecemberB 31, 2012) on the Consolidated Balance Sheets. |
Variable_Interest_Entities_Sum
Variable Interest Entities (Summary Of Total Vacation Ownership Receivables And Other Securitized Assets, Net Of Securitized Liabilities And Allowance For Loan Losses) (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Dec. 31, 2011 |
In Millions, unless otherwise specified | ||||
Transfers and Servicing [Abstract] | ||||
SPE assets in excess of SPE liabilities | $416 | $578 | ||
Non-securitized contract receivables | 1,129 | 985 | ||
Less: Allowance for loan losses | 561 | 497 | 486 | 394 |
Total, net | $984 | $1,066 |
Variable_Interest_Entities_Var
Variable Interest Entities Variable interest Entities (Assets and Liabilities of the SPE) (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Dec. 31, 2011 | Sep. 30, 2013 | Jan. 24, 2013 | Sep. 30, 2013 | Jan. 24, 2013 | Jan. 24, 2013 | Sep. 30, 2013 | Jan. 24, 2013 | |
In Millions, unless otherwise specified | Vacation Ownership NYC Property [Member] | Mortgage Note - SPE [Member] | Mortgage Note - SPE [Member] | Mortgage Note - SPE [Member] | Mandatorily Redeemable Equity - SPE [Member] | Mandatorily Redeemable Equity - SPE [Member] | Mandatorily Redeemable Equity - SPE [Member] | |||||
Vacation Ownership NYC Property [Member] | Vacation Ownership NYC Property [Member] | Vacation Ownership NYC Property [Member] | Vacation Ownership NYC Property [Member] | |||||||||
Variable Interest Entity [Line Items] | ||||||||||||
Cash | $269 | $195 | $232 | $142 | $4 | |||||||
Property and equipment, net | 1,513 | 1,292 | 112 | |||||||||
Total assets | 9,666 | 9,463 | 116 | |||||||||
Other current liabilities | 663 | 675 | 1 | |||||||||
Long-term Debt | 107 | [1] | ||||||||||
Total liabilities | 7,984 | 7,532 | 108 | |||||||||
SPE assets in excess of SPE liabilities | 416 | 578 | 8 | |||||||||
Debt Instrument, Face Amount | 115 | 99 | 115 | 9 | 8 | 9 | ||||||
Current portion of long-term debt | $55 | $326 | $30 | |||||||||
[1] | Includes $99 million and $8 million of a four-year mortgage note and mandatorily redeemable equity, respectively, of which $30 million is included in current portion of long-term debt on the Consolidated Balance Sheet. |
Fair_Value_Summary_Of_Assets_A
Fair Value (Summary Of Assets And Liabilities Measured At Fair Value On Recurring Basis) (Details) (Recurring Basis [Member], USD $) | Sep. 30, 2013 | Dec. 31, 2012 | ||
In Millions, unless otherwise specified | ||||
Summary Of Assets And Liabilities Measured At Fair Value On Recurring Basis [Line Items] | ||||
Derivative assets included in other current assets | $5 | $1 | ||
Derivative assets included in other non-current assets | 2 | 2 | ||
Derivative liabilities included in other current liabilities | 1 | 1 | ||
Derivative liabilities included in other non-current liabilities | 2 | 3 | ||
Fair Value [Member] | ||||
Summary Of Assets And Liabilities Measured At Fair Value On Recurring Basis [Line Items] | ||||
Total assets | 13 | 9 | ||
Total liabilities | 3 | 4 | ||
Fair Value [Member] | Interest Rate Contracts [Member] | ||||
Summary Of Assets And Liabilities Measured At Fair Value On Recurring Basis [Line Items] | ||||
Derivative assets, fair value | 3 | [1] | 2 | [1] |
Derivative liabilities, fair value | 2 | [2] | 3 | [2] |
Fair Value [Member] | Foreign Exchange Contracts [Member] | ||||
Summary Of Assets And Liabilities Measured At Fair Value On Recurring Basis [Line Items] | ||||
Derivative assets, fair value | 4 | [1] | 1 | [1] |
Derivative liabilities, fair value | 1 | [2] | 1 | [2] |
Fair Value [Member] | Securities Available-For-Sale [Member] | ||||
Summary Of Assets And Liabilities Measured At Fair Value On Recurring Basis [Line Items] | ||||
Securities available-for-sale | 6 | [3] | 6 | [3] |
Level 2 [Member] | ||||
Summary Of Assets And Liabilities Measured At Fair Value On Recurring Basis [Line Items] | ||||
Total assets | 7 | 3 | ||
Total liabilities | 3 | 4 | ||
Level 2 [Member] | Interest Rate Contracts [Member] | ||||
Summary Of Assets And Liabilities Measured At Fair Value On Recurring Basis [Line Items] | ||||
Derivative assets, fair value | 3 | [1] | 2 | [1] |
Derivative liabilities, fair value | 2 | [2] | 3 | [2] |
Level 2 [Member] | Foreign Exchange Contracts [Member] | ||||
Summary Of Assets And Liabilities Measured At Fair Value On Recurring Basis [Line Items] | ||||
Derivative assets, fair value | 4 | [1] | 1 | [1] |
Derivative liabilities, fair value | 1 | [2] | 1 | [2] |
Level 2 [Member] | Securities Available-For-Sale [Member] | ||||
Summary Of Assets And Liabilities Measured At Fair Value On Recurring Basis [Line Items] | ||||
Securities available-for-sale | [3] | [3] | ||
Level 3 [Member] | ||||
Summary Of Assets And Liabilities Measured At Fair Value On Recurring Basis [Line Items] | ||||
Total assets | 6 | 6 | ||
Total liabilities | 0 | 0 | ||
Level 3 [Member] | Interest Rate Contracts [Member] | ||||
Summary Of Assets And Liabilities Measured At Fair Value On Recurring Basis [Line Items] | ||||
Derivative assets, fair value | [1] | [1] | ||
Derivative liabilities, fair value | [2] | [2] | ||
Level 3 [Member] | Foreign Exchange Contracts [Member] | ||||
Summary Of Assets And Liabilities Measured At Fair Value On Recurring Basis [Line Items] | ||||
Derivative assets, fair value | [1] | [1] | ||
Derivative liabilities, fair value | [2] | [2] | ||
Level 3 [Member] | Securities Available-For-Sale [Member] | ||||
Summary Of Assets And Liabilities Measured At Fair Value On Recurring Basis [Line Items] | ||||
Securities available-for-sale | $6 | [3] | $6 | [3] |
[1] | Included in other current assets ($5 million and $1 million as of SeptemberB 30, 2013 and DecemberB 31, 2012, respectively) and other non-current assets ($2 million as of both SeptemberB 30, 2013 and DecemberB 31, 2012) on the Consolidated Balance Sheets; carrying value is equal to estimated fair value. | |||
[2] | Included in accrued expenses and other current liabilities ($1 million as of both SeptemberB 30, 2013 and DecemberB 31, 2012) and other non-current liabilities ($2 million and $3 million as of SeptemberB 30, 2013 and DecemberB 31, 2012, respectively) on the Consolidated Balance Sheets; carrying value is equal to estimated fair value. | |||
[3] | Included in other non-current assets on the Consolidated Balance Sheets; carrying value is equal to estimated fair value. |
Fair_Value_Carrying_Amounts_An
Fair Value (Carrying Amounts And Estimated Fair Values Of Financial Instruments) (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Millions, unless otherwise specified | ||
Fair Value Disclosures [Abstract] | ||
Vacation ownership contract receivables, net, Carrying Amount | $2,755 | $2,889 |
Vacation ownership contract receivables, net, Estimated Fair Value | 3,326 | 3,391 |
Total debt, Carrying Amount | 4,831 | 4,562 |
Total debt, Estimated Fair Value | $4,898 | $4,811 |
Derivative_Instruments_And_Hed1
Derivative Instruments And Hedging Activities Derivative Instruments and Hedging Activities (Narrative) (Details) (USD $) | 3 Months Ended | 9 Months Ended |
In Millions, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2013 |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||
Derivative, Gain (Loss) on Derivative, Net | $8 | $6 |
Income_Taxes_Details
Income Taxes (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Millions, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Current Income Tax Expense (Benefit), Continuing Operations [Abstract] | ||||
Effective Income Tax Rate Reconciliation, Percent | 36.80% | 37.90% | 36.70% | 37.00% |
Income taxes payments, net of refunds | $134 | $105 |
Commitments_And_Contingencies_
Commitments And Contingencies (Narrative) (Details) (USD $) | 3 Months Ended | 9 Months Ended | |
In Millions, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2013 | Dec. 31, 2012 |
Loss Contingencies [Line Items] | |||
Litigation reserves | $32 | $32 | $42 |
Loss Contingency, Range of Possible Loss, Portion Not Accrued | 13 | 13 | |
Amortization Expense, Contingent Asset | 1 | 2 | |
Guarantor Obligation Recourse Receivable | 18 | 18 | 5 |
Long-term Purchase Commitment, Amount | 309 | ||
Percentage of Cendant's contingent and other corporate liabilities and associated costs | 37.50% | ||
Minimum [Member] | |||
Loss Contingencies [Line Items] | |||
Guarantor Obilgations, Term | 7 years | ||
Maximum [Member] | |||
Loss Contingencies [Line Items] | |||
Guarantor Obilgations, Term | 10 years | ||
Wyndham Hotels And Resorts [Member] | |||
Loss Contingencies [Line Items] | |||
Loss Contingency, Combined Annual Cap | 39 | 39 | |
Guarantor Obligations, Current Carrying Value | 39 | 39 | |
Guarantor Offsetting Asset, Carrying Value | 44 | 44 | |
Wyndham Hotels And Resorts [Member] | Maximum [Member] | |||
Loss Contingencies [Line Items] | |||
Loss Contingency, Range of Possible Loss, Maximum | 136 | 136 | |
Other Non Current Liabilities [Member] | Wyndham Hotels And Resorts [Member] | |||
Loss Contingencies [Line Items] | |||
Guarantor Obligations, Current Carrying Value | 36 | 36 | |
Accrued Liabilities [Member] | Wyndham Hotels And Resorts [Member] | |||
Loss Contingencies [Line Items] | |||
Guarantor Obligations, Current Carrying Value | 3 | 3 | |
Non Current Assets [Member] | Wyndham Hotels And Resorts [Member] | |||
Loss Contingencies [Line Items] | |||
Guarantor Offsetting Asset, Carrying Value | 40 | 40 | |
Other Current Assets [Member] | Wyndham Hotels And Resorts [Member] | |||
Loss Contingencies [Line Items] | |||
Guarantor Offsetting Asset, Carrying Value | $4 | $4 |
Accumulated_Other_Comprehensiv2
Accumulated Other Comprehensive Income (Components Of Accumulated Other Comprehensive Income) (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Millions, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Accumulated Other Comprehensive Income, Before Tax | ||||
Beginning, Foreign Currency Translation Adjustments | $137 | |||
Period Change, Foreign Currency Transaction Adjustments | -28 | |||
Ending, Foreign Currency Translation Adjustments | 109 | 109 | ||
Beginning, Unrealized Gains/(Losses) on Cash Flow Hedges | -9 | |||
Period Change, Unrealized Gains/(Losses) on Cash Flow Hedges | 2 | |||
Ending, Unrealized Gains/(Losses) on Cash Flow Hedges | -7 | -7 | ||
Beginning, Defined Benefit Pension Plans | -8 | |||
Period Change, Defined Benefit Pension Plans | 0 | |||
Ending, Defined Benefit Pension Plans | -8 | -8 | ||
Beginning, Accumulated Other Comprehensive Income | 120 | |||
Period Change, Accumulated Other Comprehensive Income | -26 | |||
Ending, Accumulated Other Comprehensive Income | 94 | 94 | ||
Accumulated Other Comprehensive Income, Tax | ||||
Beginning, Foreign Currency Translation Adjustments | 25 | |||
Other Comprehensive Income (Loss), Foreign Currency Translation Adjustment, Tax | 0 | |||
Ending, Foreign Currency Translation Adjustments | 25 | 25 | ||
Beginning, Unrealized Gains/(Losses) on Cash Flow Hedges | 4 | |||
Period Change, Unrealized Gains/(Losses) on Cash Flow Hedges | -1 | |||
Ending, Unrealized Gains/(Losses) on Cash Flow Hedges | 3 | 3 | ||
Beginning, Defined Benefit Pension Plans | 2 | |||
Period Change, Defined Benefit Pension Plans | 0 | |||
Ending, Defined Benefit Pension Plans | 2 | 2 | ||
Beginning, Accumulated Other Comprehensive Income | 31 | |||
Period Change, Accumulated Other Comprehensive Income | -1 | |||
Ending, Accumulated Other Comprehensive Income | 30 | 30 | ||
Accumulated Other Comprehensive Income, Net Of Tax | ||||
Beginning, Foreign Currency Translation Adjustments | 162 | |||
Period Change, Foreign Currency Transaction and Translation Adjustments | -39 | -19 | 28 | -12 |
Ending, Foreign Currency Translation Adjustments | 134 | 134 | ||
Beginning, Unrealized Gains/(Losses) on Cash Flow Hedges | -5 | |||
Period Change, Unrealized Gains/(Losses) on Cash Flow Hedges | 1 | -1 | -1 | -4 |
Ending, Unrealized Gains/(Losses) on Cash Flow Hedges | -4 | -4 | ||
Beginning, Defined Benefit Pension Plans | -6 | |||
Period Change, Defined Benefit Pension Plans | 0 | |||
Ending, Defined Benefit Pension Plans | -6 | -6 | ||
Beginning, Accumulated Other Comprehensive Income | 151 | |||
Period Change, Accuumulated Other Comphrensive Income | 38 | 20 | -27 | 16 |
Ending, Accumulated Other Comprehensive Income | $124 | $124 |
StockBased_Compensation_Narrat
Stock-Based Compensation (Narrative) (Details) (USD $) | 0 Months Ended | 3 Months Ended | 9 Months Ended | ||
In Millions, except Share data, unless otherwise specified | Mar. 01, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Maximum shares of common stock to be awarded | 36,700,000 | 36,700,000 | |||
Remaining shares available | 16,600,000 | 16,600,000 | |||
Vesting terms, in years | 4 years | ||||
Share-based Compensation | $13 | $10 | $38 | $31 | |
Employee Service Share-based Compensation, Tax Benefit from Compensation Expense | 5 | 4 | 15 | 12 | |
Employee service share-based compensation, APIC pool balance | 75 | ||||
Payment of taxes for net share settlement | 26 | 44 | |||
Restricted Stock Units (RSUs) [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Approved grants of incentive equity awards | 54 | ||||
Unrecognized compensation expense | 93 | 93 | |||
Excess tax benefits available to absorb tax deficiencies | 13 | ||||
Performance Stock [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Approved grants of incentive equity awards | 14 | ||||
Converted stock options outstanding | 828,000 | 828,000 | |||
Unrecognized compensation expense | $20 | $20 |
StockBased_Compensation_Incent
Stock-Based Compensation (Incentive Equity Awards Granted By The Company) (Details) (USD $) | 9 Months Ended | ||
In Millions, except Per Share data, unless otherwise specified | Sep. 30, 2013 | Mar. 01, 2013 | |
Restricted Stock Units (RSUs) [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested [Roll Forward] | |||
Number of Units, Beginning Balance | 3.1 | ||
Number of Units, Granted | 0.9 | [1] | |
Number of Units, Vested/exercised | -1.1 | ||
Number of Units, Cancelled | -0.2 | ||
Number of Units, Ending Balance | 2.7 | [2],[3] | |
Weighted Average Grant Price, Beginning Balance | $32.41 | ||
Weighted Average Grant Price, Granted | $60.24 | ||
Weighted Average Grant Price, Vested/exercised | $28.31 | ||
Weighted Average Exercise Price, Cancelled | $41.39 | ||
Weighted Average Grant Price, Ending Balance | $42.97 | [2] | |
Unrecognized compensation expense | $93 | ||
Incentive equity awards vesting ratably over a period, in years | 2 years 8 months | ||
Shares outstanding, expected to vest | 2.6 | ||
Stock Settled Stock Appreciation Rights [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested [Roll Forward] | |||
Number of Units, Beginning Balance | 1.1 | ||
Number of Units, Granted | 0.1 | [1] | |
Number of Units, Vested/exercised | 0 | ||
Number of Units, Ending Balance | 1.2 | [2],[4] | |
Weighted Average Grant Price, Beginning Balance | $19.93 | ||
Weighted Average Grant Price, Ending Balance | $19.93 | ||
Weighted Average Exercise Price, Beginning Balance | $17.13 | ||
Weighted Average Exercise Price, Granted | $60.24 | ||
Weighted Average Exercise Price, Vested/exercised | $0 | ||
Weighted Average Exercise Price, Ending Balance | $20.24 | [2] | |
Shares outstanding, expected to vest | 1 | ||
Shares, intrinsic value | $50 | ||
Weighted average remaining contractual life, years | 1 year 11 months | ||
[1] | Primarily represents awards granted by the Company on February 28, 2013. | ||
[2] | Aggregate unrecognized compensation expense related to RSUs and SSARs was $93 million as of SeptemberB 30, 2013, which is expected to be recognized over a weighted average period of 2.7 years. | ||
[3] | Approximately 2.6 million RSUs outstanding as of SeptemberB 30, 2013 are expected to vest over time. | ||
[4] | Approximately 1 million SSARs are exercisable as of SeptemberB 30, 2013. The Company assumes that all unvested SSARs are expected to vest over time. SSARs outstanding as of SeptemberB 30, 2013 had an intrinsic value of $50 million and have a weighted average remaining contractual life of 1.9 years. |
StockBased_Compensation_Weight
Stock-Based Compensation (Weighted Average Grant Date Fair Value Assumptions) (Details) (Stock Settled Stock Appreciation Rights [Member], USD $) | 0 Months Ended |
Mar. 01, 2013 | |
Stock Settled Stock Appreciation Rights [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Grant date fair value | $19.93 |
Grant date strike price | $60.24 |
Expected volatility | 44.56% |
Expected life (years) | 5 years |
Risk free interest rate | 0.80% |
Projected dividend yield | 1.93% |
Segment_Information_Summary_Of
Segment Information (Summary Of Segment Information) (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||||||
In Millions, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | ||||
Segment Information [Line Items] | ||||||||
Net revenues | $1,427 | $1,265 | $3,814 | $3,440 | ||||
EBITDA | 379 | 333 | 910 | 841 | ||||
Depreciation and amortization | 54 | 45 | 160 | 136 | ||||
Interest expense | 31 | 32 | 97 | 98 | ||||
Early extinguishment of debt | 0 | 2 | 111 | 108 | ||||
Interest income | -2 | -2 | -6 | -7 | ||||
Income before income taxes | 296 | 256 | 548 | 506 | ||||
Provision for income taxes | 109 | 97 | 201 | 187 | ||||
Net income | 187 | 159 | 347 | 319 | ||||
Net (income)/loss attributable to noncontrolling interest | 0 | 0 | -1 | 1 | ||||
Net income attributable to Wyndham shareholders | 187 | 159 | 346 | 320 | ||||
Lodging [Member] | ||||||||
Segment Information [Line Items] | ||||||||
Net revenues | 297 | [1],[2] | 249 | [1] | 782 | [3],[4] | 667 | [3] |
EBITDA | 95 | 86 | 232 | 210 | ||||
Segment reporting information, intersegment revenue | 11 | 9 | 29 | 26 | ||||
Management fees revenue | 3 | 4 | ||||||
Vacation Exchange And Rentals [Member] | ||||||||
Segment Information [Line Items] | ||||||||
Net revenues | 470 | 420 | 1,220 | 1,129 | ||||
EBITDA | 141 | 123 | 320 | 300 | ||||
Vacation Ownership [Member] | ||||||||
Segment Information [Line Items] | ||||||||
Net revenues | 677 | 608 | 1,856 | 1,679 | ||||
EBITDA | 176 | 154 | 447 | 407 | ||||
Total Reportable Segments [Member] | ||||||||
Segment Information [Line Items] | ||||||||
Net revenues | 1,444 | 1,277 | 3,858 | 3,475 | ||||
EBITDA | 412 | 363 | 999 | 917 | ||||
Corporate And Other [Member] | ||||||||
Segment Information [Line Items] | ||||||||
Net revenues | -17 | [5] | -12 | [5] | -44 | [5] | -35 | [5] |
EBITDA | ($33) | [5] | ($30) | [5] | ($89) | [5] | ($76) | [5] |
[1] | Includes $11 million and $9 million of inter-segment trademark fees during 2013 and 2012, respectively, which is offset in expenses primarily at the Company's Vacation Ownership segment and are eliminated in Corporate and Other. | |||||||
[2] | Includes $3 million of hotel management reimbursable revenues which are charged to the Company's Vacation Ownership segment and are eliminated in Corporate and Other. | |||||||
[3] | Includes $29 million and $26 million of inter-segment trademark fees during 2013 and 2012, respectively, which is offset in expenses primarily at the Company's Vacation Ownership segment and are eliminated in Corporate and Other. | |||||||
[4] | Includes $4 million of hotel management reimbursable revenues which are charged to the Company's Vacation Ownership segment and are eliminated in Corporate and Other. | |||||||
[5] | Includes the elimination of transactions between segments. |
Restructuring_Narrative_Detail
Restructuring (Narrative) (Details) (USD $) | 9 Months Ended |
In Millions, unless otherwise specified | Sep. 30, 2013 |
Restructuring [Line Items] | |
Restructuring Charges | $2 |
Cash payments | -7 |
Facility-Related [Member] | |
Restructuring [Line Items] | |
Restructuring Charges | 3 |
Cash payments | -3 |
Personnel-Related [Member] | |
Restructuring [Line Items] | |
Restructuring Charges | -1 |
Cash payments | -4 |
Restructuring Plan 2012 [Member] | |
Restructuring [Line Items] | |
Restructuring Charges | 3 |
Cash payments | -5 |
Restructuring liability expected to be paid | 3 |
Restructuring expenses under the plan | 9 |
Restructuring Plan 2012 [Member] | Facility-Related [Member] | |
Restructuring [Line Items] | |
Restructuring liability expected to be paid | 2 |
Restructuring Plan 2012 [Member] | Personnel-Related [Member] | |
Restructuring [Line Items] | |
Restructuring Reserve, Reversed | 1 |
Restructuring liability expected to be paid | $1 |
Restructuring_Activity_Related
Restructuring (Activity Related To The Restructuring Costs) (Details) (USD $) | 9 Months Ended |
In Millions, unless otherwise specified | Sep. 30, 2013 |
Restructuring Cost and Reserve [Roll Forward] | |
Liability as of December 31, 2012 | $11 |
Restructuring Charges | 2 |
Cash payments | -7 |
Liability as of September 30, 2013 | 6 |
Facility-Related [Member] | |
Restructuring Cost and Reserve [Roll Forward] | |
Liability as of December 31, 2012 | 5 |
Restructuring Charges | 3 |
Cash payments | -3 |
Liability as of September 30, 2013 | 5 |
Personnel-Related [Member] | |
Restructuring Cost and Reserve [Roll Forward] | |
Liability as of December 31, 2012 | 6 |
Restructuring Charges | -1 |
Cash payments | -4 |
Liability as of September 30, 2013 | $1 |
Separation_Adjustments_And_Tra1
Separation Adjustments And Transactions With Former Parent And Subsidiaries (Narrative) (Details) (USD $) | 9 Months Ended | 12 Months Ended |
In Millions, unless otherwise specified | Sep. 30, 2013 | Dec. 31, 2012 |
Separation Adjustments And Transactions With Former Parent And Subsidiaries [Line Items] | ||
Liabilities assumed | $41 | $41 |
Tax liabilities assumed | 36 | |
Other contingent and corporate liabilities assumed | 2 | |
Guarantee amount over contingent liability assumed | 2 | |
Current due to former Parent and subsidiaries | 22 | 22 |
Long-term due to former Parent and subsidiaries | 17 | 17 |
Other current liabilities | 663 | 675 |
Due from Related Parties, Current | 1 | 2 |
Realogy [Member] | ||
Separation Adjustments And Transactions With Former Parent And Subsidiaries [Line Items] | ||
Responsible liability for separation agreement | 62.50% | |
Cendant [Member] | ||
Separation Adjustments And Transactions With Former Parent And Subsidiaries [Line Items] | ||
Responsible liability for separation agreement | 37.50% | |
Previously sold businesses of Cendant assumed | 1 | |
Standby Letters Of Credit [Member] | Realogy [Member] | ||
Separation Adjustments And Transactions With Former Parent And Subsidiaries [Line Items] | ||
Standby letter of credit | 53 | |
Guarantees [Member] | ||
Separation Adjustments And Transactions With Former Parent And Subsidiaries [Line Items] | ||
Other current liabilities | $2 |