Document And Entity Information
Document And Entity Information | 3 Months Ended |
Mar. 31, 2017shares | |
Document And Entity Information [Abstract] | |
Document Type | 10-Q |
Amendment Flag | false |
Document Period End Date | Mar. 31, 2017 |
Document Fiscal Year Focus | 2,017 |
Document Fiscal Period Focus | Q1 |
Entity Registrant Name | WYNDHAM WORLDWIDE CORP |
Entity Central Index Key | 1,361,658 |
Current Fiscal Year End Date | --12-31 |
Entity Filer Category | Large Accelerated Filer |
Entity Common Stock, Shares Outstanding | 104,353,845 |
Condensed Consolidated Statemen
Condensed Consolidated Statements Of Income (Unaudited) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Net revenues | ||
Service and membership fees | $ 636 | $ 634 |
Vacation ownership interest sales | 351 | 342 |
Franchise fees | 141 | 138 |
Consumer financing | 111 | 107 |
Other | 80 | 82 |
Net revenues | 1,319 | 1,303 |
Expenses | ||
Operating | 601 | 613 |
Cost of vacation ownership interests | 36 | 37 |
Consumer financing interest | 18 | 18 |
Marketing and reservation | 195 | 192 |
General and administrative | 193 | 186 |
Asset impairments | 5 | 0 |
Restructuring | 7 | 0 |
Depreciation and amortization | 63 | 62 |
Total expenses | 1,118 | 1,108 |
Operating income | 201 | 195 |
Other (income)/expense, net | (2) | (10) |
Interest expense | 33 | 33 |
Early extinguishment of debt | 0 | 11 |
Interest income | (2) | (2) |
Income before income taxes | 172 | 163 |
Provision for income taxes | 31 | 67 |
Net income | $ 141 | $ 96 |
Earnings per share | ||
Basic (in dollars per share) | $ 1.34 | $ 0.85 |
Diluted (in dollars per share) | 1.33 | 0.84 |
Cash dividends declared per share (in dollars per share) | $ 0.58 | $ 0.50 |
Condensed Consolidated Stateme3
Condensed Consolidated Statements Of Comprehensive Income (Unaudited) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Net income | ||
Net income | $ 141 | $ 96 |
Other comprehensive income/(loss), net of tax | ||
Foreign currency translation adjustments | 29 | 36 |
Unrealized gains on cash flow hedges | 0 | 1 |
Defined benefit pension plans | 0 | (1) |
Other comprehensive income/(loss), net of tax | 29 | 36 |
Comprehensive income | $ 170 | $ 132 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Millions | Mar. 31, 2017 | Dec. 31, 2016 |
Assets | ||
Cash and cash equivalents | $ 222 | $ 185 |
Trade receivables, net | 842 | 610 |
Vacation ownership contract receivables, net | 260 | 262 |
Inventory | 324 | 315 |
Prepaid expenses | 188 | 144 |
Other current assets | 466 | 296 |
Total current assets | 2,302 | 1,812 |
Long-term vacation ownership contract receivables, net | 2,498 | 2,515 |
Non-current inventory | 1,038 | 1,035 |
Property and equipment, net | 1,360 | 1,340 |
Goodwill | 1,615 | 1,603 |
Trademarks, net | 737 | 734 |
Franchise agreements and other intangibles, net | 386 | 393 |
Other non-current assets | 407 | 387 |
Total assets | 10,343 | 9,819 |
Liabilities and Equity | ||
Securitized vacation ownership debt | 191 | 195 |
Current portion of long-term debt | 40 | 34 |
Accounts payable | 740 | 468 |
Deferred income | 628 | 500 |
Accrued expenses and other current liabilities | 750 | 835 |
Total current liabilities | 2,349 | 2,032 |
Long-term securitized vacation ownership debt | 1,947 | 1,946 |
Long-term debt | 3,535 | 3,337 |
Deferred income taxes | 1,298 | 1,214 |
Deferred income | 199 | 197 |
Other non-current liabilities | 349 | 375 |
Total liabilities | 9,677 | 9,101 |
Commitments and contingencies (Note 11) | ||
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, 218,711,513 issued as of 2017 and 218,198,050 shares in 2016 | 2 | 2 |
Treasury stock, at cost – 114,470,868 shares in 2017 and 112,617,112 shares in 2016 | (5,268) | (5,118) |
Additional paid-in capital | 3,952 | 3,966 |
Retained earnings | 2,060 | 1,977 |
Accumulated other comprehensive loss | (84) | (113) |
Total stockholders’ equity | 662 | 714 |
Noncontrolling interest | 4 | 4 |
Total equity | 666 | 718 |
Total liabilities and equity | $ 10,343 | $ 9,819 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2017 | Dec. 31, 2016 |
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 | 218,711,513 | 218,198,050 |
Treasury Stock, Shares | 114,470,868 | 112,617,112 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements Of Cash Flows (Unaudited) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Operating Activities | ||
Net income | $ 141 | $ 96 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 63 | 62 |
Provision for loan losses | 85 | 63 |
Deferred income taxes | 80 | 41 |
Stock-based compensation | 15 | 14 |
Excess tax benefits from stock-based compensation | 0 | (6) |
Asset impairments | 5 | 0 |
Loss on early extinguishment of debt | 0 | 11 |
Non-cash interest | 6 | 5 |
Net change in assets and liabilities, excluding the impact of acquisitions: | ||
Trade receivables | (229) | (219) |
Vacation ownership contract receivables | (55) | (43) |
Inventory | (32) | (1) |
Prepaid expenses | (43) | (24) |
Other current assets | (122) | (27) |
Accounts payable, accrued expenses and other current liabilities | 196 | 178 |
Deferred income | 122 | 105 |
Other, net | 6 | 6 |
Net cash provided by operating activities | 238 | 261 |
Investing Activities | ||
Property and equipment additions | (35) | (43) |
Net assets acquired, net of cash acquired | (10) | 0 |
Payments of development advance notes | (3) | (2) |
Proceeds from development advance notes | 2 | 0 |
Equity investments and loans | (2) | (6) |
Proceeds from asset sales | 5 | 0 |
Increase in securitization restricted cash | (23) | (22) |
Increase in escrow deposit restricted cash | (26) | (17) |
Other, net | (13) | 0 |
Net cash used in investing activities | (79) | (90) |
Financing Activities | ||
Proceeds from securitized borrowings | 593 | 643 |
Principal payments on securitized borrowings | (596) | (620) |
Proceeds from long-term debt | 544 | 25 |
Principal payments on long-term debt | (579) | (42) |
(Repayments of)/proceeds from commercial paper, net | (206) | 234 |
Proceeds from notes issued and term loan | 694 | 325 |
Repayment/repurchase of notes | (300) | (327) |
Proceeds from vacation ownership inventory arrangements | 0 | 1 |
Repayments of vacation ownership inventory arrangements | (22) | (5) |
Dividends to shareholders | (64) | (60) |
Repurchase of common stock | (147) | (168) |
Excess tax benefits from stock-based compensation | 0 | 6 |
Debt issuance costs | (6) | (7) |
Net share settlement of incentive equity awards | (30) | (30) |
Other, net | 5 | 2 |
Net cash used in financing activities | (124) | (27) |
Effect of changes in exchange rates on cash and cash equivalents | 2 | 3 |
Net increase in cash and cash equivalents | 37 | 147 |
Cash and cash equivalents, beginning of period | 185 | 171 |
Cash and cash equivalents, end of period | $ 222 | $ 318 |
Condensed Consolidated Stateme7
Condensed Consolidated Statements Of Equity (Unaudited) - USD ($) shares in Millions, $ in Millions | Total | Common Stock [Member] | Treasury Stock [Member] | Additional Paid-In Capital [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive (Loss)/Income [Member] | Non-controlling Interest [Member] |
Balance, shares at Dec. 31, 2015 | 114 | ||||||
Balance, value at Dec. 31, 2015 | $ 953 | $ 2 | $ (4,493) | $ 3,923 | $ 1,592 | $ (74) | $ 3 |
Net income | 96 | 96 | |||||
Other comprehensive income | 36 | 36 | |||||
Issuance of shares for RSU vesting | 1 | ||||||
Net share settlement of incentive equity awards | (30) | (30) | |||||
Change in deferred compensation | 14 | 14 | |||||
Repurchase of common stock | (3) | ||||||
Repurchase of common stock, value | (175) | (175) | |||||
Changes in excess tax benefit on equity awards | 6 | 6 | |||||
Dividends | (60) | 60 | |||||
Balance, shares at Mar. 31, 2016 | 112 | ||||||
Balance, value at Mar. 31, 2016 | 840 | $ 2 | (4,668) | 3,913 | 1,628 | (38) | 3 |
Balance, shares at Dec. 31, 2016 | 106 | ||||||
Balance, value at Dec. 31, 2016 | 718 | $ 2 | (5,118) | 3,966 | 1,977 | (113) | 4 |
Net income | 141 | 141 | |||||
Other comprehensive income | 29 | 29 | |||||
Net share settlement of incentive equity awards | (30) | (30) | |||||
Change in deferred compensation | 15 | 15 | |||||
Change in deferred compensation for Board of Directors | 1 | 1 | |||||
Repurchase of common stock | (2) | ||||||
Repurchase of common stock, value | (150) | (150) | |||||
Dividends | (58) | (58) | |||||
Balance, shares at Mar. 31, 2017 | 104 | ||||||
Balance, value at Mar. 31, 2017 | $ 666 | $ 2 | $ (5,268) | $ 3,952 | $ 2,060 | $ (84) | $ 4 |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Mar. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [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 Condensed 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 Condensed 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 Condensed Consolidated Financial Statements. In presenting the Condensed 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 Condensed 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 Condensed Consolidated Financial Statements should be read in conjunction with the Company’s 2016 Consolidated Financial Statements included in its Annual Report filed on Form 10-K with the Securities and Exchange Commission on February 17, 2017 . Business Description The Company operates in the following business segments: • Hotel Group —primarily franchises hotels in the upscale, upper midscale, midscale, economy and extended stay segments and provides hotel management services for full-service and select limited-service hotels. • Destination Network —provides vacation exchange services and products to owners of intervals of vacation ownership interests (“VOIs”) and manages 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 Revenue from Contracts with Customers. In May 2014, the Financial Accounting Standards Board (“FASB”) issued guidance on revenue from contracts with customers. The guidance outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers. The guidance also requires disclosures regarding the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. Entities have the option to apply the new guidance under a retrospective approach to each prior reporting period presented or a modified retrospective approach with the cumulative effect of initially applying the new guidance recognized at the date of initial application within the statement of financial position. The Company currently expects to adopt the new guidance utilizing the full retrospective transition method on its effective date of January 1, 2018. The initial analysis identifying areas that will be impacted by the new guidance is substantially complete, and the Company is currently analyzing the potential impacts to its financial statements and related disclosures. The Company believes the most significant impacts relating to its Hotel Group segment are the accounting for initial fees, upfront costs and marketing and reservations expenses. The Company expects royalty and marketing and reservation fees to remain substantially unchanged. Specifically, under the new guidance, the Company expects initial fees to be recognized ratably over the life of the noncancelable period of the franchise agreement and incremental upfront contract costs to be deferred and expensed over the life of the noncancelable period of the franchise agreement. Marketing and reservations revenues earned in excess of costs incurred will no longer be accrued as a liability for future marketing and reservation costs; marketing or reservation costs incurred in excess of revenues earned will continue to be expensed as incurred. The Company believes the most significant impacts relating to its Destination Network segment are the accounting for vacation rental revenues and other vacation exchange related product fees. Specifically, under the new guidance, the Company expects (i) approximately thirty percent of its vacation rental revenue will no longer be recognized in the period that the rental reservation is booked and, instead, will be recognized over the term of the guest stay and (ii) other vacation exchange related products fees to be deferred and recognized upon the occurrence of a future vacation exchange or other transaction. The Company expects vacation exchange transaction fees to remain substantially unchanged. The Company is continuing to evaluate the potential impacts of this new guidance on its vacation exchange membership fees. The Company expects the recognition of its Vacation Ownership segment revenues to remain substantially unchanged. However, the Company is continuing its assessment specifically on the accounting for collectability of VOI sales revenue based on pending industry clarification which may identify other impacts. The Company expects revenue from certain travel packages utilized to market its VOI products to be presented on a gross basis within other revenues. The Company is continuing to evaluate the potential impacts of this new guidance on its Wyndham Rewards loyalty program as well as its co-branded credit card programs at the Company’s Hotel Group and Destination Network segments. Leases. In February 2016, the FASB issued guidance which requires companies generally to recognize on the balance sheet operating and financing lease liabilities and corresponding right-of-use assets. This guidance is effective for fiscal years beginning after December 15, 2018 and for interim periods within those fiscal years, with early adoption permitted. The Company is currently evaluating the impact of the adoption of this guidance on its financial statements and related disclosures. Financial Instruments - Credit Losses . In June 2016, the FASB issued guidance which amends the guidance on measuring credit losses on financial assets held at amortized cost. The guidance requires the measurement of all expected credit losses for financial assets held at the reporting date based on historical experience, current conditions, and reasonable and supportable forecasts. This guidance is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. The Company is currently evaluating the impact of the adoption of this guidance on its financial statements and related disclosures. Statement of Cash Flows . In August 2016, the FASB issued guidance intended to reduce diversity in practice in how certain transactions are classified in the statement of cash flows. This guidance requires the retrospective transition method and is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years, with early adoption permitted. The Company believes the impact of this new guidance will result in development advance notes and escrow deposits being recorded within operating activities and securitization restricted cash being recorded within financing activities on its Condensed Consolidated Statements of Cash Flows. The following table summarizes the effect of the new guidance: Three Months Ended March 31, Increase/(decrease): 2017 2016 Operating Activities $ (27 ) $ (19 ) Investing Activities 50 41 Financing Activities (23 ) (22 ) Intra-Entity Transfers of Assets Other Than Inventory . In October 2016, the FASB issued guidance which requires companies to recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. This guidance requires the modified retrospective approach and is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years, with early adoption permitted. The Company is currently evaluating the impact of the adoption of this guidance on its financial statements and related disclosures. Restricted Cash . In November 2016, the FASB issued guidance which requires amounts generally described as restricted cash and cash equivalents be included with cash and cash equivalents when reconciling the total beginning and ending amounts for the periods shown on the statement of cash flows. This guidance is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years, with early adoption permitted. The Company will adopt this new guidance on January 1, 2018, using a retrospective transition method. As such, restricted cash of $207 million and $149 million , as of March 31, 2017 and December 31, 2016, respectively, will be included within the beginning and ending cash and cash equivalents amounts on the Company’s Condensed Consolidated Statements of Cash Flows. Clarifying the Definition of a Business . In January 2017, the FASB issued guidance clarifying the definition of a business, which assists entities when evaluating whether transactions should be accounted for as acquisitions of businesses or assets. This guidance is effective on a prospective basis for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. The Company is currently evaluating the impact of the adoption of this guidance on its financial statements and related disclosures. Simplifying the Test for Goodwill Impairment . In January 2017, the FASB issued guidance which simplifies the current two-step goodwill impairment test by eliminating Step 2 of the test. The guidance requires a one-step impairment test in which an entity compares the fair value of a reporting unit with its carrying amount and recognizes an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value, if any. This guidance is effective for fiscal years beginning after December 15, 2019 and interim periods within those fiscal years, and should be applied on a prospective basis. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. The Company is currently evaluating the impact of the adoption of this guidance on its financial statements and related disclosures. Recently Adopted Accounting Pronouncements Simplifying the Measurement of Inventory. In July 2015, the FASB issued guidance related to simplifying the measurement of inventory. This guidance requires an entity to measure inventory at the lower of cost or net realizable value, which consists of the estimated selling prices in the ordinary course of business, less reasonably predictable cost of completion, disposal, and transportation. This guidance is effective prospectively for fiscal years beginning after December 15, 2016 and for interim periods within those fiscal years, with early adoption permitted. The Company adopted the guidance on January 1, 2017, as required. There was no material impact on its financial statements and related disclosures. Compensation - Stock Compensation. In March 2016, the FASB issued guidance which is intended to simplify several aspects of the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. This guidance is effective for fiscal years beginning after December 15, 2016 and for interim periods within those fiscal years, with early adoption permitted. The Company adopted the guidance on January 1, 2017, as required. The Company elected to use the prospective transition method and as such, the excess tax benefits from stock-based compensation was presented as part of operating activities within its current period Condensed Consolidated Statement of Cash Flows. In addition, the excess tax benefit of $4 million has been recognized within the provision for income taxes on the current period Condensed Consolidated Statement of Income. |
Earnings Per Share
Earnings Per Share | 3 Months Ended |
Mar. 31, 2017 | |
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 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 March 31, 2017 2016 Net income $ 141 $ 96 Basic weighted average shares outstanding 105 113 Stock-settled appreciation rights (“SSARs”), RSUs (a) and PSUs (b) 1 1 Diluted weighted average shares outstanding 106 114 Earnings per share: Basic $ 1.34 $ 0.85 Diluted 1.33 0.84 Dividends: Aggregate dividends paid to shareholders $ 64 $ 60 (a) Excludes 0.5 million and 1.0 million of restricted stock units (“RSUs”) for the three months ended March 31, 2017 and 2016 , respectively, that would have been anti-dilutive to EPS. Includes unvested dilutive RSUs which are subject to future forfeiture. (b) Excludes 0.4 million and 0.6 million performance vested restricted stock units (“PSUs”) for the three months ended March 31, 2017 and 2016 , respectively, as the Company has not met the required performance metrics. 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, 2016 88.1 $ 4,337 $ 49.22 For the three months ended March 31, 2017 1.9 150 80.93 As of March 31, 2017 90.0 $ 4,487 49.88 The Company had $591 million of remaining availability under its program as of March 31, 2017 . |
Acquisitions
Acquisitions | 3 Months Ended |
Mar. 31, 2017 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions Assets acquired and liabilities assumed in business combinations were recorded on the Condensed 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 Condensed 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 Condensed Consolidated Statements of Income as expenses. During the first quarter of 2017, the Company completed two acquisitions at its Destination Network segment for $10 million , net of cash acquired and $1 million of contingent consideration The preliminary purchase price allocations resulted primarily in the recognition of (i) $13 million of other assets, (ii) $4 million of goodwill, none of which is expected to be deductible for tax purposes, (iii) $3 million of trademarks, (iv) $3 million of definite-lived intangible assets with a weighted average life of 6 years and (v) $12 million of liabilities. These acquisitions were not material to the Company’s results of operations, financial position or cash flows. |
Vacation Ownership Contract Rec
Vacation Ownership Contract Receivables | 3 Months Ended |
Mar. 31, 2017 | |
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: March 31, December 31, Current vacation ownership contract receivables: Securitized $ 229 $ 235 Non-securitized 88 84 Current vacation ownership receivables, gross 317 319 Less: Allowance for loan losses 57 57 Current vacation ownership contract receivables, net $ 260 $ 262 Long-term vacation ownership contract receivables: Securitized $ 2,220 $ 2,254 Non-securitized 840 825 Long-term vacation ownership receivables, gross 3,060 3,079 Less: Allowance for loan losses 562 564 Long-term vacation ownership contract receivables, net $ 2,498 $ 2,515 The Company’s securitized vacation ownership contract receivables generated interest income of $82 million during both the three months ended March 31, 2017 and 2016 . Such interest income is included within consumer financing on the Condensed 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 Condensed Consolidated Balance Sheets. During the three months ended March 31, 2017 and 2016 , the Company originated vacation ownership contract receivables of $280 million and $245 million , respectively, and received principal collections of $225 million and $202 million , respectively. The weighted average interest rate on outstanding vacation ownership contract receivables was 13.9% as of both March 31, 2017 and December 31, 2016 . 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, 2016 $ 621 Provision for loan losses 85 Contract receivables write-offs, net (87 ) Allowance for loan losses as of March 31, 2017 $ 619 Amount Allowance for loan losses as of December 31, 2015 $ 581 Provision for loan losses 63 Contract receivables write-offs, net (75 ) Allowance for loan losses as of March 31, 2016 $ 569 In accordance with the guidance for accounting for real estate time-sharing transactions, the Company recorded a provision for loan losses of $85 million and $63 million as a reduction of net revenues during the three months ended March 31, 2017 and 2016 , 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 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 March 31, 2017 700+ 600-699 <600 No Score Asia Pacific Total Current $ 1,709 $ 996 $ 167 $ 123 $ 247 $ 3,242 31 - 60 days 15 24 14 4 2 59 61 - 90 days 10 16 11 3 1 41 91 - 120 days 7 13 11 3 1 35 Total $ 1,741 $ 1,049 $ 203 $ 133 $ 251 $ 3,377 As of December 31, 2016 700+ 600-699 <600 No Score Asia Pacific Total Current $ 1,733 $ 1,010 $ 149 $ 120 $ 232 $ 3,244 31 - 60 days 19 32 17 4 2 74 61 - 90 days 11 16 11 3 1 42 91 - 120 days 8 14 13 2 1 38 Total $ 1,771 $ 1,072 $ 190 $ 129 $ 236 $ 3,398 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 | 3 Months Ended |
Mar. 31, 2017 | |
Inventory Disclosure [Abstract] | |
Inventory | Inventory Inventory consisted of: March 31, December 31, Land held for VOI development $ 146 $ 146 VOI construction in process 35 59 Inventory sold subject to conditional repurchase 112 163 Completed VOI inventory 752 667 Estimated VOI recoveries 257 256 Destination network vacation credits and other 60 59 Total inventory 1,362 1,350 Less: Current portion (*) 324 315 Non-current inventory $ 1,038 $ 1,035 (*) Represents inventory that the Company expects to sell within the next 12 months. During the three months ended March 31, 2017 and 2016 , the Company transferred $17 million and $6 million , respectively, from property and equipment to VOI inventory. In addition to the inventory obligations listed below, the Company had $7 million and $8 million of inventory accruals as of March 31, 2017 and December 31, 2016 , respectively, included within accounts payable on the Condensed Consolidated Balance Sheets. Inventory Sale Transactions During 2015 and 2016, the Company sold real property located in St. Thomas, U.S. Virgin Islands (“St. Thomas”) to a third-party developer, consisting of vacation ownership inventory. During 2013, the Company sold real property located in Las Vegas, Nevada and Avon, Colorado to a third-party developer, consisting of vacation ownership inventory and property and equipment. The Company recognized no gain or loss on these sales transactions. In accordance with the agreements with the third-party developers, the Company has conditional rights and conditional obligations to repurchase the completed properties from the developers subject to the properties conforming to the Company's vacation ownership resort standards and provided that the third-party developers have not sold the properties to another party. Under the sale of real estate accounting guidance, the conditional rights and obligations of the Company constitute continuing involvement and thus the Company was unable to account for these transactions as a sale. During 2014 , the Company acquired the property located in Avon, Colorado from the third-party developer. In connection with this acquisition, the Company had an outstanding obligation of $21 million as of March 31, 2017 , of which $11 million was included within accrued expenses and other current liabilities and $10 million was included within other non-current liabilities on the Condensed Consolidated Balance Sheet. During the three months ended March 31, 2017, the Company paid $11 million to the third-party developer, of which $9 million was for vacation ownership inventory and $2 million was to satisfy a portion of its inventory obligation. As of December 31, 2016 , the Company had an outstanding obligation of $32 million , of which $11 million was included within accrued expenses and other current liabilities and $21 million was included within other non-current liabilities on the Condensed Consolidated Balance Sheet. In connection with the Las Vegas, Nevada and St. Thomas properties, the Company had outstanding obligations of $112 million as of March 31, 2017 , of which $40 million was included within accrued expenses and other current liabilities and $72 million was included within other non-current liabilities on the Condensed Consolidated Balance Sheet. During the three months ended March 31, 2017 , the Company paid $54 million to the third-party developer, of which $32 million was for vacation ownership inventory located in Las Vegas, Nevada and St. Thomas, $20 million was for its obligation under the vacation ownership inventory arrangements and $2 million was for accrued interest. As of December 31, 2016 , the Company had an outstanding obligation related to the Las Vegas, Nevada and St. Thomas properties of $166 million , of which $74 million was included within accrued expenses and other current liabilities and $92 million was included within other non-current liabilities on the Condensed Consolidated Balance Sheet. The Company has guaranteed to repurchase the completed properties located in Las Vegas, Nevada and St. Thomas from the third-party developers subject to the properties meeting the Company’s vacation ownership resort standards and provided that the third-party developers have not sold the properties to another party. The maximum potential future payments that the Company could be required to make under these commitments was $238 million as of March 31, 2017 . |
Long-Term Debt And Borrowing Ar
Long-Term Debt And Borrowing Arrangements | 3 Months Ended |
Mar. 31, 2017 | |
Debt Disclosure [Abstract] | |
Long-Term Debt And Borrowing Arrangements | Long-Term Debt and Borrowing Arrangements The Company’s indebtedness consisted of: March 31, December 31, Securitized vacation ownership debt : (a) Term notes (b) $ 1,902 $ 1,857 Bank conduit facility (due August 2018) 236 284 Total securitized vacation ownership debt 2,138 2,141 Less: Current portion of securitized vacation ownership debt 191 195 Long-term securitized vacation ownership debt $ 1,947 $ 1,946 Long-term debt : (c) Revolving credit facility (due July 2020) $ 8 $ 14 Commercial paper 221 427 Term loan (due March 2021) 324 323 $300 million 2.95% senior unsecured notes (due March 2017) — 300 $14 million 5.75% senior unsecured notes (due February 2018) 14 14 $450 million 2.50% senior unsecured notes (due March 2018) 449 449 $40 million 7.375% senior unsecured notes (due March 2020) 40 40 $250 million 5.625% senior unsecured notes (due March 2021) 248 248 $650 million 4.25% senior unsecured notes (due March 2022) (d) 648 648 $400 million 3.90% senior unsecured notes (due March 2023) (e) 406 407 $300 million 4.15% senior unsecured notes (due April 2024) 297 — $350 million 5.10% senior unsecured notes (due October 2025) (f) 339 338 $400 million 4.50% senior unsecured notes (due April 2027) (g) 396 — Capital leases 141 143 Other 44 20 Total long-term debt 3,575 3,371 Less: Current portion of long-term debt 40 34 Long-term debt $ 3,535 $ 3,337 (a) Represents non-recourse debt that is securitized through bankruptcy-remote special purpose entities (“SPEs”), the creditors of which have no recourse to the Company for principal and interest. These outstanding borrowings (which legally are not liabilities of the Company) are collateralized by $2,582 million and $2,601 million of underlying gross vacation ownership contract receivables and related assets (which legally are not assets of the Company) as of March 31, 2017 and December 31, 2016 , respectively. (b) The carrying amounts of the term notes are net of debt issuance costs aggregating $25 million and $24 million as of March 31, 2017 and December 31, 2016 , respectively. (c) The carrying amounts of the senior unsecured notes and term loan are net of unamortized discounts of $16 million and $11 million as of March 31, 2017 and December 31, 2016 , respectively. The carrying amounts of the senior unsecured notes and term loan are net of debt issuance costs of $5 million and $4 million as of March 31, 2017 and December 31, 2016 , respectively. (d) Includes $2 million of unamortized gains from the settlement of a derivative as of both March 31, 2017 and December 31, 2016 . (e) Includes $9 million of unamortized gains from the settlement of a derivative as of both March 31, 2017 and December 31, 2016 . (f) Includes $9 million of unamortized losses from the settlement of a derivative as of both March 31, 2017 and December 31, 2016 . (g) Includes a $1 million increase in the carrying value resulting from a fair value hedge derivative as of March 31, 2017 . Long-Term Debt The Company’s $14 million 5.75% senior unsecured notes due February 2018 and $450 million 2.5% senior unsecured notes due in March 2018 are classified as long-term as the Company has the intent to refinance such debt on a long-term basis and the ability to do so with available capacity under its revolving credit facility. Debt Issuances Sierra Timeshare 2017-1 Receivables Funding, LLC. During March 2017, the Company closed a series of term notes payable, Sierra Timeshare 2017-1 Receivables Funding, LLC, with an initial principal amount of $350 million , which are secured by vacation ownership contract receivables and bear interest at a weighted average coupon rate of 2.97% . The advance rate for this transaction was 90% . As of March 31, 2017 , the Company had outstanding borrowings under these term notes of $345 million , net of debt issuance costs. 4.15% Senior Unsecured Notes . During March 2017, the Company issued senior unsecured notes, with face value of $300 million and bearing interest at a rate of 4.15% , for net proceeds of $297 million . The interest on the senior unsecured notes will be subject to adjustments from time to time if there are downgrades to the credit ratings assigned to the notes. Interest began accruing on March 21, 2017 and is payable semi-annually in arrears on April 1 and October 1 of each year, commencing on October 1, 2017. The notes will mature on April 1, 2024 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. 4.50% Senior Unsecured Notes. During March 2017, the Company issued senior unsecured notes, with face value of $400 million and bearing interest at a rate of 4.50% , for net proceeds of $397 million . The interest on the senior unsecured notes will be subject to adjustments from time to time if there are downgrades to the credit ratings assigned to the notes. Interest began accruing on March 21, 2017 and is payable semi-annually in arrears on April 1 and October 1 of each year, commencing on October 1, 2017. The notes will mature on April 1, 2027 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. Other. During 2015, the Company entered into an agreement with a third-party partner whereby the partner would develop and construct VOI inventory through an SPE. The SPE financed the development and construction with a four-year bank mortgage note. During the first quarter of 2017, the third-party partner met certain conditions of the agreement, which resulted in the Company committing to purchase $51 million of VOI inventory loca ted in Clearwater, Florida, from the SPE over a two-year period. Such proceeds from the purchase will be used by the SPE to repay the mortgage notes. The Company is considered to be the primary beneficiary for specified assets and liabilities of the SPE and, therefore, the Company consolidated such assets and liabilities within its financial statements. As of March 31, 2017, the Company’s obligation under the notes was $44 million , with principal and interest payable tri-annually (see Note 7 - Variable Interest Entities for further details). Commercial Paper The Company maintains U.S. and European commercial paper programs with a total capacity of $750 million and $500 million , respectively. As of March 31, 2017 , the Company had outstanding borrowings of $221 million at a weighted average interest rate of 1.51% , all of which were under its U.S. commercial paper program. As of December 31, 2016 , the Company had outstanding borrowings of $427 million at a weighted average interest rate of 1.36% , all of which were under its U.S. commercial paper program. The Company considers outstanding borrowings under its commercial paper programs to be a reduction of available capacity on its revolving credit facility. Fair Value Hedges The Company has pay-variable/receive-fixed interest rate swap agreements (the “Swaps”) on its 4.50% senior unsecured notes with notional amounts of $400 million . The fixed interest rates on these notes were effectively modified to a variable LIBOR-based index. As of March 31, 2017 , the variable interest rates on the notional portion of the 4.50% senior unsecured notes were 3.14% . The aggregate fair value of the Swaps resulted in less than $1 million of assets as of March 31, 2017 . Such assets were included within other non-current assets on the Condensed Consolidated Balance Sheet. During 2013, the Company entered into fixed to variable interest rate swap agreements on its 3.90% and 4.25% senior unsecured notes with notional amounts of $400 million and $100 million , respectively. The fixed interest rates on these notes were effectively modified to a variable LIBOR-based index. During May 2015, the Company terminated the Swaps and received $17 million of cash which was included within other, net in operating activities on the Condensed Consolidated Statement of Cash Flows. The Company had $11 million of deferred gains as of March 31, 2017 and December 31, 2016 , respectively. Such gains were included within long-term debt on the Condensed Consolidated Balance Sheets. Such gains are being recognized as a reduction to interest expense on the Condensed Consolidated Statements of Income over the remaining life of the senior unsecured notes. Maturities and Capacity The Company’s outstanding debt as of March 31, 2017 matures as follows: Securitized Vacation Ownership Debt Long-Term Debt Total Within 1 year $ 191 $ 503 (*) $ 694 Between 1 and 2 years 214 33 247 Between 2 and 3 years 355 54 409 Between 3 and 4 years 205 812 1,017 Between 4 and 5 years 221 659 880 Thereafter 952 1,514 2,466 $ 2,138 $ 3,575 $ 5,713 (*) Includes $463 million of senior unsecured notes that are classified as long-term debt as the Company has the intent to refinance such debt on a long-term basis and the ability to do so with available capacity under its revolving credit facility. 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 vacation ownership contract receivable obligors. As of March 31, 2017 , available capacity under the Company’s borrowing arrangements was as follows: Securitized Bank (a) Revolving Credit Facility Total Capacity $ 650 $ 1,500 Less: Outstanding Borrowings 236 8 Letters of credit — 1 Commercial paper borrowings — 221 (b) Available Capacity $ 414 $ 1,270 (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 programs to be a reduction of the available capacity of its revolving credit facility. Early Extinguishment of Debt During the first quarter of 2016, the Company redeemed the remaining portion of its 6.00% senior unsecured notes for a total of $327 million . As a result, the Company incurred an $11 million loss during the three months ended March 31, 2016 , which is included within early extinguishment of debt on the Condensed Consolidated Statement of Income. Interest Expense During the three months ended March 31, 2017 , the Company incurred non-securitized interest expense of $33 million , which primarily consisted of $34 million of interest on long-term debt, partially offset by $1 million of capitalized interest. Such amounts are included within interest expense on the Condensed Consolidated Statement of Income. Cash paid related to interest on the Company’s non-securitized debt was $52 million during the three months ended March 31, 2017 . During the three months ended March 31, 2016 , the Company incurred non-securitized interest expense of $33 million , which primarily consisted of $34 million of interest on long-term debt, partially offset by $1 million of capitalized interest. Such amounts are included within interest expense on the Condensed Consolidated Statement of Income. Cash paid related to interest on the Company’s non-securitized debt was $53 million during the three months ended March 31, 2016 . Interest expense incurred in connection with the Company’s securitized vacation ownership debt during both the three months ended March 31, 2017 and 2016 was $18 million , and is recorded within consumer financing interest on the Condensed Consolidated Statements of Income. Cash paid related to such interest was $12 million during both the three months ended March 31, 2017 and 2016 . |
Variable Interest Entities
Variable Interest Entities | 3 Months Ended |
Mar. 31, 2017 | |
Variable Interest Entity, Consolidated, Carrying Amount, Assets and Liabilities, Net [Abstract] | |
Variable Interest Entities | Variable Interest Entities In accordance with the applicable accounting guidance for the consolidation of a variable interest entity (“VIE”), 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 its 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 non-recourse debt that is securitized through the SPEs is legally not a liability of the Company and thus, the creditors have no recourse to the Company for principal and interest. The assets and liabilities of these vacation ownership SPEs are as follows: March 31, December 31, Securitized contract receivables, gross (a) $ 2,449 $ 2,489 Securitized restricted cash (b) 113 90 Interest receivables on securitized contract receivables (c) 20 21 Other assets (d) 3 4 Total SPE assets 2,585 2,604 Securitized term notes (e) (f) 1,902 1,857 Securitized conduit facilities (e) 236 284 Other liabilities (g) 2 2 Total SPE liabilities 2,140 2,143 SPE assets in excess of SPE liabilities $ 445 $ 461 (a) Included in current ( $229 million and $235 million as of March 31, 2017 and December 31, 2016 , respectively) and non-current ( $2,220 million and $2,254 million as of March 31, 2017 and December 31, 2016 , respectively) vacation ownership contract receivables on the Condensed Consolidated Balance Sheets. (b) Included in other current assets ( $94 million and $75 million as of March 31, 2017 and December 31, 2016 , respectively) and other non-current assets ( $19 million and $15 million as of March 31, 2017 and December 31, 2016 , respectively) on the Condensed Consolidated Balance Sheets. (c) Included in trade receivables, net on the Condensed Consolidated Balance Sheets. (d) Primarily includes deferred financing costs for the bank conduit facility and a security investment asset, which are included in other non-current assets on the Condensed Consolidated Balance Sheets. (e) Included in current ( $191 million and $195 million as of March 31, 2017 and December 31, 2016 , respectively) and long-term ( $1,947 million and $1,946 million as of March 31, 2017 and December 31, 2016 , respectively) securitized vacation ownership debt on the Condensed Consolidated Balance Sheets. (f) Includes deferred financing costs of $25 million and $24 million as of March 31, 2017 and December 31, 2016 , respectively related to securitized debt. (g) Primarily includes accrued interest on securitized debt, which is included in accrued expenses and other current liabilities on the Condensed 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 $928 million and $909 million as of March 31, 2017 and December 31, 2016 , 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: March 31, December 31, SPE assets in excess of SPE liabilities $ 445 $ 461 Non-securitized contract receivables 928 909 Less: Allowance for loan losses 619 621 Total, net $ 754 $ 749 In addition to restricted cash related to securitizations, the Company had $94 million and $59 million of restricted cash related to escrow deposits as of March 31, 2017 and December 31, 2016 , respectively, which are recorded within other current assets on the Condensed Consolidated Balance Sheets. Midtown 45, NYC Property During 2013, the Company entered into an agreement with a third-party partner whereby the partner acquired the Midtown 45 property in New York City through an SPE. The Company is managing and operating the property for rental purposes while the Company converts it into VOI inventory. The SPE financed the acquisition and planned renovations with a four-year mortgage note and mandatorily redeemable equity provided by related parties of such partner. At the time of the agreement, the Company committed to purchase such VOI inventory from the SPE over a four -year period. Such proceeds from the purchase were used by the SPE to repay the four-year mortgage note and the mandatorily redeemable equity. The Company is considered to be the primary beneficiary of the SPE and therefore, the Company consolidated the SPE within its financial statements. During the first quarter of 2017, the Company made its final purchase of VOI inventory from the SPE. Clearwater, FL Property During 2015, the Company entered into an agreement with a third-party partner whereby the partner would develop and construct VOI inventory through an SPE. During the first quarter of 2017, the third-party partner met certain conditions of the agreement, which resulted in the Company committing to purchase $51 million of VOI inventory from the SPE over a two-year period. Such proceeds from the purchase will be used by the SPE to repay the mortgage notes. The Company is considered to be the primary beneficiary for specified assets and liabilities of the SPE and, therefore, the Company consolidated (non-cash) $51 million of both property and equipment and long-term debt on its Condensed Consolidated Balance Sheet. The assets and liabilities of the Midtown 45, NYC Property and Clearwater, FL Property SPEs are as follows: March 31, December 31, Receivable for leased property and equipment (a) $ — $ 16 Property and equipment, net 44 — Total SPE assets 44 16 Long-term debt (b) 44 17 Total SPE liabilities 44 17 SPE deficit $ — $ (1 ) (a) Represents a receivable for assets leased to the Company which are reported within property and equipment, net on the Company’s Condensed Consolidated Balance Sheet. (b) As of March 31, 2017 , included $44 million relating to a two-year mortgage note, of which $25 million was included in current portion of long-term debt on the Condensed Consolidated Balance Sheet. As of December 31, 2016 , included $15 million relating to a four-year mortgage note due in 2017 and $2 million of mandatorily redeemable equity, both of which are included in current portion of long-term debt on the Condensed Consolidated Balance Sheet. During the three months ended March 31, 2017 and 2016, the SPE conveyed $22 million and $15 million , respectively of property and equipment to the Company. |
Fair Value
Fair Value | 3 Months Ended |
Mar. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value | Fair Value The Company measures its financial assets and liabilities at fair value on a recurring basis and utilizes the fair value hierarchy 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. As of March 31, 2017 , the Company had foreign exchange contracts resulting in $1 million of assets which are included within other current assets and $2 million of liabilities which are included within accrued expenses and other current liabilities on the Condensed Consolidated Balance Sheet. As of December 31, 2016 , the Company had foreign exchange contracts resulting in $1 million of assets which are included within other current assets and $1 million of liabilities which are included within accrued expenses and other current liabilities on the Condensed Consolidated Balance Sheet. On a recurring basis, such assets and liabilities are remeasured at estimated fair value (all of which are Level 2) and thus are equal to the carrying 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: March 31, 2017 December 31, 2016 Carrying Amount Estimated Fair Value Carrying Amount Estimated Fair Value Assets Vacation ownership contract receivables, net $ 2,758 $ 3,331 $ 2,777 $ 3,344 Debt Total debt 5,713 5,810 5,512 5,579 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 Hedg
Derivative Instruments And Hedging Activities | 3 Months Ended |
Mar. 31, 2017 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments And Hedging Activities | Derivative Instruments and Hedging Activities Foreign Currency Risk The Company has foreign currency rate exposure to exchange rate fluctuations worldwide with particular exposure to the British pound, Euro and the Canadian and Australian dollars. The Company uses freestanding foreign currency forward contracts to manage a portion of its exposure to changes in foreign currency exchange rates associated with its foreign currency denominated receivables, payables, forecasted earnings of foreign subsidiaries and intercompany borrowings that are denominated in currencies other than the Company’s underlying functional currency. During the first quarter of 2017, the Company undertook an internal restructuring to realign the capital structure of certain subsidiaries to minimize the exposure to changes in foreign currency exchange on certain intercompany borrowings. Additionally, the Company uses foreign currency forward contracts designated as cash flow hedges to manage a portion of its exposure to changes in forecasted foreign currency denominated vendor payments. Gains and losses relating to freestanding foreign currency contracts are included in operating expenses on the Company’s Condensed Consolidated Statements of Income and are substantially offset by the earnings effect from the underlying items that were economically hedged. The freestanding foreign currency contracts resulted in $2 million of gains during the three months ended March 31, 2017 and $4 million of losses during the three months ended March 31, 2016 . The amount of gains or losses relating to contracts designated as cash flow hedges that the Company expects to reclassify from accumulated other comprehensive income (“AOCI”) to earnings over the next 12 months is not material. 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 gains or losses that the Company expects to reclassify from AOCI to earnings during the next 12 months is not material. Gains or losses recognized in AOCI for the three months ended March 31, 2017 and 2016 were not material. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2017 | |
Current Income Tax Expense (Benefit), Continuing Operations [Abstract] | |
Income Taxes | Income Taxes The Company files income tax returns in the U.S. federal and state jurisdictions, as well as in foreign jurisdictions. The Company is no longer subject to U.S. federal income tax examinations for years prior to 2013. In addition, with few exceptions, the Company is no longer subject to state and local, or foreign income tax examinations for years prior to 2009. The Company’s effective tax rate decreased from 41.1% during the three months ended March 31, 2016 to 18.0% during the three months ended March 31, 2017 primarily due to (i) a tax benefit on foreign currency losses recognized from an internal restructuring undertaken to realign the organizational and capital structure of certain foreign operations, (ii) a tax benefit associated with the recently adopted stock-based compensation pronouncement during 2017 and (iii) the absence of the Venezuelan foreign exchange devaluation loss during 2016 for which the Company was unable to recognize a tax benefit. The Company made cash income tax payments, net of refunds, of $77 million and $16 million during the three months ended March 31, 2017 and 2016 , respectively. |
Commitments And Contingencies
Commitments And Contingencies | 3 Months Ended |
Mar. 31, 2017 | |
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 hotel group 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 destination network 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 or acts or occurrences related to 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 or acts or occurrences related to 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 wrongful termination, 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, fiduciary duty/trust claims, tax claims, environmental claims and landlord/tenant disputes. 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 wit h reserves of $38 million an d $40 million as of March 31, 2017 and December 31, 2016 , respectively. Such reserves are exclusive of matters relating to the Company’s separation from Cendant (“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. The Company had receivables of $14 million as of March 31, 2017 for certain matters which are covered by insurance and were included in other current assets on its Condensed Consolidated Balance Sheet. As of March 31, 2017 , the potential exposure resulting from adverse outcomes of such legal proceedings could, in the aggregate, range up to $45 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 Hotel Group 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 term of the guarantee and/or 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 original terms of the Company’s existing guarantees range from 8 to 10 years. The Company has three guarantees as of March 31, 2017 , for which the maximum potential amount of future payments that the Company may be required to fund was $115 million with a combined annual cap of $27 million . These guarantees have a remaining life of approximately 6 to 8 years with a weighted average life of approximately 6 years. One of these guarantees has a recapture provision and, as such, the Company had receivables of $5 million and $4 million as of March 31, 2017 and December 31, 2016 , respectively. Such receivables were included within other non-current assets on its Condensed Consolidated Balance Sheets. Such receivables were the result of payments made to date that are subject to recapture and which the Company believes will be recoverable from future operating performance. As of March 31, 2017 , the Company has an additional guarantee with a recapture provision under which the Company may be required to fund a maximum of $36 million . Such guarantee terminates in July 2020. The related hotel management agreement, which terminates in July 2038, also provides that the Company may have to fund future operating profitability shortfalls in excess of the maximum guarantee through the term of the management agreement. In the event the Company chooses not to fund any future operating profitability shortfalls, the hotel owner may terminate the hotel management agreement without penalty and the Company would be required to pay liquidated damages. The Company had a $37 million receivable related to this guarantee as of March 31, 2017 , of which $5 million was included in other current assets and $32 million was included in other non-current assets on its Condensed Consolidated Balance Sheet. As of December 31, 2016 , the Company had a $32 million receivable related to this guarantee which was included in other non-current assets on its Condensed Consolidated Balance Sheet. Such receivables were the result of payments made to date that are subject to recapture and which the Company believes will be recoverable from future operating performance. In connection with such performance guarantees, as of March 31, 2017 , the Company maintained a liability of $19 million , of which $17 million was included in other non-current liabilities and $2 million was included in accrued expenses and other current liabilities on its Condensed Consolidated Balance Sheet. As of March 31, 2017 , the Company also had a corresponding $31 million asset related to these guarantees, of which $27 million was included in other non-current assets and $4 million was included in other current assets on its Condensed Consolidated Balance Sheet. As of December 31, 2016 , the Company maintained a liability of $24 million , of which $17 million was included in other non-current liabilities and $7 million was included in accrued expenses and other current liabilities on its Condensed Consolidated Balance Sheet. As of December 31, 2016 , the Company also had a corresponding $32 million asset related to the guarantees, of which $28 million was included in other non-current assets and $4 million was included in other current assets on its Condensed 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 for both the three months ended March 31, 2017 and 2016 , respectively. Vacation Ownership The Company has guaranteed to repurchase completed properties located in Las Vegas, Nevada and St. Thomas from third-party developers subject to such properties meeting the Company’s vacation ownership resort standards and provided that the third-party developers have not sold such properties to another party (see Note 5 - Inventory). 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. See Note 16 - Separation Adjustments and Transactions with Former Parent and Subsidiaries regarding contingent litigation liabilities resulting from the Separation. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive (Loss)/Income | 3 Months Ended |
Mar. 31, 2017 | |
Equity [Abstract] | |
Accumulated Other Comprehensive (Loss)/Income | Accumulated Other Comprehensive (Loss)/Income The components of AOCI are as follows: Foreign Unrealized Defined Currency (Losses)/Gains Benefit Translation on Cash Flow Pension Pretax Adjustments Hedges Plans AOCI Balance, December 31, 2016 $ (225 ) $ — $ (7 ) $ (232 ) Period change 32 — — 32 Balance, March 31, 2017 $ (193 ) $ — $ (7 ) $ (200 ) Tax Balance, December 31, 2016 $ 116 $ 1 $ 2 $ 119 Period change (3 ) — — (3 ) Balance, March 31, 2017 $ 113 $ 1 $ 2 $ 116 Net of Tax Balance, December 31, 2016 $ (109 ) $ 1 $ (5 ) $ (113 ) Period change 29 — — 29 Balance, March 31, 2017 $ (80 ) $ 1 $ (5 ) $ (84 ) Foreign Unrealized Defined Currency (Losses)/Gains Benefit Translation on Cash Flow Pension Pretax Adjustments Hedges Plans AOCI Balance, December 31, 2015 $ (139 ) $ — $ (9 ) $ (148 ) Period change 30 1 (1 ) 30 Balance, March 31, 2016 $ (109 ) $ 1 $ (10 ) $ (118 ) Tax Balance, December 31, 2015 $ 70 $ 1 $ 3 $ 74 Period change 6 — — 6 Balance, March 31, 2016 $ 76 $ 1 $ 3 $ 80 Net of Tax Balance, December 31, 2015 $ (69 ) $ 1 $ (6 ) $ (74 ) Period change 36 1 (1 ) 36 Balance, March 31, 2016 $ (33 ) $ 2 $ (7 ) $ (38 ) 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. |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Mar. 31, 2017 | |
Share-based Compensation [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation The Company has a stock-based compensation plan available to grant RSUs, PSUs, SSARs and other stock-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 March 31, 2017 , 15.4 million shares remained available. Incentive Equity Awards Granted by the Company The activity related to incentive equity awards granted by the Company for the three months ended March 31, 2017 consisted of the following: RSUs PSUs SSARs Number of RSUs Weighted Average Grant Price Number of PSUs Weighted Average Grant Price Number of SSARs Weighted Average Exercise Price Balance as of December 31, 2016 1.7 $ 75.81 0.6 $ 77.84 0.5 $ 68.78 Granted (a) 0.7 83.24 0.3 83.24 — — Vested / exercised (0.7 ) 73.61 (0.2 ) 72.97 — — Canceled (0.1 ) 77.78 — — — — Balance as of March 31, 2017 1.6 (b) (c) 79.60 0.7 (d) 81.41 0.5 (e) (f) 68.78 (a) Represents awards granted by the Company on February 28, 2017 . (b) Aggregate unrecognized compensation expense related to RSUs was $126 million as of March 31, 2017 , which is expected to be recognized over a weighted average period of 3.0 years . (c) Approximately 1.6 million RSUs outstanding as of March 31, 2017 are expected to vest over time. (d) Maximum aggregate unrecognized compensation expense was $42 million as of March 31, 2017 , which is expected to be recognized over a weighted average period of 2.3 years . (e) Aggregate unrecognized compensation expense related to SSARs was $3 million as of March 31, 2017 , which is expected to be recognized over a weighted average period of 2.3 years . (f) Approximately 0.3 million SSARs are exercisable as of March 31, 2017 . The Company assumes that all unvested SSARs are expected to vest over time. SSARs outstanding as of March 31, 2017 had an intrinsic value of $9 million and have a weighted average remaining contractual life of 3.1 years . On February 28, 2017 , the Company granted incentive equity awards totaling $54 million to key employees and senior officers in the form of RSUs. These awards will vest ratably over a period of four years. In addition, on February 28, 2017 , the Company approved a grant of incentive equity awards totaling $21 million to key employees and senior officers 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. Stock-Based Compensation Expense The Company adopted the stock compensation guidance on January 1, 2017, as required. The Company elected to use the prospective transition method and as such, the excess tax benefits from stock-based compensation was presented as part of operating activities within its current period Condensed Consolidated Statement of Cash Flows. In addition, the Company included a net benefit of $4 million within provision for income taxes on the current period Condensed Consolidated Statement of Income. The Company recorded stock-based compensation expense of $15 million and $14 million during the three months ended March 31, 2017 , and 2016 , respectively related to incentive equity awards granted to key employees and senior officers. The Company paid $30 million of taxes for the net share settlement of incentive equity awards during both the three months ended March 31, 2017 and 2016 . Such amounts are included within financing activities on the Condensed Consolidated Statements of Cash Flows. |
Segment Information
Segment Information | 3 Months Ended |
Mar. 31, 2017 | |
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 revenues) and income taxes, each of which is presented on the Condensed Consolidated Statements of Income. The Company believes that EBITDA is a useful measure of performance for its industry segments which, when considered with GAAP measures, the Company believes gives a more complete understanding of its operating performance. The Company’s presentation of EBITDA may not be comparable to similarly-titled measures used by other companies. Three Months Ended March 31, 2017 2016 Net Revenues EBITDA Net Revenues EBITDA Hotel Group $ 298 (b) $ 85 $ 295 (d) $ 84 Destination Network 391 (c) 102 385 (c) 81 Vacation Ownership 648 118 641 136 Total Reportable Segments 1,337 305 1,321 301 Corporate and Other (a) (18 ) (39 ) (18 ) (34 ) Total Company $ 1,319 $ 266 $ 1,303 $ 267 Reconciliation of net income to EBITDA Three Months Ended March 31, 2017 2016 Net income $ 141 $ 96 Provision for income taxes 31 67 Depreciation and amortization 63 62 Interest expense 33 33 Early extinguishment of debt — 11 Interest income (2 ) (2 ) EBITDA $ 266 $ 267 (a) Includes the elimination of transactions between segments. (b) Includes $16 million of intersegment revenues comprised of (i) $13 million of licensing fees for use of the Wyndham trade name and (ii) $3 million of other fees primarily associated with the Wyndham Rewards program. Such revenues are offset in expenses at the Company’s Vacation Ownership segment. (c) Includes $2 million of intersegment revenues comprised of call center operations and support services provided to the Company’s Hotel Group segment. (d) Includes $16 million of intersegment revenues comprised of (i) $13 million of licensing fees for use of the Wyndham trade name, (ii) $2 million of other fees primarily associated with the Wyndham Rewards program and (iii) $1 million of room revenues at a Company owned hotel. Such revenues are offset in expenses at the Company’s Vacation Ownership segment. |
Restructuring, Impairment and O
Restructuring, Impairment and Other Charges | 3 Months Ended |
Mar. 31, 2017 | |
Restructuring Charges [Abstract] | |
Restructuring and Other Charges | Restructuring, Impairments and Other Charges 2017 Restructuring Plans During the first quarter of 2017, the Company recorded $7 million of restructuring charges, all of which were personnel-related and consisted of (i) $6 million at its corporate operations which focused on rationalizing its sourcing function and outsourcing certain information technology functions and (ii) $1 million at its Hotel Group segment which primarily focused on realigning its brand operations. The remaining liability of $7 million as of March 31, 2017 is expected to be paid by the end of 2017. 2016 Restructuring Plans During 2016, the Company recorded $15 million of charges related to restructuring initiatives, primarily focused on enhancing organizational efficiency and rationalizing existing facilities which included the closure of four vacation ownership sales offices. In connection with these initiatives, the Company initially recorded $12 million of personnel-related costs, a $2 million non-cash charge and $2 million of facility-related expenses. It subsequently reversed $1 million of previously recorded personnel-related costs and reduced its liability with $5 million of cash payments. During the three months ended March 31, 2017, the Company reduced its liability with $4 million of cash payments. The remaining liability of $4 million as of March 31, 2017 is expected to be paid primarily by the end of 2017. The Company has additional restructuring plans which were implemented prior to 2016. The remaining liability of $1 million as of March 31, 2017 , all of which is related to leased facilities, is expected to be paid by 2020. The activity associated with all of the Company’s restructuring plans is summarized by category as follows: Liability as of Costs Cash Liability as of December 31, 2016 Recognized Payments March 31, 2017 Personnel-related $ 6 $ 7 (*) $ (4 ) $ 9 Facility-related 3 — — 3 $ 9 $ 7 $ (4 ) $ 12 (*) Represents severance costs resulting from a reduction of 66 employees. Impairments During the first quarter of 2017, the Company incurred a $5 million non-cash impairment charge related to the write-down of assets resulting from the decision to abandon a new product initiative at the Company’s vacation ownership business. Such charge is recorded within asset impairments on the Condensed Consolidated Statement of Income. Other Charges During the first quarter of 2016 , the Company incurred a $24 million foreign exchange loss, primarily impacting cash, resulting from the Venezuelan government’s decision to devalue the exchange rate of its currency. Such loss is recorded within operating expenses on the Condensed Consolidated Statement of Income. |
Separation Adjustments and Tran
Separation Adjustments and Transactions with Former Parent and Subsidiaries | 3 Months Ended |
Mar. 31, 2017 | |
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, Realogy and 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 $23 million as of both March 31, 2017 and December 31, 2016 . 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 unresolved contingent matters and 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 Condensed 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 (formerly known as Cendant) to satisfy its obligations for the Cendant legacy contingent liabilities. As of March 31, 2017 , the letter of credit was $53 million . As of March 31, 2017 , the Separation related liabilities of $23 million is comprised of $20 million for tax liabilities, $1 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, as of March 31, 2017 , $10 million was recorded within accrued expenses and other current liabilities and $13 million was recorded within other non-current liabilities on the Condensed Consolidated Balance Sheet. As of December 31, 2016 , the Company had $23 million of Separation related liabilities of which $10 million was recorded within accrued expenses and other current liabilities and $13 million was recorded within other non-current liabilities on the Condensed 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 actual timing of payments relating to these liabilities is dependent on a variety of factors beyond the Company’s control. In addition, the Company had $1 million of receivables due from former Parent and subsidiaries primarily relating to income taxes, as of both March 31, 2017 and December 31, 2016 , which were included within other current assets on the Condensed Consolidated Balance Sheets. |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 3 Months Ended |
Mar. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [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 Condensed 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 Condensed 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 Condensed Consolidated Financial Statements. In presenting the Condensed 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 Condensed 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 Condensed Consolidated Financial Statements should be read in conjunction with the Company’s 2016 Consolidated Financial Statements included in its Annual Report filed on Form 10-K with the Securities and Exchange Commission on February 17, 2017 . |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements Revenue from Contracts with Customers. In May 2014, the Financial Accounting Standards Board (“FASB”) issued guidance on revenue from contracts with customers. The guidance outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers. The guidance also requires disclosures regarding the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. Entities have the option to apply the new guidance under a retrospective approach to each prior reporting period presented or a modified retrospective approach with the cumulative effect of initially applying the new guidance recognized at the date of initial application within the statement of financial position. The Company currently expects to adopt the new guidance utilizing the full retrospective transition method on its effective date of January 1, 2018. The initial analysis identifying areas that will be impacted by the new guidance is substantially complete, and the Company is currently analyzing the potential impacts to its financial statements and related disclosures. The Company believes the most significant impacts relating to its Hotel Group segment are the accounting for initial fees, upfront costs and marketing and reservations expenses. The Company expects royalty and marketing and reservation fees to remain substantially unchanged. Specifically, under the new guidance, the Company expects initial fees to be recognized ratably over the life of the noncancelable period of the franchise agreement and incremental upfront contract costs to be deferred and expensed over the life of the noncancelable period of the franchise agreement. Marketing and reservations revenues earned in excess of costs incurred will no longer be accrued as a liability for future marketing and reservation costs; marketing or reservation costs incurred in excess of revenues earned will continue to be expensed as incurred. The Company believes the most significant impacts relating to its Destination Network segment are the accounting for vacation rental revenues and other vacation exchange related product fees. Specifically, under the new guidance, the Company expects (i) approximately thirty percent of its vacation rental revenue will no longer be recognized in the period that the rental reservation is booked and, instead, will be recognized over the term of the guest stay and (ii) other vacation exchange related products fees to be deferred and recognized upon the occurrence of a future vacation exchange or other transaction. The Company expects vacation exchange transaction fees to remain substantially unchanged. The Company is continuing to evaluate the potential impacts of this new guidance on its vacation exchange membership fees. The Company expects the recognition of its Vacation Ownership segment revenues to remain substantially unchanged. However, the Company is continuing its assessment specifically on the accounting for collectability of VOI sales revenue based on pending industry clarification which may identify other impacts. The Company expects revenue from certain travel packages utilized to market its VOI products to be presented on a gross basis within other revenues. The Company is continuing to evaluate the potential impacts of this new guidance on its Wyndham Rewards loyalty program as well as its co-branded credit card programs at the Company’s Hotel Group and Destination Network segments. Leases. In February 2016, the FASB issued guidance which requires companies generally to recognize on the balance sheet operating and financing lease liabilities and corresponding right-of-use assets. This guidance is effective for fiscal years beginning after December 15, 2018 and for interim periods within those fiscal years, with early adoption permitted. The Company is currently evaluating the impact of the adoption of this guidance on its financial statements and related disclosures. Financial Instruments - Credit Losses . In June 2016, the FASB issued guidance which amends the guidance on measuring credit losses on financial assets held at amortized cost. The guidance requires the measurement of all expected credit losses for financial assets held at the reporting date based on historical experience, current conditions, and reasonable and supportable forecasts. This guidance is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. The Company is currently evaluating the impact of the adoption of this guidance on its financial statements and related disclosures. Statement of Cash Flows . In August 2016, the FASB issued guidance intended to reduce diversity in practice in how certain transactions are classified in the statement of cash flows. This guidance requires the retrospective transition method and is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years, with early adoption permitted. The Company believes the impact of this new guidance will result in development advance notes and escrow deposits being recorded within operating activities and securitization restricted cash being recorded within financing activities on its Condensed Consolidated Statements of Cash Flows. The following table summarizes the effect of the new guidance: Three Months Ended March 31, Increase/(decrease): 2017 2016 Operating Activities $ (27 ) $ (19 ) Investing Activities 50 41 Financing Activities (23 ) (22 ) Intra-Entity Transfers of Assets Other Than Inventory . In October 2016, the FASB issued guidance which requires companies to recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. This guidance requires the modified retrospective approach and is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years, with early adoption permitted. The Company is currently evaluating the impact of the adoption of this guidance on its financial statements and related disclosures. Restricted Cash . In November 2016, the FASB issued guidance which requires amounts generally described as restricted cash and cash equivalents be included with cash and cash equivalents when reconciling the total beginning and ending amounts for the periods shown on the statement of cash flows. This guidance is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years, with early adoption permitted. The Company will adopt this new guidance on January 1, 2018, using a retrospective transition method. As such, restricted cash of $207 million and $149 million , as of March 31, 2017 and December 31, 2016, respectively, will be included within the beginning and ending cash and cash equivalents amounts on the Company’s Condensed Consolidated Statements of Cash Flows. Clarifying the Definition of a Business . In January 2017, the FASB issued guidance clarifying the definition of a business, which assists entities when evaluating whether transactions should be accounted for as acquisitions of businesses or assets. This guidance is effective on a prospective basis for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. The Company is currently evaluating the impact of the adoption of this guidance on its financial statements and related disclosures. Simplifying the Test for Goodwill Impairment . In January 2017, the FASB issued guidance which simplifies the current two-step goodwill impairment test by eliminating Step 2 of the test. The guidance requires a one-step impairment test in which an entity compares the fair value of a reporting unit with its carrying amount and recognizes an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value, if any. This guidance is effective for fiscal years beginning after December 15, 2019 and interim periods within those fiscal years, and should be applied on a prospective basis. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. The Company is currently evaluating the impact of the adoption of this guidance on its financial statements and related disclosures. Recently Adopted Accounting Pronouncements Simplifying the Measurement of Inventory. In July 2015, the FASB issued guidance related to simplifying the measurement of inventory. This guidance requires an entity to measure inventory at the lower of cost or net realizable value, which consists of the estimated selling prices in the ordinary course of business, less reasonably predictable cost of completion, disposal, and transportation. This guidance is effective prospectively for fiscal years beginning after December 15, 2016 and for interim periods within those fiscal years, with early adoption permitted. The Company adopted the guidance on January 1, 2017, as required. There was no material impact on its financial statements and related disclosures. Compensation - Stock Compensation. In March 2016, the FASB issued guidance which is intended to simplify several aspects of the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. This guidance is effective for fiscal years beginning after December 15, 2016 and for interim periods within those fiscal years, with early adoption permitted. The Company adopted the guidance on January 1, 2017, as required. The Company elected to use the prospective transition method and as such, the excess tax benefits from stock-based compensation was presented as part of operating activities within its current period Condensed Consolidated Statement of Cash Flows. In addition, the excess tax benefit of $4 million has been recognized within the provision for income taxes on the current period Condensed Consolidated Statement of Income. |
Basis of Presentation (Tables)
Basis of Presentation (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
New Accounting Pronouncement, Early Adoption | The following table summarizes the effect of the new guidance: Three Months Ended March 31, Increase/(decrease): 2017 2016 Operating Activities $ (27 ) $ (19 ) Investing Activities 50 41 Financing Activities (23 ) (22 ) |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
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 March 31, 2017 2016 Net income $ 141 $ 96 Basic weighted average shares outstanding 105 113 Stock-settled appreciation rights (“SSARs”), RSUs (a) and PSUs (b) 1 1 Diluted weighted average shares outstanding 106 114 Earnings per share: Basic $ 1.34 $ 0.85 Diluted 1.33 0.84 Dividends: Aggregate dividends paid to shareholders $ 64 $ 60 (a) Excludes 0.5 million and 1.0 million of restricted stock units (“RSUs”) for the three months ended March 31, 2017 and 2016 , respectively, that would have been anti-dilutive to EPS. Includes unvested dilutive RSUs which are subject to future forfeiture. (b) Excludes 0.4 million and 0.6 million performance vested restricted stock units (“PSUs”) for the three months ended March 31, 2017 and 2016 , respectively, as the Company has not met the required performance metrics. |
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, 2016 88.1 $ 4,337 $ 49.22 For the three months ended March 31, 2017 1.9 150 80.93 As of March 31, 2017 90.0 $ 4,487 49.88 |
Vacation Ownership Contract R27
Vacation Ownership Contract Receivables (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Vacation Ownership Contract Receivables [Abstract] | |
Current And Long-Term Vacation Ownership Contract Receivables | Current and long-term vacation ownership contract receivables, net consisted of: March 31, December 31, Current vacation ownership contract receivables: Securitized $ 229 $ 235 Non-securitized 88 84 Current vacation ownership receivables, gross 317 319 Less: Allowance for loan losses 57 57 Current vacation ownership contract receivables, net $ 260 $ 262 Long-term vacation ownership contract receivables: Securitized $ 2,220 $ 2,254 Non-securitized 840 825 Long-term vacation ownership receivables, gross 3,060 3,079 Less: Allowance for loan losses 562 564 Long-term vacation ownership contract receivables, net $ 2,498 $ 2,515 |
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, 2016 $ 621 Provision for loan losses 85 Contract receivables write-offs, net (87 ) Allowance for loan losses as of March 31, 2017 $ 619 Amount Allowance for loan losses as of December 31, 2015 $ 581 Provision for loan losses 63 Contract receivables write-offs, net (75 ) Allowance for loan losses as of March 31, 2016 $ 569 |
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 March 31, 2017 700+ 600-699 <600 No Score Asia Pacific Total Current $ 1,709 $ 996 $ 167 $ 123 $ 247 $ 3,242 31 - 60 days 15 24 14 4 2 59 61 - 90 days 10 16 11 3 1 41 91 - 120 days 7 13 11 3 1 35 Total $ 1,741 $ 1,049 $ 203 $ 133 $ 251 $ 3,377 As of December 31, 2016 700+ 600-699 <600 No Score Asia Pacific Total Current $ 1,733 $ 1,010 $ 149 $ 120 $ 232 $ 3,244 31 - 60 days 19 32 17 4 2 74 61 - 90 days 11 16 11 3 1 42 91 - 120 days 8 14 13 2 1 38 Total $ 1,771 $ 1,072 $ 190 $ 129 $ 236 $ 3,398 |
Inventory (Tables)
Inventory (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Inventory Disclosure [Abstract] | |
Inventory | Inventory consisted of: March 31, December 31, Land held for VOI development $ 146 $ 146 VOI construction in process 35 59 Inventory sold subject to conditional repurchase 112 163 Completed VOI inventory 752 667 Estimated VOI recoveries 257 256 Destination network vacation credits and other 60 59 Total inventory 1,362 1,350 Less: Current portion (*) 324 315 Non-current inventory $ 1,038 $ 1,035 (*) Represents inventory that the Company expects to sell within the next 12 months. |
Long-Term Debt And Borrowing 29
Long-Term Debt And Borrowing Arrangements (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | The Company’s indebtedness consisted of: March 31, December 31, Securitized vacation ownership debt : (a) Term notes (b) $ 1,902 $ 1,857 Bank conduit facility (due August 2018) 236 284 Total securitized vacation ownership debt 2,138 2,141 Less: Current portion of securitized vacation ownership debt 191 195 Long-term securitized vacation ownership debt $ 1,947 $ 1,946 Long-term debt : (c) Revolving credit facility (due July 2020) $ 8 $ 14 Commercial paper 221 427 Term loan (due March 2021) 324 323 $300 million 2.95% senior unsecured notes (due March 2017) — 300 $14 million 5.75% senior unsecured notes (due February 2018) 14 14 $450 million 2.50% senior unsecured notes (due March 2018) 449 449 $40 million 7.375% senior unsecured notes (due March 2020) 40 40 $250 million 5.625% senior unsecured notes (due March 2021) 248 248 $650 million 4.25% senior unsecured notes (due March 2022) (d) 648 648 $400 million 3.90% senior unsecured notes (due March 2023) (e) 406 407 $300 million 4.15% senior unsecured notes (due April 2024) 297 — $350 million 5.10% senior unsecured notes (due October 2025) (f) 339 338 $400 million 4.50% senior unsecured notes (due April 2027) (g) 396 — Capital leases 141 143 Other 44 20 Total long-term debt 3,575 3,371 Less: Current portion of long-term debt 40 34 Long-term debt $ 3,535 $ 3,337 (a) Represents non-recourse debt that is securitized through bankruptcy-remote special purpose entities (“SPEs”), the creditors of which have no recourse to the Company for principal and interest. These outstanding borrowings (which legally are not liabilities of the Company) are collateralized by $2,582 million and $2,601 million of underlying gross vacation ownership contract receivables and related assets (which legally are not assets of the Company) as of March 31, 2017 and December 31, 2016 , respectively. (b) The carrying amounts of the term notes are net of debt issuance costs aggregating $25 million and $24 million as of March 31, 2017 and December 31, 2016 , respectively. (c) The carrying amounts of the senior unsecured notes and term loan are net of unamortized discounts of $16 million and $11 million as of March 31, 2017 and December 31, 2016 , respectively. The carrying amounts of the senior unsecured notes and term loan are net of debt issuance costs of $5 million and $4 million as of March 31, 2017 and December 31, 2016 , respectively. (d) Includes $2 million of unamortized gains from the settlement of a derivative as of both March 31, 2017 and December 31, 2016 . (e) Includes $9 million of unamortized gains from the settlement of a derivative as of both March 31, 2017 and December 31, 2016 . (f) Includes $9 million of unamortized losses from the settlement of a derivative as of both March 31, 2017 and December 31, 2016 . (g) Includes a $1 million increase in the carrying value resulting from a fair value hedge derivative as of March 31, 2017 . |
Summary Of Outstanding Debt Maturities | The Company’s outstanding debt as of March 31, 2017 matures as follows: Securitized Vacation Ownership Debt Long-Term Debt Total Within 1 year $ 191 $ 503 (*) $ 694 Between 1 and 2 years 214 33 247 Between 2 and 3 years 355 54 409 Between 3 and 4 years 205 812 1,017 Between 4 and 5 years 221 659 880 Thereafter 952 1,514 2,466 $ 2,138 $ 3,575 $ 5,713 (*) Includes $463 million of senior unsecured notes that are classified as long-term debt as the Company has the intent to refinance such debt on a long-term basis and the ability to do so with available capacity under its revolving credit facility. |
Summary Of Available Capacity Under Borrowing Arrangements | As of March 31, 2017 , available capacity under the Company’s borrowing arrangements was as follows: Securitized Bank (a) Revolving Credit Facility Total Capacity $ 650 $ 1,500 Less: Outstanding Borrowings 236 8 Letters of credit — 1 Commercial paper borrowings — 221 (b) Available Capacity $ 414 $ 1,270 (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 programs to be a reduction of the available capacity of its revolving credit facility. |
Variable Interest Entities (Tab
Variable Interest Entities (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
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: March 31, December 31, SPE assets in excess of SPE liabilities $ 445 $ 461 Non-securitized contract receivables 928 909 Less: Allowance for loan losses 619 621 Total, net $ 754 $ 749 |
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: March 31, December 31, Securitized contract receivables, gross (a) $ 2,449 $ 2,489 Securitized restricted cash (b) 113 90 Interest receivables on securitized contract receivables (c) 20 21 Other assets (d) 3 4 Total SPE assets 2,585 2,604 Securitized term notes (e) (f) 1,902 1,857 Securitized conduit facilities (e) 236 284 Other liabilities (g) 2 2 Total SPE liabilities 2,140 2,143 SPE assets in excess of SPE liabilities $ 445 $ 461 (a) Included in current ( $229 million and $235 million as of March 31, 2017 and December 31, 2016 , respectively) and non-current ( $2,220 million and $2,254 million as of March 31, 2017 and December 31, 2016 , respectively) vacation ownership contract receivables on the Condensed Consolidated Balance Sheets. (b) Included in other current assets ( $94 million and $75 million as of March 31, 2017 and December 31, 2016 , respectively) and other non-current assets ( $19 million and $15 million as of March 31, 2017 and December 31, 2016 , respectively) on the Condensed Consolidated Balance Sheets. (c) Included in trade receivables, net on the Condensed Consolidated Balance Sheets. (d) Primarily includes deferred financing costs for the bank conduit facility and a security investment asset, which are included in other non-current assets on the Condensed Consolidated Balance Sheets. (e) Included in current ( $191 million and $195 million as of March 31, 2017 and December 31, 2016 , respectively) and long-term ( $1,947 million and $1,946 million as of March 31, 2017 and December 31, 2016 , respectively) securitized vacation ownership debt on the Condensed Consolidated Balance Sheets. (f) Includes deferred financing costs of $25 million and $24 million as of March 31, 2017 and December 31, 2016 , respectively related to securitized debt. (g) Primarily includes accrued interest on securitized debt, which is included in accrued expenses and other current liabilities on the Condensed Consolidated Balance Sheets. |
Midtown 45, NYC and Clearwater, FL Properties [Member] | |
Related Party Transaction [Line Items] | |
Assets and Liabilities of SPEs | The assets and liabilities of the Midtown 45, NYC Property and Clearwater, FL Property SPEs are as follows: March 31, December 31, Receivable for leased property and equipment (a) $ — $ 16 Property and equipment, net 44 — Total SPE assets 44 16 Long-term debt (b) 44 17 Total SPE liabilities 44 17 SPE deficit $ — $ (1 ) (a) Represents a receivable for assets leased to the Company which are reported within property and equipment, net on the Company’s Condensed Consolidated Balance Sheet. (b) As of March 31, 2017 , included $44 million relating to a two-year mortgage note, of which $25 million was included in current portion of long-term debt on the Condensed Consolidated Balance Sheet. As of December 31, 2016 , included $15 million relating to a four-year mortgage note due in 2017 and $2 million of mandatorily redeemable equity, both of which are included in current portion of long-term debt on the Condensed Consolidated Balance Sheet. |
Fair Value (Tables)
Fair Value (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Carrying Amounts and Estimated Fair Values of Financial Instruments | The carrying amounts and estimated fair values of all other financial instruments are as follows: March 31, 2017 December 31, 2016 Carrying Amount Estimated Fair Value Carrying Amount Estimated Fair Value Assets Vacation ownership contract receivables, net $ 2,758 $ 3,331 $ 2,777 $ 3,344 Debt Total debt 5,713 5,810 5,512 5,579 |
Accumulated Other Comprehensi32
Accumulated Other Comprehensive (Loss)/Income (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Equity [Abstract] | |
Components Of Accumulated Other Comprehensive (Loss)/Income | The components of AOCI are as follows: Foreign Unrealized Defined Currency (Losses)/Gains Benefit Translation on Cash Flow Pension Pretax Adjustments Hedges Plans AOCI Balance, December 31, 2016 $ (225 ) $ — $ (7 ) $ (232 ) Period change 32 — — 32 Balance, March 31, 2017 $ (193 ) $ — $ (7 ) $ (200 ) Tax Balance, December 31, 2016 $ 116 $ 1 $ 2 $ 119 Period change (3 ) — — (3 ) Balance, March 31, 2017 $ 113 $ 1 $ 2 $ 116 Net of Tax Balance, December 31, 2016 $ (109 ) $ 1 $ (5 ) $ (113 ) Period change 29 — — 29 Balance, March 31, 2017 $ (80 ) $ 1 $ (5 ) $ (84 ) Foreign Unrealized Defined Currency (Losses)/Gains Benefit Translation on Cash Flow Pension Pretax Adjustments Hedges Plans AOCI Balance, December 31, 2015 $ (139 ) $ — $ (9 ) $ (148 ) Period change 30 1 (1 ) 30 Balance, March 31, 2016 $ (109 ) $ 1 $ (10 ) $ (118 ) Tax Balance, December 31, 2015 $ 70 $ 1 $ 3 $ 74 Period change 6 — — 6 Balance, March 31, 2016 $ 76 $ 1 $ 3 $ 80 Net of Tax Balance, December 31, 2015 $ (69 ) $ 1 $ (6 ) $ (74 ) Period change 36 1 (1 ) 36 Balance, March 31, 2016 $ (33 ) $ 2 $ (7 ) $ (38 ) |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Share-based Compensation [Abstract] | |
Incentive Equity Awards Granted By The Company | The activity related to incentive equity awards granted by the Company for the three months ended March 31, 2017 consisted of the following: RSUs PSUs SSARs Number of RSUs Weighted Average Grant Price Number of PSUs Weighted Average Grant Price Number of SSARs Weighted Average Exercise Price Balance as of December 31, 2016 1.7 $ 75.81 0.6 $ 77.84 0.5 $ 68.78 Granted (a) 0.7 83.24 0.3 83.24 — — Vested / exercised (0.7 ) 73.61 (0.2 ) 72.97 — — Canceled (0.1 ) 77.78 — — — — Balance as of March 31, 2017 1.6 (b) (c) 79.60 0.7 (d) 81.41 0.5 (e) (f) 68.78 (a) Represents awards granted by the Company on February 28, 2017 . (b) Aggregate unrecognized compensation expense related to RSUs was $126 million as of March 31, 2017 , which is expected to be recognized over a weighted average period of 3.0 years . (c) Approximately 1.6 million RSUs outstanding as of March 31, 2017 are expected to vest over time. (d) Maximum aggregate unrecognized compensation expense was $42 million as of March 31, 2017 , which is expected to be recognized over a weighted average period of 2.3 years . (e) Aggregate unrecognized compensation expense related to SSARs was $3 million as of March 31, 2017 , which is expected to be recognized over a weighted average period of 2.3 years . (f) Approximately 0.3 million SSARs are exercisable as of March 31, 2017 . The Company assumes that all unvested SSARs are expected to vest over time. SSARs outstanding as of March 31, 2017 had an intrinsic value of $9 million and have a weighted average remaining contractual life of 3.1 years . |
Segment Information (Tables)
Segment Information (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Segment Reporting [Abstract] | |
Summary Of Segment Information | The Company believes that EBITDA is a useful measure of performance for its industry segments which, when considered with GAAP measures, the Company believes gives a more complete understanding of its operating performance. The Company’s presentation of EBITDA may not be comparable to similarly-titled measures used by other companies. Three Months Ended March 31, 2017 2016 Net Revenues EBITDA Net Revenues EBITDA Hotel Group $ 298 (b) $ 85 $ 295 (d) $ 84 Destination Network 391 (c) 102 385 (c) 81 Vacation Ownership 648 118 641 136 Total Reportable Segments 1,337 305 1,321 301 Corporate and Other (a) (18 ) (39 ) (18 ) (34 ) Total Company $ 1,319 $ 266 $ 1,303 $ 267 Reconciliation of net income to EBITDA Three Months Ended March 31, 2017 2016 Net income $ 141 $ 96 Provision for income taxes 31 67 Depreciation and amortization 63 62 Interest expense 33 33 Early extinguishment of debt — 11 Interest income (2 ) (2 ) EBITDA $ 266 $ 267 (a) Includes the elimination of transactions between segments. (b) Includes $16 million of intersegment revenues comprised of (i) $13 million of licensing fees for use of the Wyndham trade name and (ii) $3 million of other fees primarily associated with the Wyndham Rewards program. Such revenues are offset in expenses at the Company’s Vacation Ownership segment. (c) Includes $2 million of intersegment revenues comprised of call center operations and support services provided to the Company’s Hotel Group segment. (d) Includes $16 million of intersegment revenues comprised of (i) $13 million of licensing fees for use of the Wyndham trade name, (ii) $2 million of other fees primarily associated with the Wyndham Rewards program and (iii) $1 million of room revenues at a Company owned hotel. Such revenues are offset in expenses at the Company’s Vacation Ownership segment. |
Restructuring, Impairment and35
Restructuring, Impairment and Other Charges (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Restructuring Charges [Abstract] | |
Activity Related To The Restructuring Costs | The activity associated with all of the Company’s restructuring plans is summarized by category as follows: Liability as of Costs Cash Liability as of December 31, 2016 Recognized Payments March 31, 2017 Personnel-related $ 6 $ 7 (*) $ (4 ) $ 9 Facility-related 3 — — 3 $ 9 $ 7 $ (4 ) $ 12 (*) Represents severance costs resulting from a reduction of 66 employees. |
Basis of Presentation Basis of
Basis of Presentation Basis of Presentation (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2017 | Dec. 31, 2016 | |
Accounting Policies [Abstract] | ||
Total restricted cash | $ 207 | $ 149 |
Tax benefit | $ 4 |
Basis of Presentation Basis o37
Basis of Presentation Basis of Presentation (Schedule of Statement of Cash Flows) (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
New Accounting Pronouncement, Early Adoption [Line Items] | ||
Operating Activities | $ 238 | $ 261 |
Investing Activities | (79) | (90) |
Financing Activities | (124) | (27) |
Accounting Standards Update 2016-09 [Member] | New Accounting Pronouncement, Early Adoption, Effect [Member] | ||
New Accounting Pronouncement, Early Adoption [Line Items] | ||
Operating Activities | (27) | (19) |
Investing Activities | 50 | 41 |
Financing Activities | $ (23) | $ (22) |
Earnings Per Share (Narrative)
Earnings Per Share (Narrative) (Details) $ in Millions | Mar. 31, 2017USD ($) |
Earnings Per Share Reconciliation [Abstract] | |
Remaining authorized amount under share repurchases | $ 591 |
Earnings Per Share (Computation
Earnings Per Share (Computation Of Basic And Diluted EPS) (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Net income | $ 141 | $ 96 |
Basic weighted average shares outstanding | 105 | 113 |
Stock-settled appreciation rights (“SSARs”), RSUs (a) and PSUs (b) | 1 | 1 |
Diluted weighted average shares outstanding | 106 | 114 |
Basic (in dollars per share) | $ 1.34 | $ 0.85 |
Diluted (in dollars per share) | $ 1.33 | $ 0.84 |
Aggregate dividends paid to shareholders | $ 64 | $ 60 |
Restricted Stock Units (RSUs) [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Shares excluded from computation of diluted EPS | 0.5 | 1 |
Performance-Based Stock Units [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Shares excluded from computation of diluted EPS | 0.4 | 0.6 |
Earnings Per Share (Current Sto
Earnings Per Share (Current Stock Repurchase Program) (Details) $ / shares in Units, $ in Millions | 3 Months Ended |
Mar. 31, 2017USD ($)$ / sharesshares | |
Stock Repurchase Activity [Roll Forward] | |
Shares, As of December 31, 2016 | 112,617,112 |
Shares, As of March 31, 2017 | 114,470,868 |
Stock Repurchase Program [Member] | |
Stock Repurchase Activity [Roll Forward] | |
Shares, As of December 31, 2016 | 88,100,000 |
Cost, As of December 31, 2016 | $ | $ 4,337 |
Average Price, As of December 31, 2016 (in dollars per share) | $ / shares | $ 49.22 |
Shares, For the three months ended March 31, 2017 | 1,900,000 |
Cost, For the three months ended March 31, 2017 | $ | $ 150 |
Average Price, For the three months ended March 31, 2017 (in dollars per share) | $ / shares | $ 80.93 |
Shares, As of March 31, 2017 | 90,000,000 |
Cost, As of March 31, 2017 | $ | $ 4,487 |
Average Price, As of March 31, 2017 (in dollars per share) | $ / shares | $ 49.88 |
Acquisitions (Details)
Acquisitions (Details) $ in Millions | 3 Months Ended | |
Mar. 31, 2017USD ($)Acquisition | Mar. 31, 2016USD ($) | |
Business Acquisition [Line Items] | ||
Payments to Acquire Businesses, Net of Cash Acquired | $ 10 | $ 0 |
Other Acquisitions [Member] | Destination Network [Member] | ||
Business Acquisition [Line Items] | ||
Businesses acquired | Acquisition | 2 | |
Payments to Acquire Businesses, Net of Cash Acquired | $ 10 | |
Contingent consideration | 1 | |
Other assets | 13 | |
Goodwill acquired | 4 | |
Intangibles | $ 3 | |
Weighted average useful life | 6 years | |
Liabilities | $ 12 | |
Trademarks [Member] | Other Acquisitions [Member] | ||
Business Acquisition [Line Items] | ||
Intangibles | $ 3 |
Vacation Ownership Contract R42
Vacation Ownership Contract Receivables (Narrative) (Details) $ in Millions | 3 Months Ended | ||
Mar. 31, 2017USD ($)fico_score | Mar. 31, 2016USD ($) | Dec. 31, 2016 | |
Vacation Ownership Contract Receivables [Abstract] | |||
Interest income on securitized receivables | $ 82 | $ 82 | |
Originated vacation ownership contract receivables | 280 | 245 | |
Vacation ownership contract principal collections | $ 225 | 202 | |
Weighted average interest rate | 13.90% | 13.90% | |
Provision for loan losses | $ 85 | $ 63 | |
FICO score range minimum | fico_score | 300 | ||
FICO score range maximum | fico_score | 850 | ||
Minimum days which Company ceases to accrue interest on VOI contract receivables | 90 days | ||
VOI contract receivable written off as credit loss | 120 days |
Vacation Ownership Contract R43
Vacation Ownership Contract Receivables (Current And Long-Term Vacation Ownership Contract Receivables) (Details) - USD ($) $ in Millions | Mar. 31, 2017 | Dec. 31, 2016 |
Accounts, Notes, Loans and Financing Receivables [Line Items] | ||
Current vacation ownership contract receivables | $ 317 | $ 319 |
Less: Allowance for loan losses | 57 | 57 |
Current vacation ownership contract receivables, net | 260 | 262 |
Long-term vacation ownership contract receivables | 3,060 | 3,079 |
Less: Allowance for loan losses | 562 | 564 |
Long-term vacation ownership contract receivables, net | 2,498 | 2,515 |
Securitized [Member] | ||
Accounts, Notes, Loans and Financing Receivables [Line Items] | ||
Current vacation ownership contract receivables | 229 | 235 |
Long-term vacation ownership contract receivables | 2,220 | 2,254 |
Non-Securitized [Member] | ||
Accounts, Notes, Loans and Financing Receivables [Line Items] | ||
Current vacation ownership contract receivables | 88 | 84 |
Long-term vacation ownership contract receivables | $ 840 | $ 825 |
Vacation Ownership Contract R44
Vacation Ownership Contract Receivables (Allowance For Loan Losses On Vacation Ownership Contract Receivables) (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Allowance for Loan Losses [Roll Forward] | ||
Allowance for loan losses, beginning balance | $ 621 | $ 581 |
Provision for loan losses | 85 | 63 |
Contract receivables write-offs, net | (87) | (75) |
Allowance for loan losses, ending balance | $ 619 | $ 569 |
Vacation Ownership Contract R45
Vacation Ownership Contract Receivables (Summary Of The Aged Analysis Of Financing Receivables Using The Most Recently Updated FICO Scores) (Details) - USD ($) $ in Millions | Mar. 31, 2017 | Dec. 31, 2016 |
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | $ 3,377 | $ 3,398 |
700+ [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 1,741 | 1,771 |
600-699 [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 1,049 | 1,072 |
Less Than 600 [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 203 | 190 |
No Score [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 133 | 129 |
Asia Pacific [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 251 | 236 |
Current [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 3,242 | 3,244 |
Current [Member] | 700+ [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 1,709 | 1,733 |
Current [Member] | 600-699 [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 996 | 1,010 |
Current [Member] | Less Than 600 [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 167 | 149 |
Current [Member] | No Score [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 123 | 120 |
Current [Member] | Asia Pacific [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 247 | 232 |
31 - 60 Days [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 59 | 74 |
31 - 60 Days [Member] | 700+ [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 15 | 19 |
31 - 60 Days [Member] | 600-699 [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 24 | 32 |
31 - 60 Days [Member] | Less Than 600 [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 14 | 17 |
31 - 60 Days [Member] | No Score [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 4 | 4 |
31 - 60 Days [Member] | Asia Pacific [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 2 | 2 |
61 - 90 Days [Member | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 41 | 42 |
61 - 90 Days [Member | 700+ [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 10 | 11 |
61 - 90 Days [Member | 600-699 [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 16 | 16 |
61 - 90 Days [Member | Less Than 600 [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 11 | 11 |
61 - 90 Days [Member | No Score [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 3 | 3 |
61 - 90 Days [Member | Asia Pacific [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 1 | 1 |
91 - 120 Days [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 35 | 38 |
91 - 120 Days [Member] | 700+ [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 7 | 8 |
91 - 120 Days [Member] | 600-699 [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 13 | 14 |
91 - 120 Days [Member] | Less Than 600 [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 11 | 13 |
91 - 120 Days [Member] | No Score [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 3 | 2 |
91 - 120 Days [Member] | Asia Pacific [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | $ 1 | $ 1 |
Inventory (Narrative) (Details)
Inventory (Narrative) (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2016 | |
Real Estate, Inventory [Line Items] | |||
Transferred property and equipment to VOI inventory | $ 17,000,000 | $ 6,000,000 | |
Inventory accruals | 7,000,000 | $ 8,000,000 | |
Vacation ownership inventory | 35,000,000 | 59,000,000 | |
Repayments of vacation ownership inventory arrangements | 22,000,000 | $ 5,000,000 | |
Avon, Colorado Inventory [Member] | |||
Real Estate, Inventory [Line Items] | |||
Outstanding obligation | 21,000,000 | 32,000,000 | |
Outstanding obligation within accrued expenses and other current liabilities | 11,000,000 | 11,000,000 | |
Outstanding obligation within other non-current liabilities | 10,000,000 | 21,000,000 | |
Paid to third-party developer | 11,000,000 | ||
Vacation ownership inventory | 9,000,000 | ||
Repayments of vacation ownership inventory arrangements | 2,000,000 | ||
Las Vegas, Nevada and St. Thomas, U.S. Virgin Island Inventory Sales [Member] | |||
Real Estate, Inventory [Line Items] | |||
Outstanding obligation | 112,000,000 | 166,000,000 | |
Outstanding obligation within accrued expenses and other current liabilities | 40,000,000 | 74,000,000 | |
Outstanding obligation within other non-current liabilities | 72,000,000 | 92,000,000 | |
Paid to third-party developer | 54,000,000 | ||
Vacation ownership inventory | 32,000,000 | ||
Repayments of vacation ownership inventory arrangements | 20,000,000 | ||
Interest Paid | 2,000,000 | ||
Maximum potential future payments | $ 238,000,000 | ||
Vacation Ownership Inventory Sales [Member] | |||
Real Estate, Inventory [Line Items] | |||
No gain or loss on sales transactions | $ 0 |
Inventory (Summary of Inventory
Inventory (Summary of Inventory) (Details) - USD ($) $ in Millions | Mar. 31, 2017 | Dec. 31, 2016 |
Inventory Disclosure [Abstract] | ||
Land held for VOI development | $ 146 | $ 146 |
VOI construction in process | 35 | 59 |
Inventory sold subject to conditional repurchase | 112 | 163 |
Completed VOI inventory | 752 | 667 |
Estimated VOI recoveries | 257 | 256 |
Destination network vacation credits and other | 60 | 59 |
Total inventory | 1,362 | 1,350 |
Less: Current portion | 324 | 315 |
Non-current inventory | $ 1,038 | $ 1,035 |
Long-Term Debt And Borrowing 48
Long-Term Debt And Borrowing Arrangements (Narrative) (Details) - USD ($) | 3 Months Ended | ||||
Mar. 31, 2017 | Mar. 31, 2016 | Jun. 30, 2015 | Feb. 28, 2017 | Dec. 31, 2016 | |
Debt Instrument [Line Items] | |||||
Total debt, carrying amount | $ 5,713,000,000 | ||||
Loss on early extinguishment of debt | 0 | $ (11,000,000) | |||
Domestic Commercial Paper [Member] | |||||
Debt Instrument [Line Items] | |||||
Commercial paper maximum borrowing capacity | 750,000,000 | ||||
Commercial paper | $ 221,000,000 | $ 427,000,000 | |||
Commercial paper, weighted average interest rate | 1.51% | 1.36% | |||
European Commercial Paper [Member] | |||||
Debt Instrument [Line Items] | |||||
Commercial paper maximum borrowing capacity | $ 500,000,000 | ||||
5.75% Senior Unsecured Notes (Due February 2018) [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, interest rate, stated percentage | 5.75% | ||||
5.75% Senior Unsecured Notes (Due February 2018) [Member] | Long-term Debt [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, face amount | $ 14,000,000 | ||||
2.50% Senior Unsecured Notes (Due March 2018) [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, interest rate, stated percentage | 2.50% | ||||
2.50% Senior Unsecured Notes (Due March 2018) [Member] | Long-term Debt [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, face amount | $ 450,000,000 | ||||
Sierra Timeshare 2017-1 Receivables Funding LLC [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, face amount | $ 350,000,000 | ||||
Weighted average interest rate | 2.97% | ||||
Advance rate on securitized debt | 90.00% | ||||
Total debt, carrying amount | $ 345,000,000 | ||||
4.15% Senior Unsecured Notes (Due April 2024) [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, interest rate, stated percentage | 4.15% | ||||
4.15% Senior Unsecured Notes (Due April 2024) [Member] | Long-term Debt [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, face amount | $ 300,000,000 | ||||
Proceeds from Issuance of Debt | $ 297,000,000 | ||||
4.50% Senior Unsecured Notes (Due April 2027) [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, interest rate, stated percentage | 4.50% | ||||
4.50% Senior Unsecured Notes (Due April 2027) [Member] | Long-term Debt [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, face amount | $ 400,000,000 | ||||
Proceeds from Issuance of Debt | $ 397,000,000 | ||||
3.90% Senior Unsecured Notes (Due March 2023) [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, interest rate, stated percentage | 3.90% | ||||
3.90% Senior Unsecured Notes (Due March 2023) [Member] | Long-term Debt [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, face amount | $ 400,000,000 | ||||
4.25% Senior Unsecured Notes (Due March 2022) [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, interest rate, stated percentage | 4.25% | ||||
4.25% Senior Unsecured Notes (Due March 2022) [Member] | Long-term Debt [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, face amount | $ 650,000,000 | ||||
6.00% Senior Unsecured Notes (Due December 2016) [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, interest rate, stated percentage | 6.00% | ||||
Redeemed portion of senior unsecured notes | $ 327,000,000 | ||||
Interest Rate Swap [Member] | |||||
Debt Instrument [Line Items] | |||||
Derivative, Variable Interest Rate | 3.14% | ||||
Derivative asset (less than $1 million) | $ 1,000,000 | ||||
Cash received on terminated interest rate swaps | $ 17,000,000 | ||||
Deferred gains on terminated interest rate swaps | $ 11,000,000 | $ 11,000,000 | |||
Interest Rate Swap [Member] | 4.50% Senior Unsecured Notes (Due April 2027) [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, interest rate, stated percentage | 4.50% | ||||
Derivative, notional amount | $ 400,000,000 | ||||
Interest Rate Swap [Member] | 3.90% Senior Unsecured Notes (Due March 2023) [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, interest rate, stated percentage | 3.90% | ||||
Derivative, notional amount | $ 400,000,000 | ||||
Interest Rate Swap [Member] | 4.25% Senior Unsecured Notes (Due March 2022) [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, interest rate, stated percentage | 4.25% | ||||
Derivative, notional amount | $ 100,000,000 | ||||
Clearwater FL Property [Member] | Mortgage Note - SPE [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, face amount | $ 44,000,000 | $ 51,000,000 |
Long-Term Debt And Borrowing 49
Long-Term Debt And Borrowing Arrangements (Interest Expense Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Debt Instrument [Line Items] | ||
Interest on long-term debt | $ 34 | $ 34 |
Capitalized interest | 1 | 1 |
Long-Term Debt Borrowings And Capitalized Interest [Member] | ||
Debt Instrument [Line Items] | ||
Interest expense incurred | 33 | 33 |
Cash paid for interest | 52 | 53 |
Securitized Vacation Ownership Debt [Member] | ||
Debt Instrument [Line Items] | ||
Interest expense incurred | 18 | 18 |
Consumer Finance [Member] | ||
Debt Instrument [Line Items] | ||
Cash paid for interest | $ 12 | $ 12 |
Long-Term Debt And Borrowing 50
Long-Term Debt And Borrowing Arrangements (Summary Of Indebtedness-Long-Term Debt) (Details) - USD ($) $ in Millions | Mar. 31, 2017 | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||
Less: Current portion of securitized vacation ownership debt | $ 191 | $ 195 |
Long-term securitized vacation ownership debt | 1,947 | 1,946 |
Less: Current portion of long-term debt | 40 | 34 |
Long-term vacation ownership contract receivables | $ 3,060 | 3,079 |
2.95% Senior Unsecured Notes (Due March 2017) [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument, interest rate, stated percentage | 2.95% | |
5.75% Senior Unsecured Notes (Due February 2018) [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument, interest rate, stated percentage | 5.75% | |
2.50% Senior Unsecured Notes (Due March 2018) [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument, interest rate, stated percentage | 2.50% | |
7.375% Senior Unsecured Notes (Due March 2020) [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument, interest rate, stated percentage | 7.375% | |
5.625% Senior Unsecured Notes (Due March 2021) [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument, interest rate, stated percentage | 5.625% | |
4.25% Senior Unsecured Notes (Due March 2022) [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument, interest rate, stated percentage | 4.25% | |
3.90% Senior Unsecured Notes (Due March 2023) [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument, interest rate, stated percentage | 3.90% | |
4.15% Senior Unsecured Notes (Due April 2024) [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument, interest rate, stated percentage | 4.15% | |
5.10% Senior Unsecured Notes (Due October 2025) [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument, interest rate, stated percentage | 5.10% | |
4.50% Senior Unsecured Notes (Due April 2027) [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument, interest rate, stated percentage | 4.50% | |
Term Notes [Member] | ||
Debt Instrument [Line Items] | ||
Secured Debt | $ 1,902 | 1,857 |
Debt Issuance Cost | 25 | 24 |
Bank Conduit Facility (Due August 2018) [Member] | ||
Debt Instrument [Line Items] | ||
Secured Debt | 236 | 284 |
Securitized Vacation Ownership Debt [Member] | ||
Debt Instrument [Line Items] | ||
Secured Debt | 2,138 | 2,141 |
Less: Current portion of securitized vacation ownership debt | 191 | 195 |
Long-term securitized vacation ownership debt | 1,947 | 1,946 |
Long-term vacation ownership contract receivables | 2,582 | 2,601 |
Revolving Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
Revolving credit facility | 8 | |
Commercial paper | 221 | |
Revolving Credit Facility [Member] | Revolving Credit Facility (Due July 2020) [Member] | ||
Debt Instrument [Line Items] | ||
Revolving credit facility | 8 | 14 |
Commercial Paper [Member] | ||
Debt Instrument [Line Items] | ||
Commercial paper | 221 | 427 |
Other [Member] | ||
Debt Instrument [Line Items] | ||
Capital leases | 141 | 143 |
Other | 44 | 20 |
Total long-term debt | 3,575 | 3,371 |
Less: Current portion of long-term debt | 40 | 34 |
Long-term debt | 3,535 | 3,337 |
Other [Member] | Term Loan (Due March 2021) [Member] | ||
Debt Instrument [Line Items] | ||
Other | 324 | 323 |
Other [Member] | 2.95% Senior Unsecured Notes (Due March 2017) [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument, face amount | 300 | |
Senior notes | 0 | 300 |
Other [Member] | 5.75% Senior Unsecured Notes (Due February 2018) [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument, face amount | 14 | |
Senior notes | 14 | 14 |
Other [Member] | 2.50% Senior Unsecured Notes (Due March 2018) [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument, face amount | 450 | |
Senior notes | 449 | 449 |
Other [Member] | 7.375% Senior Unsecured Notes (Due March 2020) [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument, face amount | 40 | |
Senior notes | 40 | 40 |
Other [Member] | 5.625% Senior Unsecured Notes (Due March 2021) [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument, face amount | 250 | |
Senior notes | 248 | 248 |
Other [Member] | 4.25% Senior Unsecured Notes (Due March 2022) [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument, face amount | 650 | |
Senior notes | 648 | 648 |
Unamortized (gains)/losses from the settlement of a derivative | 2 | 2 |
Other [Member] | 3.90% Senior Unsecured Notes (Due March 2023) [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument, face amount | 400 | |
Senior notes | 406 | 407 |
Unamortized (gains)/losses from the settlement of a derivative | 9 | 9 |
Other [Member] | 4.15% Senior Unsecured Notes (Due April 2024) [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument, face amount | 300 | |
Senior notes | 297 | 0 |
Other [Member] | 5.10% Senior Unsecured Notes (Due October 2025) [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument, face amount | 350 | |
Senior notes | 339 | 338 |
Unamortized (gains)/losses from the settlement of a derivative | (9) | (9) |
Other [Member] | 4.50% Senior Unsecured Notes (Due April 2027) [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument, face amount | 400 | |
Senior notes | 396 | 0 |
Derivative, Amount of Hedged Item | 1 | |
Senior Notes [Member] | ||
Debt Instrument [Line Items] | ||
Debt Issuance Cost | 5 | 4 |
Unamortized discount | 16 | 11 |
Interest Rate Swap [Member] | ||
Debt Instrument [Line Items] | ||
Deferred Gain (Loss) on Discontinuation of Interest Rate Fair Value Hedge | $ 11 | $ 11 |
Interest Rate Swap [Member] | 4.25% Senior Unsecured Notes (Due March 2022) [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument, interest rate, stated percentage | 4.25% | |
Interest Rate Swap [Member] | 3.90% Senior Unsecured Notes (Due March 2023) [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument, interest rate, stated percentage | 3.90% | |
Interest Rate Swap [Member] | 4.50% Senior Unsecured Notes (Due April 2027) [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument, interest rate, stated percentage | 4.50% |
Long-Term Debt And Borrowing 51
Long-Term Debt And Borrowing Arrangements (Summary Of Outstanding Debt Maturities) (Details) - USD ($) $ in Millions | Mar. 31, 2017 | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||
Within 1 year | $ 694 | |
Between 1 and 2 years | 247 | |
Between 2 and 3 years | 409 | |
Between 3 and 4 years | 1,017 | |
Between 4 and 5 years | 880 | |
Thereafter | 2,466 | |
Long-term debt outstanding | 5,713 | |
Securitized Vacation Ownership Debt [Member] | ||
Debt Instrument [Line Items] | ||
Within 1 year | 191 | |
Between 1 and 2 years | 214 | |
Between 2 and 3 years | 355 | |
Between 3 and 4 years | 205 | |
Between 4 and 5 years | 221 | |
Thereafter | 952 | |
Secured Debt | 2,138 | $ 2,141 |
Other [Member] | ||
Debt Instrument [Line Items] | ||
Within 1 year | 503 | |
Between 1 and 2 years | 33 | |
Between 2 and 3 years | 54 | |
Between 3 and 4 years | 812 | |
Between 4 and 5 years | 659 | |
Thereafter | 1,514 | |
Total long-term debt | 3,575 | $ 3,371 |
5.75% and 2.50% Senior Unsecured Notes [Member] | Other [Member] | ||
Debt Instrument [Line Items] | ||
Senior notes | $ 463 |
Long-Term Debt And Borrowing 52
Long-Term Debt And Borrowing Arrangements (Summary Of Available Capacity Under Borrowing Arrangements) (Details) $ in Millions | Mar. 31, 2017USD ($) |
Securitized Bank Conduit Facility [Member] | |
Debt Instrument [Line Items] | |
Total capacity | $ 650 |
Revolving credit facility | 236 |
Available Capacity | 414 |
Revolving Credit Facility [Member] | |
Debt Instrument [Line Items] | |
Total capacity | 1,500 |
Revolving credit facility | 8 |
Letters of Credit Outstanding, Amount | 1 |
Commercial paper borrowings | 221 |
Line of Credit Facility, Remaining Borrowing Capacity | $ 1,270 |
Variable Interest Entities (Nar
Variable Interest Entities (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | |||
Mar. 31, 2017 | Mar. 31, 2016 | Feb. 28, 2017 | Dec. 31, 2016 | |
Schedule Of Transfer And Financial Assets [Line Items] | ||||
Restricted cash and cash equivalents | $ 94 | $ 59 | ||
Purchased property and equipment | 35 | $ 43 | ||
Midtown 45, NYC Property [Member] | ||||
Schedule Of Transfer And Financial Assets [Line Items] | ||||
Purchased property and equipment | $ 15 | |||
Clearwater FL Property [Member] | ||||
Schedule Of Transfer And Financial Assets [Line Items] | ||||
Noncash transaction for property and equipment and long-term debt | 51 | |||
Midtown 45, NYC and Clearwater, FL Properties [Member] | ||||
Schedule Of Transfer And Financial Assets [Line Items] | ||||
Purchased property and equipment | 22 | |||
Non Securitized Receivable [Member] | ||||
Schedule Of Transfer And Financial Assets [Line Items] | ||||
Non-securitized contract receivables | 928 | 909 | ||
Mortgage Note - SPE [Member] | Midtown 45, NYC Property [Member] | ||||
Schedule Of Transfer And Financial Assets [Line Items] | ||||
Debt instrument, face amount | $ 15 | |||
Mortgage Note - SPE [Member] | Clearwater FL Property [Member] | ||||
Schedule Of Transfer And Financial Assets [Line Items] | ||||
Debt instrument, face amount | $ 44 | $ 51 |
Variable Interest Entities (Ass
Variable Interest Entities (Assets And Liabilities Of Vacation Ownership SPEs) (Details) - USD ($) $ in Millions | Mar. 31, 2017 | Dec. 31, 2016 |
Schedule Of Transfer And Financial Assets [Line Items] | ||
Total assets | $ 10,343 | $ 9,819 |
Total liabilities | 9,677 | 9,101 |
SPE assets in excess of SPE liabilities | 445 | 461 |
Securitized contract receivables, net, current | 260 | 262 |
Securitized contract receivables, net, non-current | 2,498 | 2,515 |
Vacation Ownership SPEs [Member] | ||
Schedule Of Transfer And Financial Assets [Line Items] | ||
Securitized contract receivables, gross | 2,449 | 2,489 |
Securitized restricted cash | 113 | 90 |
Interest receivables on securitized contract receivables | 20 | 21 |
Other assets | 3 | 4 |
Total assets | 2,585 | 2,604 |
Securitized term notes | 1,902 | 1,857 |
Securitized conduit facilities | 236 | 284 |
Other liabilities | 2 | 2 |
Total liabilities | 2,140 | 2,143 |
SPE assets in excess of SPE liabilities | 445 | 461 |
Securitized contract receivables, net, current | 229 | 235 |
Securitized contract receivables, net, non-current | 2,220 | 2,254 |
Securitized restricted cash, current | 94 | 75 |
Securitized restricted cash, non-current | 19 | 15 |
Securitized conduit facilities, current | 191 | 195 |
Securitized conduit facilities, long-term | 1,947 | 1,946 |
Deferred financing cost related to securitized debt | $ 25 | $ 24 |
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 ($) $ in Millions | Mar. 31, 2017 | Dec. 31, 2016 | Mar. 31, 2016 | Dec. 31, 2015 |
Schedule Of Transfer And Financial Assets [Line Items] | ||||
SPE assets in excess of SPE liabilities | $ 445 | $ 461 | ||
Less: Allowance for loan losses | 619 | 621 | $ 569 | $ 581 |
Total, net | 754 | 749 | ||
Non Securitized Receivable [Member] | ||||
Schedule Of Transfer And Financial Assets [Line Items] | ||||
Non-securitized contract receivables | $ 928 | $ 909 |
Variable Interest Entities (A56
Variable Interest Entities (Assets and Liabilities of the SPE) (Details) - USD ($) $ in Millions | Mar. 31, 2017 | Feb. 28, 2017 | Dec. 31, 2016 |
Variable Interest Entity [Line Items] | |||
Property and equipment, net | $ 1,360 | $ 1,340 | |
Total assets | 10,343 | 9,819 | |
Total liabilities | 9,677 | 9,101 | |
SPE assets in excess of SPE liabilities | 445 | 461 | |
Current portion of long-term debt | 40 | 34 | |
Midtown 45, NYC Property [Member] | |||
Variable Interest Entity [Line Items] | |||
Receivable for Leased Property and Equipment | 16 | ||
Property and equipment, net | 0 | ||
Total assets | 16 | ||
Long-term debt | 17 | ||
Total liabilities | 17 | ||
SPE assets in excess of SPE liabilities | (1) | ||
Clearwater FL Property [Member] | |||
Variable Interest Entity [Line Items] | |||
Receivable for Leased Property and Equipment | 0 | ||
Property and equipment, net | 44 | ||
Total assets | 44 | ||
Long-term debt | 44 | ||
Total liabilities | 44 | ||
SPE assets in excess of SPE liabilities | 0 | ||
Mortgage Note - SPE [Member] | Midtown 45, NYC Property [Member] | |||
Variable Interest Entity [Line Items] | |||
Debt instrument, face amount | 15 | ||
Mortgage Note - SPE [Member] | Clearwater FL Property [Member] | |||
Variable Interest Entity [Line Items] | |||
Debt instrument, face amount | 44 | $ 51 | |
Current portion of long-term debt | $ 25 | ||
Mandatorily Redeemable Equity - SPE [Member] | Midtown 45, NYC Property [Member] | |||
Variable Interest Entity [Line Items] | |||
Debt instrument, face amount | $ 2 |
Fair Value (Narrative) (Details
Fair Value (Narrative) (Details) - Recurring Basis [Member] - Fair Value [Member] - Level 2 [Member] - Foreign Exchange Contracts [Member] - USD ($) $ in Millions | Mar. 31, 2017 | Dec. 31, 2016 |
Summary Of Assets And Liabilities Measured At Fair Value On Recurring Basis [Line Items] | ||
Derivative asset | $ 1 | $ 1 |
Derivative liabilities | $ 2 | $ 1 |
Fair Value (Carrying Amounts An
Fair Value (Carrying Amounts And Estimated Fair Values Of Financial Instruments) (Details) - USD ($) $ in Millions | Mar. 31, 2017 | Dec. 31, 2016 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Vacation ownership contract receivables, net | $ 14 | |
Carrying Amount [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Vacation ownership contract receivables, net | 2,758 | $ 2,777 |
Total debt | 5,713 | 5,512 |
Estimated Fair Value [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Vacation ownership contract receivables, net | 3,331 | 3,344 |
Total debt | $ 5,810 | $ 5,579 |
Derivative Instruments And He59
Derivative Instruments And Hedging Activities (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Foreign Exchange Contracts [Member] | ||
Derivative [Line Items] | ||
Losses on freestanding foreign currency contracts (Less than $1 million for three months ended September 30, 2016) | $ 2 | $ 4 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Effective income tax rate | 18.00% | 41.10% |
Income taxes payments, net of refunds | $ 77 | $ 16 |
Commitments And Contingencies (
Commitments And Contingencies (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2016 | |
Loss Contingencies [Line Items] | |||
Litigation reserves | $ 38 | $ 40 | |
Receivables, Fair Value Disclosure | 14 | ||
Range of possible loss up to, portion not accrued | $ 45 | ||
Number of Guarantees | 3 | ||
Percentage of Cendant's contingent and other corporate liabilities and associated costs | 37.50% | ||
Hotel Group [Member] | |||
Loss Contingencies [Line Items] | |||
Annual cap | $ 27 | ||
Amount of liability in guarantees | 19 | 24 | |
Guarantor offsetting asset carrying value | 31 | 32 | |
Amortization expense, contingent asset | 1 | $ 1 | |
Hotel Group [Member] | Other Non Current Liabilities [Member] | |||
Loss Contingencies [Line Items] | |||
Amount of liability in guarantees | 17 | 17 | |
Hotel Group [Member] | Accrued Liabilities [Member] | |||
Loss Contingencies [Line Items] | |||
Amount of liability in guarantees | 2 | 7 | |
Hotel Group [Member] | Other Non Current Assets [Member] | |||
Loss Contingencies [Line Items] | |||
Guarantor offsetting asset carrying value | 27 | 28 | |
Guarantor obligation recourse receivable | 5 | 4 | |
Hotel Group [Member] | Other Current Assets [Member] | |||
Loss Contingencies [Line Items] | |||
Guarantor offsetting asset carrying value | 4 | 4 | |
Hotel Group [Member] | Additional Guarantee [Member] | |||
Loss Contingencies [Line Items] | |||
Guarantor obligation recourse receivable | 37 | $ 32 | |
Hotel Group [Member] | Additional Guarantee [Member] | Other Non Current Assets [Member] | |||
Loss Contingencies [Line Items] | |||
Guarantor obligation recourse receivable | 32 | ||
Hotel Group [Member] | Additional Guarantee [Member] | Other Current Assets [Member] | |||
Loss Contingencies [Line Items] | |||
Guarantor obligation recourse receivable | $ 5 | ||
Hotel Group [Member] | Minimum [Member] | |||
Loss Contingencies [Line Items] | |||
Guarantor obligations, term | 8 years | ||
Guarantor Obligations Remaining Life, Term | 6 years | ||
Hotel Group [Member] | Maximum [Member] | |||
Loss Contingencies [Line Items] | |||
Guarantor obligations, term | 10 years | ||
Annual cap | $ 115 | ||
Guarantor Obligations Remaining Life, Term | 8 years | ||
Hotel Group [Member] | Maximum [Member] | Additional Guarantee [Member] | |||
Loss Contingencies [Line Items] | |||
Annual cap | $ 36 | ||
Hotel Group [Member] | Weighted Average [Member] | |||
Loss Contingencies [Line Items] | |||
Guarantor obligations, term | 6 years |
Accumulated Other Comprehensi62
Accumulated Other Comprehensive (Loss)/Income (Components Of Accumulated Other Comprehensive Income) (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Accumulated Other Comprehensive Income, Net Of Tax | ||
Balance, value | $ 718 | $ 953 |
Period change | 29 | 36 |
Balance, value | 666 | 840 |
Foreign Currency Translation Adjustments [Member] | ||
Accumulated Other Comprehensive Income, Before Tax | ||
AOCI, Pretax, Beginning Balance | (225) | (139) |
Period change | 32 | 30 |
AOCI, Pretax, Ending Balance | (193) | (109) |
Accumulated Other Comprehensive Income, Tax | ||
AOCI, Tax, Beginning Balance | 116 | 70 |
Period change | (3) | 6 |
AOCI, Tax, Ending Balance | 113 | 76 |
Accumulated Other Comprehensive Income, Net Of Tax | ||
Balance, value | (109) | (69) |
Period change | 29 | 36 |
Balance, value | (80) | (33) |
Unrealized Gains/(Losses) on Cash Flow Hedges [Member] | ||
Accumulated Other Comprehensive Income, Before Tax | ||
AOCI, Pretax, Beginning Balance | 0 | 0 |
Period change | 0 | 1 |
AOCI, Pretax, Ending Balance | 0 | 1 |
Accumulated Other Comprehensive Income, Tax | ||
AOCI, Tax, Beginning Balance | 1 | 1 |
Period change | 0 | 0 |
AOCI, Tax, Ending Balance | 1 | 1 |
Accumulated Other Comprehensive Income, Net Of Tax | ||
Balance, value | 1 | 1 |
Period change | 0 | 1 |
Balance, value | 1 | 2 |
Defined Benefit Pension Plans [Member] | ||
Accumulated Other Comprehensive Income, Before Tax | ||
AOCI, Pretax, Beginning Balance | (7) | (9) |
Period change | 0 | (1) |
AOCI, Pretax, Ending Balance | (7) | (10) |
Accumulated Other Comprehensive Income, Tax | ||
AOCI, Tax, Beginning Balance | 2 | 3 |
Period change | 0 | 0 |
AOCI, Tax, Ending Balance | 2 | 3 |
Accumulated Other Comprehensive Income, Net Of Tax | ||
Balance, value | (5) | (6) |
Period change | 0 | (1) |
Balance, value | (5) | (7) |
AOCI [Member] | ||
Accumulated Other Comprehensive Income, Before Tax | ||
AOCI, Pretax, Beginning Balance | (232) | (148) |
Period change | 32 | 30 |
AOCI, Pretax, Ending Balance | (200) | (118) |
Accumulated Other Comprehensive Income, Tax | ||
AOCI, Tax, Beginning Balance | 119 | 74 |
Period change | (3) | 6 |
AOCI, Tax, Ending Balance | 116 | 80 |
Accumulated Other Comprehensive Income, Net Of Tax | ||
Balance, value | (113) | (74) |
Period change | 29 | 36 |
Balance, value | $ (84) | $ (38) |
Stock-Based Compensation (Narra
Stock-Based Compensation (Narrative) (Details) - USD ($) shares in Millions, $ in Millions | Feb. 28, 2017 | Mar. 31, 2017 | Mar. 31, 2016 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Maximum shares of common stock to be awarded | 36.7 | ||
Remaining shares available | 15.4 | ||
Tax benefit | $ 4 | ||
Stock-based compensation | 15 | $ 14 | |
Payment of taxes for net share settlement | 30 | 30 | |
RSUs [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Approved grants of incentive equity awards | $ 54 | ||
Vesting terms, in years | 4 years | ||
PSUs [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Approved grants of incentive equity awards | $ 21 | ||
RSUs, PSUs and SSARs [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation | $ 15 | $ 14 |
Stock-Based Compensation (Incen
Stock-Based Compensation (Incentive Equity Awards Granted By The Company) (Details) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended |
Mar. 31, 2017USD ($)$ / sharesshares | |
RSUs [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested [Roll Forward] | |
Number of Units, Beginning Balance (shares) | 1.7 |
Number of Units, Granted (shares) | 0.7 |
Number of Units, Vested/exercised (shares) | (0.7) |
Number of Units, Canceled (shares) | (0.1) |
Number of Units, Ending Balance (shares) | 1.6 |
Weighted Average Grant Price, Beginning Balance (in dollars per share) | $ / shares | $ 75.81 |
Weighted Average Grant Price, Granted (in dollars per share) | $ / shares | 83.24 |
Weighted Average Grant Price, Vested/exercised (in dollars per share) | $ / shares | 73.61 |
Weighted Average Grant Price, Canceled (in dollars per share) | $ / shares | 77.78 |
Weighted Average Grant Price, Ending Balance (in dollars per share) | $ / shares | $ 79.60 |
Unrecognized compensation expense, maximum | $ | $ 126 |
Incentive equity awards vesting ratably over a period, in years | 3 years |
Shares outstanding, expected to vest | 1.6 |
PSUs [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested [Roll Forward] | |
Number of Units, Beginning Balance (shares) | 0.6 |
Number of Units, Granted (shares) | 0.3 |
Number of Units, Vested/exercised (shares) | (0.2) |
Number of Units, Ending Balance (shares) | 0.7 |
Weighted Average Grant Price, Beginning Balance (in dollars per share) | $ / shares | $ 77.84 |
Weighted Average Grant Price, Granted (in dollars per share) | $ / shares | 83.24 |
Weighted Average Grant Price, Vested/exercised (in dollars per share) | $ / shares | 72.97 |
Weighted Average Grant Price, Ending Balance (in dollars per share) | $ / shares | $ 81.41 |
Unrecognized compensation expense, maximum | $ | $ 42 |
Incentive equity awards vesting ratably over a period, in years | 2 years 3 months |
SSARs [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested [Roll Forward] | |
Number of Units, Beginning Balance (shares) | 0.5 |
Number of Units, Granted (shares) | 0 |
Number of Units, Vested/exercised (shares) | 0 |
Number of Units, Ending Balance (shares) | 0.5 |
Weighted Average Grant Price, Vested/exercised (in dollars per share) | $ / shares | $ 0 |
Weighted Average Exercise Price, Beginning Balance (in dollars per share) | $ / shares | 68.78 |
Weighted Average Exercise Price, Granted (in dollars per share) | $ / shares | $ 0 |
Weighted Average Exercise Price, Ending Balance (in dollars per share) | $ / shares | 68.78 |
Unrecognized compensation expense, maximum | $ | $ 3 |
Incentive equity awards vesting ratably over a period, in years | 2 years 3 months |
Shares outstanding, expected to vest | 0.3 |
Shares, intrinsic value | $ | $ 9 |
Weighted average remaining contractual life, years | 3 years 1 month |
Segment Information (Summary Of
Segment Information (Summary Of Segment Information) (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Segment Reporting Information [Line Items] | ||
Net revenues | $ 1,319 | $ 1,303 |
EBITDA | 266 | 267 |
Net income | 141 | 96 |
Provision for income taxes | 31 | 67 |
Depreciation and amortization | 63 | 62 |
Interest expense | 33 | 33 |
Early extinguishment of debt | 0 | 11 |
Interest income | (2) | (2) |
Other | 80 | 82 |
Operating Segments [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 1,337 | 1,321 |
EBITDA | 305 | 301 |
Corporate and Other [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | (18) | (18) |
EBITDA | (39) | (34) |
Hotel Group [Member] | ||
Segment Reporting Information [Line Items] | ||
Intersegment trademark fees | 16 | 16 |
Intersegment Licensing Fee | 13 | 13 |
Other | 3 | 2 |
Revenue from Owned Hotels | 1 | |
Hotel Group [Member] | Operating Segments [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 298 | 295 |
EBITDA | 85 | 84 |
Destination Network [Member] | ||
Segment Reporting Information [Line Items] | ||
Intersegment trademark fees | 2 | 2 |
Destination Network [Member] | Operating Segments [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 391 | 385 |
EBITDA | 102 | 81 |
Vacation Ownership [Member] | Operating Segments [Member] | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 648 | 641 |
EBITDA | $ 118 | $ 136 |
Restructuring, Impairment and66
Restructuring, Impairment and Other Charges (Narrative) (Details) $ in Millions | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2017USD ($) | Mar. 31, 2016USD ($) | Dec. 31, 2016USD ($) | |
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | $ 7 | $ 0 | |
Vacation Ownership sales offices closed | 4 | ||
Payments for Restructuring | 4 | ||
Asset impairments | 5 | $ 0 | |
Personnel-Related [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 7 | ||
Payments for Restructuring | 4 | ||
Initially recorded personnel related [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | $ 12 | ||
Facility-Related [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 2 | ||
Operating Expense [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Foreign exchange loss, primarily impacting cash | 24 | ||
Restructuring Plan 2017 [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 7 | ||
Restructuring liability expected to be paid | 7 | ||
Restructuring Plan 2017 [Member] | Corporate and Other [Member] | Personnel-Related [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 6 | ||
Restructuring Plan 2017 [Member] | Hotel Group [Member] | Personnel-Related [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 1 | ||
Restructuring Plan 2016 [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 15 | ||
Restructuring liability expected to be paid | 4 | ||
Non-cash asset impairment charge | 2 | ||
Payments for Restructuring | 4 | 5 | |
Restructuring Plan 2016 [Member] | Personnel-Related [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Reversed previously recorded costs | $ (1) | ||
Restructuring Plan 2015 [Member] | Restructuring Plans, Additional [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Non-cash asset impairment charge | $ 1 |
Restructuring, Impairment and67
Restructuring, Impairment and Other Charges (Activity Related To The Restructuring Costs) (Details) $ in Millions | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2017USD ($) | Mar. 31, 2016USD ($) | Dec. 31, 2016USD ($) | |
Restructuring Cost and Reserve [Roll Forward] | |||
Liability as of December 31, 2016 | $ 9 | ||
Restructuring charges | 7 | $ 0 | |
Cash payments | (4) | ||
Liability as of March 31, 2017 | 12 | $ 9 | |
Personnel-Related [Member] | |||
Restructuring Cost and Reserve [Roll Forward] | |||
Liability as of December 31, 2016 | 6 | ||
Restructuring charges | 7 | ||
Cash payments | (4) | ||
Liability as of March 31, 2017 | 9 | 6 | |
Facility-Related [Member] | |||
Restructuring Cost and Reserve [Roll Forward] | |||
Liability as of December 31, 2016 | 3 | ||
Restructuring charges | 2 | ||
Liability as of March 31, 2017 | $ 3 | $ 3 | |
Restructuring Plan 2017 [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring and Related Cost, Number of Positions Eliminated | 66 | ||
Restructuring Cost and Reserve [Roll Forward] | |||
Restructuring charges | $ 7 |
Separation Adjustments and Tr68
Separation Adjustments and Transactions with Former Parent and Subsidiaries (Narrative) (Details) - USD ($) $ in Millions | Mar. 31, 2017 | Dec. 31, 2016 | Mar. 31, 2017 |
Separation Adjustments And Transactions With Former Parent And Subsidiaries [Line Items] | |||
Liabilities assumed | $ 23 | $ 23 | $ 23 |
Tax liabilities assumed | 20 | ||
Other contingent and corporate liabilities assumed | 1 | ||
Guarantee amount over contingent liability assumed | 2 | ||
Separation liabilities, current | 10 | 10 | 10 |
Separation liabilities, non-current | 13 | 13 | $ 13 |
Receivables due from former Parent and subsidiaries | $ 1 | ||
Cendant [Member] | |||
Separation Adjustments And Transactions With Former Parent And Subsidiaries [Line Items] | |||
Responsible liability for separation agreement | 37.50% | ||
Realogy [Member] | |||
Separation Adjustments And Transactions With Former Parent And Subsidiaries [Line Items] | |||
Responsible liability for separation agreement | 62.50% | ||
Realogy [Member] | Standby Letters Of Credit [Member] | |||
Separation Adjustments And Transactions With Former Parent And Subsidiaries [Line Items] | |||
Standby letter of credit | $ 53 | $ 53 |