Long-Term Debt And Borrowing Arrangements | Long-Term Debt and Borrowing Arrangements The Company’s indebtedness consisted of: September 30, December 31, Securitized vacation ownership debt : (a) Term notes (b) $ 1,419 $ 1,857 Bank conduit facility (c) 582 284 Total securitized vacation ownership debt 2,001 2,141 Less: Current portion of securitized vacation ownership debt 192 195 Long-term securitized vacation ownership debt $ 1,809 $ 1,946 Long-term debt : (d) Revolving credit facility (due July 2020) $ 455 $ 14 Commercial paper 100 427 Term loan (due March 2021) 324 323 $300 million 2.95% senior unsecured notes (due March 2017) — 300 $450 million 2.50% senior unsecured notes (due March 2018) 450 449 $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) (e) 648 648 $400 million 3.90% senior unsecured notes (due March 2023) (f) 406 407 $300 million 4.15% senior unsecured notes (due April 2024) 297 — $350 million 5.10% senior unsecured notes (due October 2025) (g) 339 338 $400 million 4.50% senior unsecured notes (due April 2027) (h) 400 — Capital leases 143 143 Other 50 34 Total long-term debt 3,900 3,371 Less: Current portion of long-term debt 42 34 Long-term debt $ 3,858 $ 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 $2,614 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 September 30, 2017 and December 31, 2016 , respectively. (b) The carrying amounts of the term notes are net of debt issuance costs aggregating $18 million and $24 million as of September 30, 2017 and December 31, 2016 , respectively. (c) The Company has borrowing capability under the Bank conduit facility through August 2018. Borrowings under this facility are required to be repaid as the collateralized receivables amortize but no later than September 2019. (d) The carrying amounts of the senior unsecured notes and term loan are net of unamortized discounts of $14 million and $11 million as of September 30, 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 September 30, 2017 and December 31, 2016 , respectively. (e) Includes $2 million of unamortized gains from the settlement of a derivative as of both September 30, 2017 and December 31, 2016 , (f) Includes $8 million and $9 million of unamortized gains from the settlement of a derivative as of September 30, 2017 and December 31, 2016 , respectively. (g) Includes $8 million and $9 million of unamortized losses from the settlement of a derivative as of September 30, 2017 and December 31, 2016 , respectively. (h) Includes a $4 million increase in the carrying value resulting from a fair value hedge derivative as of September 30, 2017 . Long-Term Debt The Company’s $450 million 2.50% senior unsecured notes due 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, issued by 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 September 30, 2017 , the Company had outstanding borrowings under these term notes of $247 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 a redemption price equal to the greater of (i) the sum of the principal being redeemed and (ii) a “make-whole” price specified in the Indenture and the notes, plus, in each case, accrued and unpaid interest. 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 a redemption price equal to the greater of (i) the sum of the principal being redeemed and (ii) a “make-whole” price specified in the Indenture and the notes, plus, in each case, accrued and unpaid interest. 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 located 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 consolidated financial statements. As of September 30, 2017 , the Company’s obligation under the notes was $35 million , with principal and interest payable tri-annually (see Note 8 - 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 September 30, 2017 , the Company had outstanding borrowings of $100 million at a weighted average interest rate of 1.97% , 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 During the first quarter of 2017, the Company entered into pay-variable/receive-fixed interest rate swap agreements 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 September 30, 2017 , the variable interest rate on the notional portion of the 4.50% senior unsecured notes was 3.42% . The aggregate fair value of the swap agreements resulted in $4 million of assets as of September 30, 2017 , which were included within other non-current assets on the Condensed Consolidated Balance Sheet. During 2013, the Company entered into pay-variable/receive-fixed 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 swap agreements resulting in a gain of $17 million , which is being amortized over the remaining life of the senior unsecured notes as a reduction to interest expense on the Condensed Consolidated Statements of Income. The Company had $10 million and $11 million of deferred gains as of September 30, 2017 and December 31, 2016 , respectively, which are included within long-term debt on the Condensed Consolidated Balance Sheets. Maturities and Capacity The Company’s outstanding debt as of September 30, 2017 matures as follows: Securitized Vacation Ownership Debt Long-Term Debt Total Within 1 year $ 192 $ 506 (*) $ 698 Between 1 and 2 years 669 39 708 Between 2 and 3 years 159 638 797 Between 3 and 4 years 170 544 714 Between 4 and 5 years 181 658 839 Thereafter 630 1,515 2,145 $ 2,001 $ 3,900 $ 5,901 (*) Includes $464 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. Required principal payments on the securitized vacation ownership debt are based on the contractual repayment terms of the underlying vacation ownership contract receivables. Actual maturities may differ as a result of prepayments by the vacation ownership contract receivable obligors. As of September 30, 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 582 455 Letters of credit — 1 Commercial paper borrowings — 100 (b) Available Capacity $ 68 $ 944 (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 nine months ended September 30, 2016 , which is included within early extinguishment of debt on the Condensed Consolidated Statement of Income. Interest Expense During the three and nine months ended September 30, 2017 , the Company incurred non-securitized interest expense of $42 million and $115 million , respectively, which primarily consisted of $43 million and $117 million of interest on long-term debt, partially offset by less than $1 million and $2 million of capitalized interest. Such amounts are included within interest expense on the Condensed Consolidated Statements of Income. Cash paid related to interest on the Company’s non-securitized debt was $117 million during the nine months ended September 30, 2017 . During the three and nine months ended September 30, 2016 , the Company incurred non-securitized interest expense of $34 million and $102 million , respectfully, which primarily consisted of $35 million and $106 million of interest on long-term debt, partially offset by $1 million and $4 million of capitalized interest. Such amounts are included within interest expense on the Condensed Consolidated Statements of Income. Cash paid related to interest on the Company’s non-securitized debt was $118 million during the nine months ended September 30, 2016 . Interest expense incurred in connection with the Company’s securitized vacation ownership debt during the three and nine months ended September 30, 2017 was $ 17 million and $ 54 million , respectively, and $ 19 million and $ 55 million during the three and nine months ended September 30, 2016 , respectively, and is recorded within consumer financing interest on the Condensed Consolidated Statements of Income. Cash paid related to such interest was $37 million and $38 million for the nine months ended September 30, 2017 and 2016 , respectively. |