Document And Entity Information
Document And Entity Information - shares | 6 Months Ended | |
Jun. 30, 2018 | Jul. 31, 2018 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2018 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q2 | |
Entity Registrant Name | WYNDHAM DESTINATIONS, INC. | |
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 | 99,418,820 |
Condensed Consolidated Statemen
Condensed Consolidated Statements Of Income - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Net revenues | ||||
Net revenues | $ 1,007 | $ 978 | $ 1,914 | $ 1,860 |
Expenses | ||||
Operating | 418 | 415 | 821 | 810 |
Cost of vacation ownership interests | 47 | 38 | 78 | 75 |
Consumer financing interest | 20 | 19 | 39 | 37 |
Marketing and reservation | 155 | 140 | 286 | 258 |
General and administrative | 133 | 153 | 286 | 304 |
Separation and related costs | 133 | 0 | 163 | 0 |
Asset impairments | 0 | 135 | 0 | 140 |
Restructuring | 0 | 0 | 0 | 6 |
Depreciation and amortization | 36 | 33 | 73 | 65 |
Total expenses | 942 | 933 | 1,746 | 1,695 |
Operating income | 65 | 45 | 168 | 165 |
Other (income), net | (5) | (3) | (11) | (3) |
Interest expense | 46 | 39 | 91 | 73 |
Interest (income) | (2) | (1) | (3) | (3) |
Income before income taxes | 26 | 10 | 91 | 98 |
Provision/(benefit) for income taxes | 38 | (4) | 62 | (2) |
(Loss)/income from continuing operations | (12) | 14 | 29 | 100 |
(Loss)/income from operations of discontinued businesses, net of income taxes | (42) | 71 | (49) | 75 |
Income on disposal of discontinued businesses, net of income taxes | 432 | 0 | 432 | 0 |
Net income | $ 378 | $ 85 | $ 412 | $ 175 |
Basic (loss)/earnings per share | ||||
Continuing operations (in dollars per share) | $ (0.12) | $ 0.13 | $ 0.29 | $ 0.95 |
Discontinued operations (in dollars per share) | 3.90 | 0.69 | 3.83 | 0.72 |
Basic (in dollars per share) | 3.78 | 0.82 | 4.12 | 1.67 |
Diluted (loss)/earnings per share | ||||
Continuing operations (in dollars per share) | (0.12) | 0.13 | 0.29 | 0.95 |
Discontinued operations (in dollars per share) | 3.89 | 0.68 | 3.82 | 0.72 |
Diluted (in dollars per share) | 3.77 | 0.81 | 4.11 | 1.67 |
Cash dividends declared per share (in dollars per share) | $ 0.41 | $ 0.58 | $ 1.07 | $ 1.16 |
Service and Membership Fees [Member] | ||||
Net revenues | ||||
Net revenues | $ 409 | $ 401 | $ 828 | $ 810 |
Vacation Ownership Interest Sales [Member] | ||||
Net revenues | ||||
Net revenues | 462 | 446 | 820 | 796 |
Consumer Financing [Member] | ||||
Net revenues | ||||
Net revenues | 120 | 114 | 237 | 224 |
Other [Member] | ||||
Net revenues | ||||
Net revenues | $ 16 | $ 17 | $ 29 | $ 30 |
Condensed Consolidated Stateme3
Condensed Consolidated Statements Of Comprehensive Income - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 378 | $ 85 | $ 412 | $ 175 |
Other comprehensive (loss)/income, net of tax | ||||
Foreign currency translation adjustments | (33) | 40 | (19) | 69 |
Unrealized gain on cash flow hedges | 1 | 0 | 0 | 0 |
Defined benefit pension plans | 3 | 0 | 4 | 0 |
Other comprehensive (loss)/income, net of tax | (29) | 40 | (15) | 69 |
Comprehensive Income | $ 349 | $ 125 | $ 397 | $ 244 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Millions | Jun. 30, 2018 | Dec. 31, 2017 |
Assets | ||
Cash and cash equivalents | $ 155 | $ 48 |
Trade receivables, net | 206 | 195 |
Vacation ownership contract receivables, net | 2,904 | 2,901 |
Inventory | 1,243 | 1,249 |
Prepaid expenses | 157 | 118 |
Property and equipment, net | 764 | 822 |
Goodwill | 940 | 911 |
Other intangibles, net | 146 | 143 |
Other assets | 560 | 499 |
Assets of discontinued operations | 0 | 3,564 |
Total assets | 7,075 | 10,450 |
Liabilities and (Deficit)/Equity | ||
Accounts payable | 197 | 232 |
Deferred income | 592 | 559 |
Accrued expenses and other liabilities | 1,031 | 847 |
Non-recourse vacation ownership debt | 2,094 | 2,098 |
Debt | 2,980 | 3,908 |
Deferred income taxes | 701 | 613 |
Liabilities of discontinued operations | 0 | 1,419 |
Total liabilities | 7,595 | 9,676 |
Commitments and contingencies (Note 14) | ||
Stockholders' (deficit)/equity: | ||
Preferred stock, $.01 par value, authorized 6,000,000 shares, none issued and outstanding | 0 | 0 |
Common stock, $.01 par value, 600,000,000 shares authorized, 219,823,123 issued as of 2018 and 218,796,817 as of 2017 | 2 | 2 |
Treasury stock, at cost – 120,111,812 shares as of 2018 and 118,887,441 shares as of 2017 | (5,837) | (5,719) |
Additional paid-in capital | 4,051 | 3,996 |
Retained earnings | 1,285 | 2,501 |
Accumulated other comprehensive loss | (26) | (11) |
Total stockholders’ (deficit)/equity | (525) | 769 |
Noncontrolling interest | 5 | 5 |
Total (deficit)/equity | (520) | 774 |
Total liabilities and (deficit)/equity | $ 7,075 | $ 10,450 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2018 | Dec. 31, 2017 |
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 6,000,000 | 6,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 600,000,000 | 600,000,000 |
Common stock, shares issued (in shares) | 219,823,123 | 218,796,817 |
Treasury stock, shares (in shares) | 120,111,812 | 118,887,441 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements Of Cash Flows - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2018 | Jun. 30, 2017 | |
Operating Activities | ||
Net income | $ 412 | $ 175 |
(Income)/loss from operations of discontinued businesses, net of income taxes | 49 | (75) |
(Income) on disposal of discontinued businesses, net of income taxes | (432) | 0 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 73 | 65 |
Provision for loan losses | 218 | 195 |
Deferred income taxes | 74 | 21 |
Stock-based compensation | 109 | 27 |
Asset impairments | 9 | 140 |
Non-cash interest | 8 | 11 |
Net change in assets and liabilities, excluding the impact of acquisitions and dispositions: | ||
Trade receivables | (28) | 8 |
Vacation ownership contract receivables | (233) | (197) |
Inventory | (64) | (53) |
Deferred income | 42 | 31 |
Accounts payable, accrued expenses, other assets and other liabilities | (144) | (117) |
Net cash provided by operating activities - continuing operations | 93 | 231 |
Net cash provided by operating activities - discontinued operations | 212 | 431 |
Net cash provided by operating activities | 305 | 662 |
Investing Activities | ||
Property and equipment additions | (41) | (51) |
Net assets acquired, net of cash acquired, and acquisition-related payments | (5) | (5) |
Other, net | (6) | 13 |
Cash used in investing activities - continuing operations | (52) | (43) |
Cash used in investing activities - discontinued operations | (672) | (26) |
Net cash used in investing activities | (724) | (69) |
Financing Activities | ||
Proceeds from non-recourse vacation ownership debt | 924 | 820 |
Principal payments on non-recourse vacation ownership debt | (931) | (912) |
Proceeds from debt | 2,281 | 564 |
Principal payments on debt | (2,491) | (604) |
Repayments of commercial paper, net | (147) | (72) |
Proceeds from notes issued and term loan | 300 | 694 |
Repayment/repurchase of notes | (789) | (300) |
Repayments of vacation ownership inventory arrangement | (7) | (22) |
Dividends to shareholders | (114) | (125) |
Cash transferred to Wyndham Hotels at spin-off | (495) | 0 |
Repurchase of common stock | (123) | (300) |
Debt issuance costs | (9) | (7) |
Net share settlement of incentive equity awards | (67) | (34) |
Other, net | (2) | 0 |
Cash used in financing activities - continuing operations | (1,670) | (298) |
Cash provided by/(used in) financing activities - discontinued operations | 2,066 | (11) |
Net cash provided by/(used in) financing activities | 396 | (309) |
Effect of changes in exchange rates on cash, cash equivalents and restricted cash | (6) | 11 |
Net change in cash, cash equivalents and restricted cash | (29) | 295 |
Cash, cash equivalents and restricted cash, beginning of period | 416 | 333 |
Cash, cash equivalents and restricted cash, end of period | 387 | 628 |
Less cash, cash equivalents and restricted cash of discontinued operations, end of period | 0 | 310 |
Cash, cash equivalents and restricted cash of continuing operations, end of period | $ 387 | $ 318 |
Condensed Consolidated Stateme7
Condensed Consolidated Statements Of (Deficit)/Equity - 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, 2016 | 106 | ||||||
Balance, value at Dec. 31, 2016 | $ 634 | $ 2 | $ (5,118) | $ 3,966 | $ 1,886 | $ (106) | $ 4 |
Net income | 175 | 175 | 0 | ||||
Other comprehensive loss | 69 | 69 | |||||
Net share settlement of stock-based compensation | (34) | (34) | |||||
Change in stock-based compensation | 31 | 31 | |||||
Change in stock-based compensation and impact of equity restructuring for Board of Directors | 1 | 1 | |||||
Repurchase of common stock (shares) | (3) | ||||||
Repurchase of common stock | (300) | (300) | |||||
Dividends | (119) | (119) | |||||
Spin-off of Wyndham Hotels and Other | 1 | 1 | |||||
Balance, shares at Jun. 30, 2017 | 103 | ||||||
Balance, value at Jun. 30, 2017 | 458 | $ 2 | (5,418) | 3,964 | 1,942 | (37) | 5 |
Balance, shares at Dec. 31, 2016 | 106 | ||||||
Balance, value at Dec. 31, 2016 | 634 | $ 2 | (5,118) | 3,966 | 1,886 | (106) | 4 |
Balance, shares at Dec. 31, 2017 | 100 | ||||||
Balance, value at Dec. 31, 2017 | 774 | $ 2 | (5,719) | 3,996 | 2,501 | (11) | 5 |
Cumulative-effective adjustment | (19) | (19) | |||||
Net income | 412 | 412 | 0 | ||||
Other comprehensive loss | (15) | (15) | |||||
Issuance of shares for RSU vesting | 1 | ||||||
Net share settlement of stock-based compensation | (67) | (67) | |||||
Change in stock-based compensation | 130 | 130 | |||||
Change in stock-based compensation and impact of equity restructuring for Board of Directors | (8) | (8) | |||||
Repurchase of common stock (shares) | (1) | ||||||
Repurchase of common stock | (118) | (118) | |||||
Dividends | (110) | (110) | |||||
Spin-off of Wyndham Hotels and Other | (1,499) | (1,499) | |||||
Balance, shares at Jun. 30, 2018 | 100 | ||||||
Balance, value at Jun. 30, 2018 | $ (520) | $ 2 | $ (5,837) | $ 4,051 | $ 1,285 | $ (26) | $ 5 |
Basis of Presentation
Basis of Presentation | 6 Months Ended |
Jun. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Background and Basis of Presentation Background Wyndham Destinations, Inc., formerly known as Wyndham Worldwide Corporation, and its subsidiaries (collectively, “Wyndham Destinations” or the “Company”) is a global provider of hospitality services and products. The Company operates in two segments: Vacation Ownership and Exchange & Rentals. The Vacation Ownership segment develops, markets and sells vacation ownership interests (“VOIs”) to individual consumers, provides consumer financing in connection with the sale of VOIs and provides property management services at resorts. The Exchange & Rentals segment provides vacation exchange services and products to owners of VOIs and manages and markets vacation rental properties primarily on behalf of independent owners. On May 31, 2018, the Company completed the previously announced spin-off of its hotel business into a separate publicly traded company, Wyndham Hotels & Resorts, Inc. (“Wyndham Hotels”). This transaction was effected through a pro rata distribution of the new hotel entity’s stock to existing Wyndham Destinations shareholders. In connection with the spin-off, the Company entered into certain agreements with Wyndham Hotels to implement the legal and structural separation, govern the relationship between the Company and Wyndham Hotels up to and after the completion of the separation, and allocate various assets, liabilities and obligations, including, among other things, employee benefits, intellectual property and tax-related assets and liabilities between the Company and Wyndham Hotels. The two public companies have entered into long-term exclusive license agreements to retain their affiliations with one of the industry’s top-rated loyalty programs, Wyndham Rewards, as well as to continue to collaborate on inventory-sharing and customer cross-sell initiatives. On May 9, 2018, the Company completed the sale of its European vacation rentals business. For all periods presented, the Company has classified the results of operations for its hotel business and its European vacation rentals business as discontinued operations. See further detail in Note 6 — Discontinued Operations . Basis of Presentation The accompanying unaudited Condensed Consolidated Financial Statements in this Quarterly Report on Form 10-Q include the accounts and transactions of Wyndham Destinations, as well as the entities in which Wyndham Destinations 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 (“U.S.”). All intercompany balances and transactions have been eliminated in the Condensed Consolidated Financial Statements. In addition, certain prior period amounts have been reclassified to comply with newly adopted accounting standards. See further detail in Note 2 — New Accounting Pronouncements . The Company changed its balance sheet presentation from classified (distinguishing between short-term and long-term accounts) to unclassified (no such distinction) in the second quarter of 2018. This change was prompted by the spin-off of Wyndham Hotels at which time the Company became predominantly a real-estate timeshare company. This presentation will conform to that of the Company’s peers within the timeshare industry. Both the December 31, 2017 and the June 30, 2018 Condensed Consolidated Balance Sheets have been presented in an unclassified format. 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 2017 Consolidated Financial Statements included in its Annual Report filed on Form 10-K with the Securities and Exchange Commission on February 16, 2018 . |
New Accounting Pronouncements
New Accounting Pronouncements | 6 Months Ended |
Jun. 30, 2018 | |
Accounting Changes and Error Corrections [Abstract] | |
New Accounting Pronouncements | New Accounting Pronouncements Recently Issued Accounting Pronouncements Leases. In February 2016, the Financial Accounting Standards Board (“FASB”) issued new guidance for lease accounting. This guidance along with its subsequent corresponding updates requires companies generally to recognize on the balance sheet operating and financing lease liabilities and corresponding right-of-use assets. The new standard requires a modified retrospective transition approach for all leases existing at, or entered into after, the date of initial application. This guidance is effective for fiscal years beginning after December 15, 2018 and for interim periods within those fiscal years, with early adoption permitted. Progress continues with our implementation efforts, including the evaluation of the impact that adoption of this new guidance will have on our financial statements and disclosures. We expect that the new guidance for lease accounting will have a material effect on our consolidated balance sheets. 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. 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 the 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. Derivatives and Hedging - Targeted Improvements to Accounting for Hedging Activities. In August 2017, the FASB issued guidance intended to better align an entity’s risk management activities and financial reporting for hedging relationships through changes to both the designation and measurement guidance for qualifying hedging relationships and the presentation of hedge results. The guidance will expand and refine hedge accounting for both nonfinancial and financial risk components and align the recognition and presentation of the effects of the hedging instrument and the hedged item in the financial statements. 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. Reporting Comprehensive Income - Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income. In February 2018, the FASB issued guidance allowing for the reclassification of the stranded tax effects resulting from the implementation of the Tax Cuts and Jobs Act from accumulated other comprehensive income (“AOCI”) to retained earnings. This guidance is effective for fiscal years beginning after December 15, 2018 and interim periods within those fiscal years, and should be applied either in the period of adoption or retrospectively to each period in which the effect of the change in the U.S. federal corporate income tax rate in the Tax Cuts and Jobs Act is recognized. The Company is currently evaluating the impact of the adoption of this guidance on its financial statements and related disclosures. Stock Compensation - Improvements to Nonemployee Share-Based Payment Accounting. In June 2018, the FASB issued guidance intended to simplify nonemployee share-based payment accounting. This new guidance will more closely align the accounting for share-based payment awards issued to employees and nonemployees. 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. Recently Adopted Accounting Pronouncements Revenue from Contracts with Customers. In May 2014, the 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 adopted the guidance on January 1, 2018 utilizing the full retrospective transition method. This new guidance had a minimal impact on the Company’s continuing operations. The tables below summarize the impact of the adoption of the new revenue standard and reclassifications related to discontinued operations on the Company’s Condensed Consolidated Income Statements: Three Months Ended June 30, 2017 Net revenues Previously Reported Balance Discontinued Operations* New Revenue Standard Adjustment Adjusted Balance Service and membership fees $ 653 $ (247 ) $ (5 ) $ 401 Vacation ownership interest sales 448 (1 ) (1 ) 446 Franchise fees 177 (177 ) — — Consumer financing 114 — — 114 Other 87 (76 ) 6 17 Net revenues 1,479 (501 ) — 978 Expenses Operating 654 (230 ) (9 ) 415 Cost of vacation ownership interests 38 — — 38 Consumer financing interest 19 — — 19 Marketing and reservation 231 (96 ) 5 140 General and administrative 191 (40 ) 2 153 Asset impairments 135 — — 135 Depreciation and amortization 66 (33 ) — 33 Total expenses 1,334 (399 ) (2 ) 933 Operating income 145 (102 ) 2 45 Other (income), net (3 ) — — (3 ) Interest expense 39 — — 39 Interest (income) (2 ) 1 — (1 ) Income before income taxes 111 (103 ) 2 10 Provision/(benefit) for income taxes 33 (38 ) 1 (4 ) Income from continuing operations 78 (65 ) 1 14 Income from operations of discontinued businesses, net of income taxes — 65 6 71 Net income $ 78 $ — $ 7 $ 85 Basic earnings per share Continuing operations $ 0.75 $ (0.63 ) $ 0.01 $ 0.13 Discontinued operations — 0.63 0.06 0.69 $ 0.75 $ — $ 0.07 $ 0.82 Diluted earnings per share Continuing operations $ 0.75 $ (0.62 ) $ — $ 0.13 Discontinued operations — 0.62 0.06 0.68 $ 0.75 $ — $ 0.06 $ 0.81 *Excludes the impact of the new revenue standard. Six Months Ended June 30, 2017 Net revenues Previously Reported Balance Discontinued Operations* New Revenue Standard Adjustment Adjusted Balance Service and membership fees $ 1,289 $ (465 ) $ (14 ) $ 810 Vacation ownership interest sales 798 — (2 ) 796 Franchise fees 318 (318 ) — — Consumer financing 224 — — 224 Other 169 (149 ) 10 30 Net revenues 2,798 (932 ) (6 ) 1,860 Expenses Operating 1,254 (427 ) (17 ) 810 Cost of vacation ownership interests 75 — — 75 Consumer financing interest 37 — — 37 Marketing and reservation 426 (176 ) 8 258 General and administrative 383 (83 ) 4 304 Asset impairments 140 — — 140 Restructuring 7 (1 ) — 6 Depreciation and amortization 128 (63 ) — 65 Total expenses 2,450 (750 ) (5 ) 1,695 Operating income 348 (182 ) (1 ) 165 Other (income), net (4 ) 1 — (3 ) Interest expense 73 — — 73 Interest (income) (4 ) 1 — (3 ) Income before income taxes 283 (184 ) (1 ) 98 Provision/(benefit) for income taxes 64 (66 ) — (2 ) Income from continuing operations 219 (118 ) (1 ) 100 Income from operations of discontinued businesses, net of income taxes — 118 (43 ) 75 Net income $ 219 $ — $ (44 ) $ 175 Basic earnings per share Continuing operations $ 2.10 $ (1.13 ) $ (0.02 ) $ 0.95 Discontinued operations — 1.13 (0.41 ) 0.72 $ 2.10 $ — $ (0.43 ) $ 1.67 Diluted earnings per share Continuing operations $ 2.09 $ (1.12 ) $ (0.02 ) $ 0.95 Discontinued operations — 1.12 (0.40 ) 0.72 $ 2.09 $ — $ (0.42 ) $ 1.67 *Excludes the impact of the new revenue standard. Year Ended December 31, 2017 Net revenues Previously Reported Balance Discontinued Operations* New Revenue Standard Adjusted Balance Service and membership fees $ 1,895 $ (269 ) $ (27 ) $ 1,599 Vacation ownership interest sales 1,689 — (5 ) 1,684 Franchise fees 695 (695 ) — — Consumer financing 463 — — 463 Other 334 (297 ) 23 60 Net revenues 5,076 (1,261 ) (9 ) 3,806 Expenses Operating 2,194 (523 ) (35 ) 1,636 Cost of vacation ownership interests 150 — — 150 Consumer financing interest 74 — — 74 Marketing and reservation 773 (247 ) 20 546 General and administrative 648 (75 ) 7 580 Separation and related costs 51 (25 ) — 26 Asset impairments 246 (41 ) — 205 Restructuring 15 (1 ) — 14 Depreciation and amortization 213 (77 ) — 136 Total expenses 4,364 (989 ) (8 ) 3,367 Operating income 712 (272 ) (1 ) 439 Other (income), net (27 ) (1 ) — (28 ) Interest expense 156 (1 ) — 155 Interest (income) (7 ) 1 — (6 ) Income before income taxes 590 (271 ) (1 ) 318 (Benefit) from income taxes (229 ) (101 ) 2 (a) (328 ) Income from continuing operations 819 (170 ) (3 ) 646 Income from operations of discontinued businesses, net of income taxes 53 170 (14 ) 209 Net income 872 — (17 ) 855 Net income attributable to noncontrolling interest (1 ) — — (1 ) Net income attributable to Wyndham Destinations shareholders $ 871 $ — $ (17 ) $ 854 Basic earnings per share Continuing operations $ 7.94 $ (1.65 ) $ (0.03 ) $ 6.26 Discontinued operations 0.52 1.65 (0.14 ) 2.03 $ 8.46 $ — $ (0.17 ) $ 8.29 Diluted earnings per share Continuing operations $ 7.89 $ (1.64 ) $ (0.03 ) $ 6.22 Discontinued operations 0.51 1.64 (0.14 ) 2.01 $ 8.40 $ — $ (0.17 ) $ 8.23 *Excludes the impact of the new revenue standard. (a) Includes a $3 million deferred tax provision resulting from a reduction in deferred tax assets recorded in connection with the retrospective adoption of the new revenue standard and the impact of the lower U.S. corporate income tax rate from the enactment of the U.S. Tax Cuts and Jobs Act . The table below summarizes the impact of the adoption of the new revenue standard on the Company’s Condensed Consolidated Balance Sheet: December 31, 2017 Assets Previously Reported Balance Discontinued Operations* New Revenue Standard Adjusted Balance Cash and cash equivalents $ 100 $ (52 ) $ — $ 48 Trade receivables, net 385 (194 ) 4 195 Vacation ownership contract receivables, net 2,901 — — 2,901 Inventory 1,249 — — 1,249 Prepaid expenses 144 (27 ) 1 118 Property and equipment, net 1,081 (259 ) — 822 Goodwill 1,336 (425 ) — 911 Other intangibles, net 1,084 (941 ) — 143 Other assets 694 (217 ) 22 499 Assets of discontinued operations 1,429 2,115 20 3,564 Total assets $ 10,403 $ — $ 47 $ 10,450 Liabilities and Equity Accounts payable $ 256 $ (24 ) $ — $ 232 Deferred income 657 (139 ) 41 559 Accrued expenses and other liabilities 1,094 (236 ) (11 ) 847 Non-recourse vacation ownership debt 2,098 — — 2,098 Debt 3,909 (1 ) — 3,908 Deferred income taxes 790 (191 ) 14 613 Liabilities of discontinued operations 716 591 112 1,419 Total liabilities 9,520 — 156 9,676 Stockholders' equity Preferred stock, $.01 par value, authorized 6,000,000 shares, none issued and outstanding — — — — Common stock, $.01 par value, 600,000,000 shares authorized, 218,796,817 issued in 2017 2 — — 2 Treasury stock, at cost – 118,887,441 shares in 2017 (5,719 ) — — (5,719 ) Additional paid-in capital 3,996 — — 3,996 Retained earnings 2,609 — (108 ) 2,501 Accumulated other comprehensive loss (10 ) — (1 ) (11 ) Total stockholders’ equity 878 — (109 ) 769 Noncontrolling interest 5 — — 5 Total equity 883 — (109 ) 774 Total liabilities and equity $ 10,403 $ — $ 47 $ 10,450 *Excludes the impact of the new revenue standard. In addition, the cumulative impact to the Company’s retained earnings at January 1, 2016, was a decrease of $90 million . 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 adopted the guidance on January 1, 2018, as required, which resulted in a cumulative-effect change to retained earnings of $19 million . 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 adopted the guidance on January 1, 2018, as required. There was no material impact on its Condensed Consolidated Financial Statements and related disclosures. Compensation - Stock Compensation. In May 2017, the FASB issued guidance which provides clarification on when modification accounting should be used for changes to the terms or conditions of a share-based payment award. This guidance is effective for fiscal years beginning after December 15, 2017 and for interim periods within those fiscal years, with early adoption permitted. The Company adopted the guidance on January 1, 2018, as required. There was no material impact on its Condensed Consolidated 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 adopted the guidance on January 1, 2018, as required. Restricted Cash . In November 2016, the FASB issued guidance which requires amounts generally described as restricted cash 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 adopted the guidance on January 1, 2018, as required, using a retrospective transition method. The impact of this guidance resulted in escrow deposits and restricted cash being included with cash, cash equivalents and restricted cash on the Condensed Consolidated Statements of Cash Flows. The table below summarizes the effects of the new statement of cash flows and restricted cash guidance on the Company’s Condensed Consolidated Statements of Cash Flows: Six Months Ended June 30, 2017 Increase/(decrease): Previously Reported Balance Discontinued Operations New Accounting Standard Adjustment Adjusted Balance Operating Activities $ 663 $ (431 ) $ (1 ) $ 231 Investing Activities (133 ) 26 64 (43 ) As of June 30, 2017 Previously Reported Balance Discontinued Operations New Restricted Cash Standard Adjustment Adjusted Balance Cash, cash equivalents and restricted cash, beginning of period $ 185 $ — $ 148 $ 333 Cash, cash equivalents and restricted cash, end of period 415 (310 ) 213 318 The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the Condensed Consolidated Balance Sheets that comprise the total of the cash, cash equivalents and restricted cash shown within the Condensed Consolidated Statements of Cash Flows: June 30, Cash and cash equivalents $ 155 Restricted cash included in other assets 232 Total cash, cash equivalents and restricted cash $ 387 December 31, Cash and cash equivalents $ 48 Restricted cash included in other assets 171 Cash, cash equivalents and restricted cash included in assets of discontinued operations 197 Total cash, cash equivalents and restricted cash $ 416 |
Revenue Recognition
Revenue Recognition | 6 Months Ended |
Jun. 30, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | Revenue Recognition Vacation Ownership The Company develops, markets and sells VOIs to individual consumers, provides property management services at resorts and provides consumer financing in connection with the sale of VOIs. The Company’s sales of VOIs are either cash sales or developer-financed sales. Developer financed sales are typically collateralized by the underlying VOI. Revenue is recognized on VOI sales upon transfer of control, which is defined as the point in time when a binding sales contract has been executed, the financing contract has been executed for the remaining transaction price, the statutory rescission period has expired and the transaction price has been deemed to be collectible. For developer-financed sales, the Company reduces the VOI sales transaction price by an estimate of uncollectible consideration at the time of the sale. The Company’s estimates of uncollectible amounts are based largely on the results of the Company’s static pool analysis which relies on historical payment data by customer class. In connection with entering into a VOI sale, the Company may provide its customers with certain non-cash incentives, such as credits for future stays at its resorts. For those VOI sales, the Company bifurcates the sale and allocates the sales price between the VOI sale and the non-cash incentive. Non-cash incentives generally have expiration periods of 18 months or less and are recognized at a point in time upon transfer of control. The Company provides day-to-day property management services including oversight of housekeeping services, maintenance and certain accounting and administrative services for property owners’ associations and clubs. These services may also include reservation and resort renovation activities. Such agreements are generally for terms of one year or less, and are renewed automatically on an annual basis. The Company’s management agreements contain cancellation clauses, which allow for either party to cancel the agreement, by either a majority board vote or a majority vote of non-developer interests. The Company receives fees for such property management services which are collected monthly in advance and are based upon total costs to operate such resorts (or as services are provided in the case of resort renovation activities). Fees for property management services typically approximate 10% of budgeted operating expenses. The Company is entitled to consideration for reimbursement of costs incurred on behalf of the property owners’ association in providing the management services (“reimbursable revenue”). The Company reduces its management fees for amounts it has paid to the property owners’ association that reflect maintenance fees for VOIs for which it retains ownership, as the Company has concluded that such payments are consideration payable to a customer. Exchange & Rentals As a provider of vacation exchange services, the Company enters into affiliation agreements with developers of vacation ownership properties to allow owners of VOIs to trade their intervals for intervals at other properties affiliated with the Company’s vacation exchange brands and, for some members, for other leisure-related services and products. Additionally, as a marketer of vacation rental properties, generally the Company enters into contracts for exclusive periods of time with property owners to market the rental of such properties to rental customers. The Company’s vacation exchange brands derive a majority of revenues from membership dues and fees for facilitating members trading of their intervals. Revenues from membership dues represent the fees paid by members or affiliated clubs on their behalf. The Company recognizes revenues from membership dues paid by the member on a straight-line basis over the membership period as the performance obligations are fulfilled through delivery of publications, if applicable, and by providing access to other travel-related products and services. Consideration paid by affiliated clubs for memberships are recognized as revenue over the term of the contract with the affiliated club in proportion to the estimated average monthly member count. Such estimates are adjusted periodically for changes in the actual and forecasted member activity. For additional fees, members have the right to exchange their intervals for intervals at other properties affiliated with the Company’s vacation exchange networks and, for certain members, for other leisure-related services and products. Fees for facilitating exchanges are recognized as revenue, net of expected cancellations, when these transactions have been confirmed to the member. The Company’s vacation exchange brands also derive revenues from: (i) additional services, programs with affiliated resorts, club servicing and loyalty programs and (ii) additional exchange-related products that provide members with the ability to protect trading power or points, extend the life of deposits, and combine two or more deposits for the opportunity to exchange into intervals with higher trading power. Other vacation exchange related product fees are deferred and recognized as revenue upon the occurrence of a future exchange, other related transaction or event. The Company earns revenue from its RCI Elite Rewards co–branded credit card program which is primarily generated by cardholder spending and the enrollment of new cardholders. The advance payments received under the program are recognized as a contract liability. The program primarily contains two performance obligations: (i) brand performance services, for which revenue is recognized over the contract term on a straight-line basis, and (ii) issuance and redemption of loyalty points, for which revenue is recognized over time based upon the redemption pattern of the loyalty points earned under the program including an estimate of loyalty points that will expire without redemption . The Company’s vacation rental brands derive revenue from fees associated with the rental of vacation rental properties on behalf of independent owners. The Company remits the rental fee received from the renter to the independent owner, net of the Company’s agreed-upon fee. The related revenue from such fees, net of expected refunds, is recognized over the renter’s stay. The Company’s vacation rental brands also derive revenues from additional services delivered to independent owners, vacation rental guests, and property owners’ associations that are generally recognized when the service is delivered. Contract Liabilities Contract liabilities generally represent payments or consideration received in advance for goods or services that the Company has not yet transferred to the customer. Contract liabilities as of June 30, 2018 and December 31, 2017 are as follows: Contract Liabilities June 30, 2018 December 31, 2017 Deferred subscription revenue $ 233 $ 229 Deferred VOI trial package revenue 110 108 Deferred VOI incentive revenue 98 102 Deferred exchange-related revenue 60 63 Deferred vacation rental revenue 62 38 Deferred co-branded credit card programs revenue 14 13 Deferred other revenue 15 3 Total $ 592 $ 556 In the Company’s vacation ownership business, deferred VOI trial package revenue represents consideration received in advance for a trial VOI, which allows customers to utilize a vacation package typically within one year of purchase. Deferred VOI incentive revenue represents payments received in advance for additional travel-related services and products at the time of a VOI sale. Revenue is recognized when a customer utilizes the additional services and products, which is typically within one year of the VOI sale. Within the Company’s vacation exchange business, deferred subscription revenue represents billings and payments received in advance from members and affiliated clubs for memberships in the Company’s vacation exchange programs which are recognized in future periods. Deferred exchange-related revenue primarily represent payments received in advance from members for the right to exchange their intervals for intervals at other properties affiliated with the Company’s vacation exchange networks and for other leisure-related services and products which are generally recognized as revenue within one year. In the Company's vacation rentals business, deferred vacation rental revenue represent billings and payments received in advance of a customer’s rental stay which are generally recognized as revenue within one year. Capitalized Contract Costs The Company’s vacation ownership business incurs certain direct and incremental selling costs in connection with VOI trial package and incentive revenues. Such costs are capitalized and subsequently amortized over the utilization period, which is typically within one year of the sale. As of June 30, 2018 and December 31, 2017, these capitalized costs were $42 million and $44 million , respectively, and are included within other assets on the Condense Consolidated Balance Sheet. The Company’s vacation exchange and vacation rentals businesses incur certain direct and incremental selling costs to obtain contracts with customers in connection with subscription revenues, exchange–related revenues, and vacation rental revenues. Such costs, which are primarily comprised of commissions paid to internal and external parties and credit card processing fees, are deferred at the inception of the contract and recognized when the benefit is transferred to the customer. As of June 30, 2018 and December 31, 2017, these capitalized costs were $22 million and $9 million , respectively. Practical Expedients The Company has not adjusted the consideration for the effects of a significant financing component if it expected, at contract inception, that the period between when the Company satisfied the performance obligation and when the customer paid for that good or service was one year or less. For contracts with customers that were modified before the beginning of the earliest reporting period presented, the Company did not retrospectively restate the revenue associated with the contract for those modifications. Instead, it reflected the aggregate effect of all prior modifications in determining (i) the performance obligations and transaction prices and (ii) the allocation of such transaction prices to the performance obligations. Performance Obligations A performance obligation is a promise in a contract with a customer to transfer a distinct good or service to the customer. The consideration received from a customer is allocated to each distinct performance obligation and recognized as revenue when, or as, each performance obligation is satisfied. The following table summarizes the Company’s remaining performance obligations for the twelve month periods set forth below: 7/1/2018- 6/30/2019 7/1/2019- 6/30/2020 7/1/2020- 6/30/2021 Thereafter Total Subscription revenue $ 130 $ 55 $ 27 $ 21 $ 233 VOI trial package revenue 110 — — — 110 VOI incentive revenue 98 — — — 98 Exchange-related revenue 54 4 1 1 60 Vacation rental revenue 62 — — — 62 Co-branded credit card programs revenue 6 4 2 2 14 Other revenue 15 — — — 15 Total $ 475 $ 63 $ 30 $ 24 $ 592 Disaggregation of Net Revenues The table below presents a disaggregation of the Company’s net revenues from contracts with customers by major services and products for each of the Company’s segments: Three Months Ended June 30, Six Months Ended June 30, 2018 2017 2018 2017 Vacation Ownership Vacation ownership interest sales $ 462 $ 446 $ 820 $ 796 Property management fees and reimbursable revenues 162 164 325 327 Consumer financing 120 114 237 224 Wyndham Asset Affiliation Model (“WAAM”) fee-for-service commissions 10 4 20 7 Ancillary revenues 16 17 29 30 Total Vacation Ownership 770 745 1,431 1,384 Exchange & Rentals Exchange revenues 166 165 354 352 Vacation rental revenues 47 46 85 84 Ancillary revenues 25 23 45 41 Total Exchange & Rentals 238 234 484 477 Corporate and Other Eliminations (1 ) (1 ) (1 ) (1 ) Net Revenues $ 1,007 $ 978 $ 1,914 $ 1,860 |
Earnings Per Share
Earnings Per Share | 6 Months Ended |
Jun. 30, 2018 | |
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 Six Months Ended June 30, June 30, 2018 2017 2018 2017 (Loss)/income from continuing operations $ (12 ) $ 14 $ 29 $ 100 (Loss)/income from operations of discontinued businesses, net of income taxes (42 ) 71 (49 ) 75 Income on disposal of discontinued businesses, net of income taxes 432 — 432 — Net income attributable to Wyndham Destinations shareholders $ 378 $ 85 $ 412 $ 175 Basic (loss)/earnings per share Continuing operations $ (0.12 ) $ 0.13 $ 0.29 $ 0.95 Discontinued operations 3.90 0.69 3.83 0.72 $ 3.78 $ 0.82 $ 4.12 $ 1.67 Diluted (loss)/earnings per share Continuing operations (a) $ (0.12 ) $ 0.13 $ 0.29 $ 0.95 Discontinued operations 3.89 0.68 3.82 0.72 $ 3.77 $ 0.81 $ 4.11 $ 1.67 Basic weighted average shares outstanding 100.0 103.8 100.1 104.5 Stock-settled appreciation rights (“SSARs”), RSUs (b) and PSUs (c) 0.3 0.6 0.3 0.6 Diluted weighted average shares outstanding (d) 100.3 104.4 100.4 105.1 Dividends: Aggregate dividends paid to shareholders $ 44 $ 60 $ 114 $ 125 (a) For the three months ended June 30, 2018 , the dilutive impacts of SSARS, RSUs and PSUs were excluded from the diluted EPS calculation for continuing operations as their impact would have been anti-dilutive given the Company’s loss from continuing operations. (b) Excludes 0.2 million restricted stock units (“RSUs”) for the three months ended June 30, 2018 that would have been anti-dilutive to EPS. Includes unvested dilutive RSUs which are subject to future forfeiture. The number of anti-dilutive RSUs for the six months ended June 30, 2018 and the three and six months ended June 30, 2017 were immaterial. (c) Excludes 0.7 million and 0.6 million performance-vested restricted stock units (“PSUs”) for the three and six months ended June 30, 2017 , as the Company had not met the required performance metrics. As a result of the spin-off of the hotel business, the Company accelerated the vesting of PSUs. There were no outstanding PSUs as of June 30, 2018 . (d) Excludes 0.3 million and 0.1 million outstanding stock awards for the three and six months ended June 30, 2018 that would have been anti-dilutive to EPS. Stock Repurchase Program The following table summarizes stock repurchase activity under the current stock repurchase program (in millions, except per share data): Shares Repurchased Cost Average Price Per Share As of December 31, 2017 94.4 $ 4,938 $ 52.32 For the six months ended June 30, 2018 1.2 118 96.18 As of June 30, 2018 95.6 $ 5,056 $ 52.88 The Company had $1 billion of remaining availability under its program as of June 30, 2018 . |
Acquisitions
Acquisitions | 6 Months Ended |
Jun. 30, 2018 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions In January 2018, the Company entered into an agreement with La Quinta Holdings Inc. (“La Quinta”) to acquire its hotel franchising and management businesses for $1.95 billion . At the time we entered into this agreement, we obtained financing commitments of $2.0 billion in the form of an unsecured bridge term loan, which was subsequently replaced with net cash proceeds from the issuance of $500 million unsecured notes, a $1.6 billion term loan and a $750 million revolving credit facility, which was undrawn as of June 30, 2018. This acquisition closed on May 30, 2018, prior to the hotel business spin-off. Upon completion of the spin-off, La Quinta became a wholly-owned subsidiary of Wyndham Hotels and the associated debt was transferred to Wyndham Hotels. |
Discontinued Operations
Discontinued Operations | 6 Months Ended |
Jun. 30, 2018 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | Discontinued Operations On May 9, 2018, the Company completed the previously announced sale of its European vacation rentals business to Compass IV Limited, an affiliate of Platinum Equity, LLC, and received net proceeds of $1.03 billion , which resulted in an after-tax gain of $432 million , net of $159 million in taxes. The after-tax gain factors in reductions for the impact of the estimated fair value of guarantees and other indemnities totaling $87 million , of which $41 million was provided by Wyndham Hotels, and a $53 million escrow deposit made by the Company in connection with post-closing credit support as discussed in Note 21 — Transactions with Former Parent and Former Subsidiaries . The transaction is subject to customary adjustments for cash, debt and working capital. On May 31, 2018, the Company completed the spin-off of its hotel business. This transaction was effected through a pro rata distribution of the new hotel entity’s stock to existing Wyndham Destinations shareholders. This spin-off included the newly-acquired La Quinta businesses as discussed in Note 5 — Acquisitions . In addition, in the second quarter the Company sold its Knights Inn brand and franchise system for $27 million , resulting in a $23 million gain. For all periods presented, the Company has classified the results of operations for its hotel business and the European vacation rentals business as discontinued operations in the Condensed Consolidated Statements of Income, Condensed Consolidated Balance Sheets, and Condensed Consolidated Statements of Cash Flows. All results and information presented exclude these discontinued businesses unless otherwise noted. Discontinued operations include direct expenses clearly identifiable to the businesses being discontinued and will not continue to be recognized on an ongoing basis. Discontinued operations exclude the allocation of corporate overhead and interest. Discontinued operations included $72 million and $93 million of separation and related costs during the three and six months ended June 30, 2018 , respectively. Prior to the spin-off of the hotel business, the Company had three reportable segments: Vacation Ownership, Destination Network and Hotel Group. Prior to its classification as a discontinued operation, the European vacation rentals business was part of the Destination Network segment and the hotel business comprised the Hotel Group segment. Following the spin-off of the hotel business, the Company changed the structure of its internal organization which caused the composition of its reportable segments to change. The Company now has two reportable segments: Vacation Ownership and Exchange & Rentals as discussed in Note 17 — Segment Information . The following table presents the aggregate carrying amounts of the classes of assets and liabilities from discontinued operations: December 31, 2017 Assets Cash and cash equivalents $ 184 Trade receivables, net 493 Property and equipment, net 609 Goodwill 855 Other intangibles, net 1,059 Other assets 364 Total assets of discontinued operations $ 3,564 Liabilities Accounts payable $ 358 Deferred income 436 Accrued expenses and other liabilities 556 Debt 69 Total liabilities of discontinued operations $ 1,419 The results of our discontinued businesses reflect the adoption of the new revenue recognition standard. Under this standard, initial fees were recognized ratably over the life of the noncancelable period of the franchise agreement and incremental upfront contract costs were deferred and expensed over the life of the noncancelable period of the franchise agreement. Revenue from rentals was recognized over the renters’ stay, which is the period over which the service is rendered. Loyalty revenues were deferred and primarily recognized over the loyalty points’ redemption pattern. Additionally, a liability is no longer accrued for future marketing and reservation costs when marketing and reservation revenues earned exceed costs incurred. Marketing and reservation costs incurred in excess of revenues earned were expensed as incurred. The following table below presents information regarding certain components of income from discontinued operations, net of income taxes: Three Months Ended June 30, Six Months Ended June 30, 2018 2017 2018 2017 Net revenues $ 311 $ 507 $ 720 $ 876 Expenses: Operating 150 218 340 394 Marketing and reservation 86 107 200 213 General and administrative 34 40 89 80 Separation and related costs 72 — 93 — Depreciation and amortization 18 32 52 63 Total expenses 360 397 774 750 Other (income), net 2 — — (2 ) Provision/(benefit) for income taxes (9 ) 39 (5 ) 53 Income/(loss) from operations of discontinued businesses, net of income taxes (42 ) 71 (49 ) 75 Income on disposal of discontinued businesses, net of income taxes 432 — 432 — Income on discontinued operations, net of income taxes $ 390 $ 71 $ 383 $ 75 The following table presents information regarding certain components of cash flows from discontinued operations: Six Months Ended June 30, 2018 2017 Cash flows provided by operating activities $ 212 $ 431 Cash flows used in investing activities (672 ) (26 ) Cash flows provided by/(used in) financing activities 2,066 (11 ) Non-cash items: Forgiveness of intercompany debt from Wyndham Hotels 197 — Depreciation and amortization 52 63 Stock-based compensation 22 5 Deferred income taxes (23 ) (4 ) Property and equipment additions (38 ) (31 ) Net assets of business acquired, net of cash acquired (1,695 ) (2 ) Proceeds from sale of businesses and asset sales 1,052 8 |
Vacation Ownership Contract Rec
Vacation Ownership Contract Receivables | 6 Months Ended |
Jun. 30, 2018 | |
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. Vacation ownership contract receivables, net consisted of: June 30, December 31, Vacation ownership contract receivables: Securitized $ 2,509 $ 2,553 Non-securitized 1,100 1,039 Vacation ownership contract receivables, gross 3,609 3,592 Less: Allowance for loan losses 705 691 Vacation ownership contract receivables, net $ 2,904 $ 2,901 The Company’s securitized vacation ownership contract receivables generated interest income of $89 million and $175 million during the three and six months ended June 30, 2018 , respectively, and $83 million and $166 million during the three and six months ended June 30, 2017 , respectively. Such interest income is included within consumer financing revenue on the Condensed Consolidated Statements of Income. During the six months ended June 30, 2018 and 2017 , the Company originated vacation ownership contract receivables of $686 million and $640 million , respectively, and received principal collections of $453 million and $443 million , respectively. The weighted average interest rate on outstanding vacation ownership contract receivables was 14.0% and 13.9% as of June 30, 2018 and December 31, 2017 , respectively. The activity in the allowance for loan losses on vacation ownership contract receivables was as follows: Amount Allowance for loan losses as of December 31, 2017 $ 691 Provision for loan losses 218 Contract receivables write-offs, net (204 ) Allowance for loan losses as of June 30, 2018 $ 705 Amount Allowance for loan losses as of December 31, 2016 $ 621 Provision for loan losses 195 Contract receivables write-offs, net (173 ) Allowance for loan losses as of June 30, 2017 $ 643 In accordance with the guidance for accounting for real estate time-sharing transactions, the Company recorded a provision for loan losses of $126 million and $218 million as a reduction of net revenues during the three and six months ended June 30, 2018 , respectively, and $110 million and $195 million for the three and six months ended June 30, 2017 , 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 in the United States by the largest banks and lending institutions. FICO scores range from 300 to 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, ranging from 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 aging analysis of financing receivables using the most recently updated FICO scores (based on the policy described above): As of June 30, 2018 700+ 600-699 <600 No Score Asia Pacific Total Current $ 1,883 $ 1,019 $ 174 $ 136 $ 254 $ 3,466 31 - 60 days 17 24 16 5 2 64 61 - 90 days 10 14 11 3 1 39 91 - 120 days 10 13 13 3 1 40 Total $ 1,920 $ 1,070 $ 214 $ 147 $ 258 $ 3,609 As of December 31, 2017 700+ 600-699 <600 No Score Asia Pacific Total Current $ 1,849 $ 1,021 $ 166 $ 133 $ 262 $ 3,431 31 - 60 days 19 32 17 5 2 75 61 - 90 days 9 18 13 3 1 44 91 - 120 days 9 16 15 2 — 42 Total $ 1,886 $ 1,087 $ 211 $ 143 $ 265 $ 3,592 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 | 6 Months Ended |
Jun. 30, 2018 | |
Inventory Disclosure [Abstract] | |
Inventory | Inventory Inventory consisted of: June 30, December 31, Land held for VOI development $ 4 $ 4 VOI construction in process 31 25 Inventory sold subject to repurchase 39 43 Completed VOI inventory 829 841 Estimated VOI recoveries 282 279 Exchange & Rentals vacation credits and other 58 57 Total inventory $ 1,243 $ 1,249 During the six months ended June 30, 2018 , the Company transferred $35 million of VOI inventory to property and equipment; and during the six months ended June 30, 2017 , the Company transferred $28 million from property and equipment to VOI inventory. In addition to the inventory obligations listed below, the Company had $7 million and $6 million of inventory accruals included within accounts payable on the Condensed Consolidated Balance Sheets as of June 30, 2018 and December 31, 2017 , respectively. Inventory Sale Transactions 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. During 2015, the Company sold real property located in Saint Thomas, U.S. Virgin Islands to a third-party developer, consisting of $80 million of vacation ownership inventory, in exchange for $80 million in cash consideration. 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 did not account for these transactions as a sale. During 2017, the Company acquired property located in Austin, Texas from a third-party developer for vacation ownership inventory and property and equipment. The following table summarizes the activity related to the Company’s inventory obligations: Avon Las Vegas Saint Thomas (*) Austin Total December 31, 2016 $ 32 $ 68 $ 98 $ — $ 198 Purchases — 10 22 93 125 Payments (11 ) (15 ) (39 ) (32 ) (97 ) June 30, 2017 $ 21 $ 63 $ 81 $ 61 $ 226 December 31, 2017 $ 22 $ 60 $ — $ 62 $ 144 Purchases — 11 — — 11 Payments (11 ) (16 ) — (31 ) (58 ) June 30, 2018 $ 11 $ 55 $ — $ 31 $ 97 Reported in December 2017: Accrued expenses and other liabilities $ 22 $ 60 $ — $ 62 $ 144 Total inventory obligations $ 22 $ 60 $ — $ 62 $ 144 Reported in June 2018: Accrued expenses and other liabilities $ 11 $ 55 $ — $ 31 $ 97 Total inventory obligations $ 11 $ 55 $ — $ 31 $ 97 (* ) As a result of consolidating the Saint Thomas special purpose entity (“SPE”) in the fourth quarter of 2017, the inventory obligation is presented within other debt on the Condensed Consolidated Balance Sheet. The Company has committed to repurchase the completed property located in Las Vegas, Nevada from a third-party developer subject to the property meeting the Company’s vacation ownership resort standards and provided that the third-party developer has not sold the property to another party. The maximum potential future payments that the Company may be required to make under these commitments was $122 million as of June 30, 2018 . |
Debt
Debt | 6 Months Ended |
Jun. 30, 2018 | |
Debt Disclosure [Abstract] | |
Debt | Debt The Company’s indebtedness consisted of: June 30, December 31, Non-recourse vacation ownership debt : (a) Term notes (b) $ 1,226 $ 1,219 $800 million bank conduit facility (due April 2020) (c) 343 333 $750 million bank conduit facility (due January 2019) (d) 525 546 Total $ 2,094 $ 2,098 Debt: (e) $1.5 billion revolving credit facility (due July 2020) (f) $ — $ 395 $1.0 billion secured revolving credit facility (due May 2023) (g) 243 — Commercial paper (h) — 147 $325 million term loan (due March 2021) (f) — 324 $300 million secured term loan B (due May 2025) 297 — $450 million 2.50% senior unsecured notes (due March 2018) (i) — 450 $40 million 7.375% secured notes (due March 2020) (j) 40 40 $250 million 5.625% secured notes (due March 2021) (j) 249 248 $650 million 4.25% secured notes (due March 2022) (j) (k) 649 648 $400 million 3.90% secured notes (due March 2023) (j) (l) 405 406 $300 million 4.15% secured notes (due April 2024) (j) 297 297 $350 million 5.10% secured notes (due October 2025) (j) (m) 340 340 $400 million 4.50% secured notes (due April 2027) (j) (n) 381 396 Capital leases (o) 4 72 Other 75 145 Total $ 2,980 $ 3,908 (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 $2.64 billion and $2.68 billion of underlying gross vacation ownership contract receivables and related assets (which legally are not assets of the Company) as of June 30, 2018 and December 31, 2017 , respectively. (b) The carrying amounts of the term notes are net of debt issuance costs aggregating $13 million and $15 million as of June 30, 2018 and December 31, 2017 , respectively. (c) The Company has borrowing capability under the Sierra Receivable Funding Conduit II 2008-A facility through April 2020. Borrowings under this facility are required to be repaid as the collateralized receivables amortize but no later than May 2021. (d) The Company has borrowing capability under the Sierra Receivable Funding Conduit III 2017-A facility through January 2019. Outstanding borrowings under this facility as of January 2019 are required to be repaid as the collateralized receivables amortize but not later than January 2020. (e) The carrying amounts of the secured notes and term loans are net of unamortized discounts of $12 million and $14 million as of June 30, 2018 and December 31, 2017 , respectively. The carrying amounts of the secured notes and term loans are net of debt financing costs of $7 million and $5 million as of June 30, 2018 and December 31, 2017 , respectively. (f) In connection with the hotel spin-off and entry into new credit facilities, the credit facility and term loan were terminated effective May 31, 2018. (g) As of June 30, 2018 , the weighted average interest rate on borrowings from this facility was 4.66% . (h) The Company’s European and U.S. commercial paper programs were terminated effective Q1 and Q2 2018, respectively. (i) The Company repaid this loan in 2018. (j) These notes were previously unsecured; however, with the issuance of the $1.0 billion revolving credit facility and the $300 million term loan B, these notes are now secured by assets and properties as identified in the related security agreement. (k) Includes $1 million and $2 million of unamortized gains from the settlement of a derivative as of June 30, 2018 and December 31, 2017 , respectively. (l) Includes $7 million and $8 million of unamortized gains from the settlement of a derivative as of June 30, 2018 and December 31, 2017 , respectively. (m) Includes $7 million and $8 million of unamortized losses from the settlement of a derivative as of June 30, 2018 and December 31, 2017 , respectively. (n) Includes a $15 million decrease and $1 million increase in the carrying value resulting from a fair value hedge derivative as of June 30, 2018 and December 31, 2017, respectively. (o) Decrease is related to conveyance of the lease for Wyndham Worldwide headquarters to Wyndham Hotels as part of the spin-off. Refer to Note 21 — Transactions with Former Parent and Former Subsidiaries for additional detail. New Credit Agreement On May 31, 2018, the Company entered into a credit agreement with Bank of America, N.A. as administrative agent and collateral agent. The agreement provides for new senior secured credit facilities in the amount of $1.3 billion , consisting of secured term loan B of $300 million maturing in 2025 and a new revolving facility of $1.0 billion maturing in 2023. The interest rate per annum applicable to the term loan B is equal to, at the Company’s option, either a base rate (currently 5.00% ) plus a margin of 1.25% or LIBOR (Eurocurrency Rate) plus a margin of 2.25% . The interest rate per annum applicable to borrowings under the new revolving credit facility is equal to, at the Company’s option, either a base rate (currently 5.00% ) plus a margin ranging from 0.75% to 1.25% or LIBOR plus a margin ranging from 1.75% to 2.25% , in either case based upon the first-lien leverage ratio of Wyndham Destinations and its restricted subsidiaries. The LIBOR rate with respect to either term loan B or revolving credit facility borrowings are not subject to a minimum rate. In connection with the new credit agreement, the Company entered into a security agreement with Bank of America, N.A., as collateral agent, as defined in the security agreement, for the secured parties. The security agreement granted a security interest in the collateral of the Company and added the holders of Wyndham Destinations’ outstanding 7.375% notes due 2020, 5.625% notes due 2021, 4.25% notes due 2022, 3.90% notes due 2023, 4.15% notes due 2024, 5.10% notes due 2025 and 4.50% notes due 2027, as “secured parties,” as defined in the security agreement, that share equally and ratably in the collateral owned by the Company for so long as indebtedness under the credit agreement is secured by such collateral. Separation and Related Debt Activity In connection with the spin-off and the entry into the credit facilities described above, on May 31, 2018, the Company used net proceeds from the secured term loan B and $220 million of borrowings under the new $1.0 billion revolving credit facility to repay $484 million of outstanding principal borrowings under its revolving credit facility maturing in 2020. In addition, effective May 31, 2018, the Company terminated the $1.5 billion revolving credit facility maturing in 2020, the $400 million 364 -day credit facility maturing in 2018 and the $325 million term loan maturing in 2021. In January 2018, the Company entered into an agreement with La Quinta to acquire its hotel franchising and management businesses for $1.95 billion . At the time we entered into this agreement, we obtained financing commitments of $2.0 billion in the form of an unsecured bridge term loan, which was subsequently replaced with net cash proceeds from the issuance of $500 million unsecured notes, a $1.6 billion term loan and a $750 million revolving credit facility, which was undrawn. This acquisition closed on May 30, 2018, prior to the hotel business spin-off. Upon completion of the spin-off, La Quinta became a wholly-owned subsidiary of Wyndham Hotels and the associated debt remained debt of Wyndham Hotels for which we are not liable. Following the spin-off, the Company’s corporate notes were downgraded by Standard & Poor’s Ratings Services (“S&P”) and Moody’s Investors Service, Inc. (“Moody’s”). Pursuant to the terms of the indentures governing the Company’s 4.15% Notes due 2024 (the “2024 Notes”), 5.10% Notes due 2025 (the “2025 Notes”), and 4.50% Notes due 2027 (the “2027 Notes”), as a result of such notes being downgraded by S&P and Moody’s following the consummation of the spin-off, effective from October 1, 2018, the interest rate on the 2024 Notes, 2025 Notes and the 2027 Notes will be increased to 5.40% , 6.35% and 5.75% per annum, respectively. Pursuant to the terms of the indentures governing such series of notes, the interest rate on each such series of notes may be subject to future increases or decreases, as a result of future downgrades or upgrades to the credit ratings of such notes by S&P, Moody’s or a substitute rating agency. Sierra Timeshare Conduit Renewal On April 6, 2018, the Company renewed its securitized timeshare receivables conduit facility for a two -year period through April 2020 and increased the capacity to $800 million . Borrowings under this facility are required to be repaid as the collateralized receivables amortize, no later than May 2021. Sierra Timeshare 2018-1 Receivables Funding, LLC On April 18, 2018, the Company closed on a private placement of a series of term notes payable, issued by Sierra Timeshare 2018-1 Receivables Fundings, 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 3.73% . The advance rate for this transaction was 90.00% . Commercial Paper The Company terminated its European and U.S. commercial paper programs during the first and second quarter of 2018, respectively. Prior to termination, the U.S. and European commercial paper programs had total capacities of $750 million and $500 million , respectively. As of June 30, 2018 , the Company had no outstanding borrowings under these programs. As of December 31, 2017 , the Company had outstanding borrowings of $147 million at a weighted average interest rate of 2.34% under its U.S. commercial paper program. 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 rate on these notes was effectively modified to a variable LIBOR-based index. As of June 30, 2018 , the variable interest rate on the notional portion of the 4.50% senior unsecured notes was 4.27% . 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 has $8 million and $9 million of deferred gains as of June 30, 2018 and December 31, 2017 which are included within debt on the Condensed Consolidated Balance Sheets. Maturities and Capacity The Company’s outstanding debt as of June 30, 2018 matures as follows: Non-recourse Vacation Ownership Debt Debt Total Within 1 year $ 229 $ 79 $ 308 Between 1 and 2 years 621 45 666 Between 2 and 3 years 408 252 660 Between 3 and 4 years 148 652 800 Between 4 and 5 years 160 651 811 Thereafter 528 1,301 1,829 $ 2,094 $ 2,980 $ 5,074 Required principal payments on the non-recourse 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 June 30, 2018 , available capacity under the Company’s borrowing arrangements was as follows: Non-recourse Conduit Facilities (a) Revolving Credit Facilities (b) Total Capacity $ 1,550 $ 1,000 Less: Outstanding Borrowings 868 243 Letters of credit — 36 Available Capacity $ 682 $ 721 (a) Consists of the Company’s Sierra Receivable Funding Conduit II 2008-A and Sierra Receivable Funding Conduit III 2017-A facilities. The capacity of these facilities is subject to the Company’s ability to provide additional assets to collateralize additional non-recourse borrowings. (b) Consists of the Company’s $1.0 billion revolving credit facilities. Debt Covenants The revolving credit facilities and term loan are subject to covenants including the maintenance of specific financial ratios as defined in the credit agreement. Commencing with the fiscal quarter ending September 30, 2018, the financial ratio covenants consist of a minimum interest coverage ratio of at least 2.5 to 1.0 as of the measurement date and a maximum first lien leverage ratio not to exceed 4.25 to 1.0 as of the measurement date. The interest coverage ratio is calculated by dividing consolidated EBITDA (as defined in the credit agreement) by consolidated interest expense (as defined in the credit agreement), both as measured on a trailing 12-month basis preceding the measurement date. As of June 30, 2018 , our interest coverage ratio was 5.9 to 1.0. The first lien leverage ratio is calculated by dividing consolidated first lien debt (as defined in the credit agreement) as of the measurement date by consolidated EBITDA (as defined in the credit agreement) as measured on a trailing 12-month basis preceding the measurement date. As of June 30, 2018 , our first lien leverage ratio was 2.9 to 1.0. These ratios do not include interest expense or indebtedness related to any qualified securitization financing (as defined in the credit agreement). As of June 30, 2018 , we were in compliance with all of the financial covenants described above. Each of our non-recourse term securitizations and bank conduit facilities contain certain tests based on default, delinquency and overcollateralization rates of the loan pool that collateralizes such non-recourse financing. If a loan pool is not in compliance with those tests, the cash flows form that loan pool will be retained as extra collateral for such financing or applied to accelerate the repayment of outstanding principal to the note holders. As of June 30, 2018 , all of our loan pools were in compliance with the applicable tests. Interest Expense During the three and six months ended June 30, 2018 , the Company incurred interest expense of $46 million and $91 million , respectively, on debt excluding non-recourse vacation ownership debt, partially offset by less than $1 million and $1 million of capitalized interest, respectively. Such amounts are included within interest expense on the Condensed Consolidated Statements of Income. Cash paid related to such interest was $90 million during the six months ended June 30, 2018 . During the three and six months ended June 30, 2017 , the Company incurred interest expense of $39 million and $73 million , respectively, on debt excluding non-recourse vacation ownership debt, partially offset by less than $1 million and $1 million of capitalized interest. Such amounts are included within interest expense on the Condensed Consolidated Statements of Income. Cash paid related to such interest was $69 million during the six months ended June 30, 2017 . Interest expense incurred in connection with the Company’s non-recourse vacation ownership debt during the three and six months ended June 30, 2018 was $20 million and $39 million , respectively, and $19 million and $37 million during the three and six months ended June 30, 2017 , respectively, and is recorded within consumer financing interest on the Condensed Consolidated Statements of Income. Cash paid related to such interest was $25 million for the six months ended June 30, 2018 and 2017 . |
Variable Interest Entities
Variable Interest Entities | 6 Months Ended |
Jun. 30, 2018 | |
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, special purpose entities (“SPEs”) and equity investments, to determine if an entity in which the Company has a variable interest is a VIE. If the entity is considered to be a VIE, the Company determines whether it would be considered the entity’s primary beneficiary. The Company consolidates into its financial statements those VIEs for which it has determined that it is the primary beneficiary. Vacation Ownership Contract Receivables Securitizations The Company pools qualifying vacation ownership contract receivables and sells them to bankruptcy-remote entities. Vacation ownership contract receivables qualify for securitization based primarily on the credit strength of the VOI purchaser to whom financing has been extended. Vacation ownership contract receivables are securitized through bankruptcy-remote SPEs that are consolidated within the Company’s 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 arm’s-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: June 30, December 31, Securitized contract receivables, gross (a) $ 2,509 $ 2,553 Securitized restricted cash (b) 114 106 Interest receivables on securitized contract receivables (c) 20 22 Other assets (d) 5 4 Total SPE assets 2,648 2,685 Non-recourse term notes (e) (f) 1,226 1,219 Non-recourse conduit facilities (e) 868 879 Other liabilities (g) 2 2 Total SPE liabilities 2,096 2,100 SPE assets in excess of SPE liabilities $ 552 $ 585 (a) Included in vacation ownership contract receivables, net on the Condensed Consolidated Balance Sheets. (b) Included in other assets 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 is included in other assets on the Condensed Consolidated Balance Sheets. (e) Included in non-recourse vacation ownership debt on the Condensed Consolidated Balance Sheets. (f) Includes deferred financing costs of $13 million and $15 million as of June 30, 2018 and December 31, 2017 , respectively, related to non-recourse debt (g) Primarily includes accrued interest on non-recourse debt, which is included in accrued expenses and other 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 $1.10 billion and $1.04 billion as of June 30, 2018 and December 31, 2017 , respectively. A summary of total vacation ownership contract receivables and other securitized assets, net of non-recourse liabilities and the allowance for loan losses, is as follows: June 30, December 31, SPE assets in excess of SPE liabilities $ 552 $ 585 Non-securitized contract receivables 1,100 1,039 Less: Allowance for loan losses 705 691 Total, net $ 947 $ 933 In addition to restricted cash related to securitizations, the Company had $119 million and $65 million of restricted cash related to escrow deposits as of June 30, 2018 and December 31, 2017 , respectively, which are recorded within other assets on the Condensed Consolidated Balance Sheets. 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 its mortgage notes related to the property. The Company is considered to be the primary beneficiary for specified assets and liabilities of the SPE and, therefore, the Company consolidated $51 million of both property and equipment and other debt on its Condensed Consolidated Balance Sheet. Saint Thomas, U.S. Virgin Islands Property During 2015, the Company sold real property located in Saint Thomas, U.S. Virgin Islands to a third-party developer to construct VOI inventory through an SPE. In accordance with the agreements with the third-party developer, the Company has conditional rights and conditional obligations to repurchase the completed property from the developer subject to the property conforming to the Company's vacation ownership resort standards and provided that the third-party developer has not sold the property to another party. During the fourth quarter of 2017, the Company became the primary beneficiary for specified assets and liabilities of the SPE, and therefore consolidated $64 million of property and equipment and $104 million of debt on its Condensed Consolidated Balance Sheet. As a result of this consolidation, the Company incurred a non-cash $37 million loss due to a write-down of property and equipment to fair value. The assets and liabilities of the Clearwater, FL Property and Saint Thomas Property SPEs are as follows: June 30, December 31, Property and equipment, net $ 55 $ 90 Total SPE assets 55 90 Accrued expenses and other liabilities 1 — Debt (a) 75 131 Total SPE liabilities 76 131 SPE deficit $ (21 ) $ (41 ) (a) Included $75 million and $131 million relating to mortgage notes, which were included in Debt on the Condensed Consolidated Balance Sheets as of June 30, 2018 and December 31, 2017 , respectively. During the six months ended June 30, 2018 and 2017 , the SPE conveyed $17 million and $30 million , respectively, of property and equipment to the Company. |
Fair Value
Fair Value | 6 Months Ended |
Jun. 30, 2018 | |
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 June 30, 2018 , the Company had interest rate swap contracts resulting in $17 million of liabilities which are included within other liabilities and foreign exchange contracts resulting in $1 million of assets which are included within other assets 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: June 30, 2018 December 31, 2017 Carrying Amount Estimated Fair Value Carrying Amount Estimated Fair Value Assets Vacation ownership contract receivables, net $ 2,904 $ 3,517 $ 2,901 $ 3,489 Debt Total debt $ 5,074 $ 5,057 $ 6,006 $ 6,084 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 non-recourse 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 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 | 6 Months Ended |
Jun. 30, 2018 | |
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, Canadian and Australian dollars, Brazilian real, and Mexican peso. 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. 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 $10 million and $ 1 million of gains during the three months ended June 30, 2018 and 2017 , respectively. The freestanding foreign currency contracts resulted in $3 million and $2 million of gains during the six months ended June 30, 2018 and 2017 , respectively. The amount of gains or losses relating to contracts designated as cash flow hedges that the Company expects to reclassify from 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. Losses on derivatives recognized in AOCI for the three and six months ended June 30, 2018 and 2017 were not material. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2018 | |
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 2014. In addition, with few exceptions, the Company is no longer subject to state, local or foreign income tax examinations for years prior to 2009. The Company’s effective tax rate increased from (40.0)% during the three months ended June 30, 2017 to 146.2% during the three months ended June 30, 2018 primarily due to (i) the absence of the tax benefit recognized from an internal restructuring undertaken to realign the organizational and capital structure of certain foreign operations during 2017 (ii) the absence of a tax benefit on non-cash impairment charges primarily related to the write-down of undeveloped VOI land (iii) non-cash state tax charges associated with the separation of the hotel business partially offset by (iv) tax benefit from the corporate income tax rate reduction resulting from the enactment of the U.S. Tax Cuts and Jobs Act. The Company’s effective tax rate increased from (2.0)% during the six months ended June 30, 2017 to 68.1% during the six months ended June 30, 2018 primarily due to (i) the absence of tax benefit on foreign currency losses recognized from an internal restructuring undertaken to realign the organizational and capital structure of certain foreign operations during 2017 (ii) non-cash state tax charges associated with the separation of the hotel business (iii) non-cash tax charges from certain internal restructurings associated with the sale of its European vacation rentals business during 2018 partially offset by (iv) tax benefit from the corporate income tax rate reduction resulting from the enactment of the U.S. Tax Cuts and Jobs Act. The Company made cash income tax payments, net of refunds, of $92 million and $142 million during the six months ended June 30, 2018 and 2017 , respectively. In addition, the Company made cash income tax payments, net of refunds, of $ 10 million and $ 13 million during the six months ended June 30, 2018 and 2017 , respectively, related to discontinued operations. The Company has not made any additional measurement-period adjustments related to the impact from the U.S. Tax Cuts and Jobs Act recorded for 2017 during this quarter, because none of its estimates have changed from year-end. However, the Company is continuing to gather additional information to complete its accounting by no later than December 31, 2018. |
Commitments And Contingencies
Commitments And Contingencies | 6 Months Ended |
Jun. 30, 2018 | |
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 Destinations 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 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 or in relation to guest reservations and bookings; and negligence, breach of contract, fraud, consumer protection and other statutory claims by guests and other consumers for alleged injuries sustained at or acts or occurrences related to vacation ownership units or resorts or in relation to guest reservations and bookings; for its exchange & rentals business–breach of contract, fraud and bad faith claims by affiliates and customers in connection with their respective agreements, negligence, breach of contract, fraud, consumer protection and other statutory claims asserted by members, guests and other consumers for alleged injuries sustained at or acts or occurrences related to affiliated resorts and vacation rental properties, or in relation to guest reservations and bookings; and for each of its businesses, bankruptcy proceedings involving efforts to collect receivables from a debtor in bankruptcy, employment matters including but not limited to, 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 $13 million an d $25 million as of June 30, 2018 and December 31, 2017 , respectively. Such reserves are exclusive of matters relating to the Company’s separation from Cendant. For matters not requiring accrual, the Company believes that such matters will not have a material effect on its results of operations, financial position or cash flows based on information currently available. However, litigation is inherently unpredictable and, although the Company believes that its accruals are adequate and/or that it has valid defenses in these matters, unfavorable results could occur. As such, an adverse outcome from such proceedings for which claims are awarded in excess of the amounts accrued, if any, could be material to the Company with respect to earnings and/or cash flows in any given reporting period. As of June 30, 2018 , the potential exposure resulting from adverse outcomes of such legal proceedings could, in the aggregate, range up to $48 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 and/or liquidity. Other Guarantees and Indemnifications Vacation Ownership The Company has committed to repurchase completed property located in Las Vegas, Nevada from a third-party developer subject to such property meeting the Company’s vacation ownership resort standards and provided that the third-party developer has not sold such property to another party (see Note 8 — Inventory ). In connection with the Company’s vacation ownership inventory sale transactions, for which it has conditional rights and conditional obligations to repurchase the completed properties, the Company was required to maintain an investment-grade credit rating from at least one rating agency. As a result of the spin-off of Wyndham Hotels, the Company failed to maintain an investment-grade credit rating with at least one rating agency, which triggered a default. The Company agreed to pay $8 million in fees in lieu of posting collateral in favor of the development partner in an amount equal to the remaining obligations under the agreements. For information on guarantees and indemnifications related to the Company’s former parent and subsidiaries see Note 21 — Transactions with Former Parent and Former Subsidiaries . |
Accumulated Other Comprehensive
Accumulated Other Comprehensive (Loss)/Income | 6 Months Ended |
Jun. 30, 2018 | |
Equity [Abstract] | |
Accumulated Other Comprehensive (Loss)/Income | Accumulated Other Comprehensive (Loss)/Income The components of Accumulated Other Comprehensive (Loss)/Income are as follows: Foreign Unrealized Defined Accumulated Currency Gains /(Losses) Benefit Other Translation on Cash Flow Pension Comprehensive Pretax Adjustments Hedges Plans (Loss)/Income Balance, December 31, 2017 $ (96 ) $ (1 ) $ (6 ) $ (103 ) Other comprehensive income before reclassifications (44 ) — — (44 ) Amount reclassified to earnings 24 — 6 30 Balance, June 30, 2018 $ (116 ) $ (1 ) $ — $ (117 ) Tax Balance, December 31, 2017 $ 89 $ 1 $ 2 $ 92 Other comprehensive income before reclassifications 1 — — 1 Amount reclassified to earnings — — (2 ) (2 ) Balance, June 30, 2018 $ 90 $ 1 $ — $ 91 Net of Tax Balance, December 31, 2017 $ (7 ) $ — $ (4 ) $ (11 ) Other comprehensive income before reclassifications (43 ) — — (43 ) Amount reclassified to earnings 24 — 4 28 Balance, June 30, 2018 $ (26 ) $ — $ — $ (26 ) Foreign Unrealized Defined Accumulated Currency Gains /(Losses) Benefit Other Translation on Cash Flow Pension Comprehensive Pretax Adjustments Hedges Plans (Loss)/Income Balance, December 31, 2016 $ (218 ) $ — $ (7 ) $ (225 ) Other comprehensive income 77 — — 77 Balance, June 30, 2017 $ (141 ) $ — $ (7 ) $ (148 ) Tax Balance, December 31, 2016 $ 116 $ 1 $ 2 $ 119 Other comprehensive income (8 ) — — (8 ) Balance, June 30, 2017 $ 108 $ 1 $ 2 $ 111 Net of Tax Balance, December 31, 2016 $ (102 ) $ 1 $ (5 ) $ (106 ) Other comprehensive income 69 — — 69 Balance, June 30, 2017 $ (33 ) $ 1 $ (5 ) $ (37 ) 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. Reclassifications out of accumulated other comprehensive loss are presented in the following table. Amounts in parenthesis indicate debits to the Condensed Consolidated Statement of Operations: Three Months Ended June 30, Six Months Ended June 30, 2018 2017 2018 2017 Foreign currency translation adjustments, net Income on disposal of discontinued businesses, net of income taxes (24 ) — (24 ) — Net Income (loss) (24 ) — (24 ) — Defined benefit pension plans, net Income on disposal of discontinued businesses, net of income taxes (4 ) — (4 ) — Net Income (loss) (4 ) — (4 ) — |
Stock-Based Compensation
Stock-Based Compensation | 6 Months Ended |
Jun. 30, 2018 | |
Share-based Compensation [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation The Company has a stock-based compensation plan available to grant RSUs, PSUs, SSARs, non-qualified stock options “NQs” and other stock-based awards to key employees, non-employee directors, advisors and consultants. In June 2018, the Company replaced the Wyndham Worldwide Corporation 2006 Equity and Incentive Plan, as amended, with the Wyndham Destinations 2018 Equity and Incentive Plan. Under the new plan, a maximum of 15.7 million shares of common stock may be awarded. Incentive Equity Awards Granted by the Company In connection with the spin-off of Wyndham Hotels the Company accelerated vesting of all Wyndham Worldwide Corporation RSUs granted through the year ended December 31, 2017. RSUs held by Wyndham Hotel employees were immediately accelerated on date of spin-off and RSUs held by Wyndham Destination employees will vest on November 30, 2018. During the three months ended June 30, 2018 , the Company granted incentive equity awards to key employees and senior officers totaling $36 million in the form of RSUs and $7 million in the form of stock options. The awarded RSUs and stock options will vest ratably over a period of 48 months. Additionally, during the three months ended March 31, 2018, the Company granted incentive equity awards totaling $22 million to key employees and senior officers in the form of RSUs. These RSUs will vest ratably over a period of 16 months . The activity related to incentive equity awards granted by the Company for the six months ended June 30, 2018 consisted of the following: Balance at December 31, 2017 Effect of Spin-off (a) Granted Vested/Exercised Balance at June 30, 2018 RSUs Number of RSUs 1.6 1.8 0.9 (3.0 ) (e) 1.3 (b) Weighted Average Grant Price $ 81.18 NM $ 72.47 $ 69.73 $ 57.58 PSUs Number of PSUs 0.7 0.3 — (1.0 ) — (c) Weighted Average Grant Price $ 81.77 NM $ — $ 61.80 $ — SSARs Number of SSARs 0.2 0.2 — — 0.4 (d) Weighted Average Grant Price $ 77.40 $ — $ — $ — $ 38.70 NQs Number of NQs — — 0.8 — 0.8 Weighted Average Grant Price $ — $ — $ 48.71 $ — $ 48.71 NM- Not meaningful (a) Impact of equity restructuring in connection with the spin-off of Wyndham Hotels. (b) Aggregate unrecognized compensation expense related to RSUs was $68 million as of June 30, 2018 , which is expected to be recognized over a weighted average period of 3.3 years . (c) As a result of the hotel spin-off the Company accelerated the vesting of all PSUs, therefore there was no unrecognized compensation expense as of June 30, 2018 . (d) There were 0.4 million SSARs that were exercisable as of June 30, 2018 . There was no unrecognized compensation expense related to SSARs as of June 30, 2018 as all SSARs were vested. (e) Primarily reflects accelerated vesting in connection with the spin-off of Wyndham Hotels. Stock-Based Compensation Expense The Company recorded stock-based compensation expense of $109 million , $130 million , $15 million and $30 million during the three and six months ended June 30, 2018 and 2017 , respectively, related to incentive equity awards granted to key employees and senior officers. The Company also recorded stock-based compensation expense for non-employee directors of $1 million and less than $1 million during the three months ended June 30, 2018 and 2017 , respectively, and $1 million during the six months ended June 30, 2018 and 2017 . For the three and six months ended June 30, 2018 , $15 million of this expense has been classified within discontinued operations in the Condensed Consolidated Statements of Income. Stock-based compensation expense for the three and six months ended June 30, 2018 included $87 million , and $92 million of expense related to the modification of certain grants to accelerate vesting in connection with the separation, which expense has been classified in the Condensed Consolidated Statement of Income within separation and related costs in continuing operations. The Company estimates that it will recognize an additional $15 million of stock-based compensation expense related to these modifications during the second half of 2018. Additionally, $1 million of stock-based compensation expense was recorded within restructuring expense during the six months ended June 30, 2017 . The Company paid $67 million and $ 34 million of taxes for the net share settlement of incentive equity awards that vested during the six months ended June 30, 2018 and 2017 , respectively. Such amounts are included within financing activities on the Condensed Consolidated Statements of Cash Flows. |
Segment Information
Segment Information | 6 Months Ended |
Jun. 30, 2018 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information As a result of the hotel spin-off, the Company now has two operating segments: Vacation Ownership and Exchange & Rentals. The Vacation Ownership segment 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. The Exchange & Rentals segment provides vacation exchange services and products to owners of VOIs and manages and markets vacation rental properties primarily on behalf of independent owners. The reportable segments presented below represent the Company’s operating segments for which discrete 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. The Company has updated its segment reporting this quarter to include Adjusted EBITDA, a non-GAAP measure, whereas in the past EBITDA was presented. Following the spin-off of Wyndham Hotels and the sale of the European vacation rental business, management will base their performance review of the reportable segments on net revenues and Adjusted EBITDA. Adjusted EBITDA is defined by the Company 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. Adjusted EBITDA also excludes stock-based compensation costs, separation and restructuring costs, transaction costs, impairments, and items that meet the conditions of unusual and/or infrequent. The Company believes that Adjusted EBITDA is a useful measure of performance for its segments which, when considered with GAAP measures, the Company believes it gives a more complete understanding of its operating performance. The Company’s presentation of Adjusted EBITDA may not be comparable to similarly-titled measures used by other companies. Three Months Ended June 30, Six Months Ended June 30, Net Revenues 2018 2017 2018 2017 Vacation Ownership $ 770 $ 745 $ 1,431 $ 1,384 Exchange & Rentals 238 234 484 477 Total Reportable Segments 1,008 979 1,915 1,861 Corporate and Other (a) (1 ) (1 ) (1 ) (1 ) Total Company $ 1,007 $ 978 $ 1,914 $ 1,860 Reconciliation of Net income to Adjusted EBITDA Three Months Ended June 30, Six Months Ended June 30, 2018 2017 2018 2017 Net income $ 378 $ 85 $ 412 $ 175 Loss/(income) from operations of discontinued businesses, net of income taxes 42 (71 ) 49 (75 ) (Income) on disposal of discontinued businesses, net of income taxes (432 ) — (432 ) — Provision/(benefit) for income taxes 38 (4 ) 62 (2 ) Depreciation and amortization 36 33 73 65 Interest expense 46 39 91 73 Interest (income) (2 ) (1 ) (3 ) (3 ) Separation and related costs (b) 133 — 163 — Restructuring — — — 6 Asset impairments — 135 — 140 Stock-based compensation 4 11 17 25 Adjusted EBITDA $ 243 $ 227 $ 432 $ 404 Three Months Ended June 30, Six Months Ended June 30, Adjusted EBITDA 2018 2017 2018 2017 Vacation Ownership $ 194 $ 185 $ 327 $ 311 Exchange & Rentals 70 65 149 142 Total Reportable Segments 264 250 476 453 Corporate and Other (a) (21 ) (23 ) (44 ) (49 ) Total Company $ 243 $ 227 $ 432 $ 404 (a) Includes the elimination of transactions between segments (b) Includes $87 million and $92 million of stock based compensation expenses for the three and six months ended June 30, 2018 . Segment Assets (a) June 30, 2018 December 31, 2017 Vacation Ownership $ 5,298 $ 5,246 Exchange & Rentals 1,632 1,472 Total Reportable Segments 6,930 6,718 Corporate and Other 145 168 Total Company $ 7,075 $ 6,886 (a) Excludes investment in consolidated subs. |
Separation-Related and Transact
Separation-Related and Transaction-Related Costs | 6 Months Ended |
Jun. 30, 2018 | |
Separation and Related Costs [Abstract] | |
Separation-Related and Transaction-Related Costs | Separation-Related and Transaction-Related Costs On May 31, 2018, the Company completed the spin-off of its hotel business. This transaction resulted in operations being held by two separate, publicly traded companies as discussed in Note 1 — Background and Basis of Presentation . Prior to the spin-off, the Company completed the sale of its European vacation rentals business. During the three and six months ended June 30, 2018 , the Company incurred $133 million and $163 million of expenses, respectively, in connection with the spin-off of the hotel business which are reflected within continuing operations and include related costs of the spin-off, of which $132 million and $161 million were related to stock compensation modification expense, severance and other employee costs offset in part by favorable foreign currency. In addition, these costs include certain impairment charges related to the separation including property sold to Wyndham Hotels. Additionally, during the three and six months ended June 30, 2018 , the Company incurred $72 million and $93 million of expenses, respectively, in connection with the hotel spin-off and $8 million and $19 million , respectively, related to the European vacation rentals business. These expenses are reflected within discontinued operations and include legal, consulting and auditing fees, stock compensation modification expense, severance, and other employee-related costs. Transactions with Former Parent and Former Subsidiaries Matters Related to Cendant Pursuant to the Cendant Separation and Distribution Agreement, the Company entered into certain guarantee commitments with Cendant and Cendant’s former subsidiary, Realogy. These guarantee arrangements primarily relate to certain contingent litigation liabilities, contingent tax liabilities, and Cendant contingent and other corporate liabilities, of which Wyndham Worldwide assumed 37.5% of the responsibility while Cendant’s former subsidiary Realogy is responsible for the remaining 62.5% . As a result of the Wyndham Worldwide separation, Wyndham Hotels agreed to retain one third of Cendant’s contingent and other corporate liabilities and associated costs; therefore, Wyndham Destinations is effectively responsible for 25% of such matters subsequent to the separation. Since Cendant’s separation, Cendant settled the majority of the lawsuits pending on the date of the separation. As of June 30, 2018 , the Cendant separation and related liabilities of $16 million are comprised of $13 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. These liabilities were recorded within accrued expenses and other liabilities on the Condensed Consolidated Balance Sheet. As of December 31, 2017 , the Company had $16 million of Cendant separation-related liabilities, which were recorded within accrued expenses and other liabilities on the Condensed Consolidated Balance Sheet. Matters Related to Wyndham Hotels In connection with the spin-off of the hotel business on May 31, 2018, Wyndham Destinations entered into several agreements with Wyndham Hotels that govern the relationship of the parties following the distribution including the Separation and Distribution Agreement, the Employee Matters Agreements, the Tax Matters Agreement, the Transition Services Agreement and the License, Development and Noncompetition Agreement. In accordance with these agreements, Wyndham Hotels assumed one-third and Wyndham Destinations assumed two-thirds of certain contingent and other corporate liabilities of the Company incurred prior to the distribution, including liabilities of the Company related to certain terminated or divested businesses, certain general corporate matters, and any actions with respect to the separation plan. Likewise, Wyndham Hotels is entitled to receive one-third and Wyndham Destinations is entitled to receive two-thirds of the proceeds from certain contingent and other corporate assets of the Company arising or accrued prior to the distribution. The Company conveyed the lease for its former corporate headquarters located in Parsippany, New Jersey to Wyndham Hotels, which resulted in the removal of a $66 million capital lease obligation and a $43 million asset. Wyndham Destinations entered into a transition service agreement with Wyndham Hotels, pursuant to which the companies agreed to provide each other certain transitional services including human resources, facilities, payroll, tax, information technology, information management and related services, treasury, finance, sourcing, and employee benefits administration on an interim, transitional basis. Matters Related to the European Vacation Rentals Business In connection with the sale of the Company’s European vacation rentals business, the Company and Wyndham Hotels agreed to certain post-closing credit support for the business for the benefit of certain credit card service providers, a British travel association, and certain regulatory authorities to allow them to continue providing services or regulatory approval to the business. Such post-closing credit support includes a guarantee of up to $180 million through June 30, 2019, and a letter of credit for $11 million through May 1, 2019, which may be extended. The fair value of such guarantee was approximately $2 million . The Company agreed to provide an additional $48 million in post-closing credit support, denominated in Pound sterling, to a British travel association and regulatory authorities by September 30, 2018, which is guaranteed by Wyndham Destinations in perpetuity. In connection with such additional post-closing credit support, Wyndham Destinations deposited approximately $48 million into an escrow account, which will be released to Wyndham Destinations to the extent alternative post-closing credit support is provided or otherwise will remain in place for the benefit of Compass IV Limited, an affiliate of Platinum Equity, LLC (the “Buyer”). The amount deposited in escrow reduced the gain on the sale of the business. If the Company provides acceptable alternative post-closing credit support to the Buyer, an additional gain on sale of the business will be recognized. Furthermore, Wyndham Hotels will receive one-third and Wyndham Destinations will receive two-thirds of any amount received in respect to the release of the escrow account. Such post-closing credit support may be called if the business fails to meet its primary obligation to pay amounts when due. The Buyer has provided an indemnity to Wyndham Destinations in the event that the post-closing credit support (other than the guarantee by Wyndham Destinations of up to $180 million ) are enforced or called upon. The Company also deposited $5 million into an escrow account, which amount will be returned to the Company on May 9, 2019, if the gross limit of Barclays Bank PLC’s (“Barclays”) Pound sterling cash pooling arrangement with the Buyer remains at least £10 million ( $14 million ) and security is not required or demanded by Barclays. If any further security is required or demanded by Barclays, the Company must pay an additional £1 million ( $1.4 million ) into escrow. In addition, the Company agreed to indemnify the Buyer against certain claims and assessments, including income tax, value-added tax and other tax matters, related to the operations of the European vacation rentals business for the periods prior to the transaction. The estimated fair value of the indemnifications totaled $43 million . Wyndham Hotels provided certain post-closing credit support primarily for the benefit of a British travel association in the form of guarantees which are primarily denominated in Pound sterling of up to an approximate $81 million on a perpetual basis. The fair value of such guarantees was $41 million at June 30, 2018. Wyndham Destinations is responsible for two-thirds of these guarantees. Wyndham Hotels is required to maintain minimum credit ratings of Ba2 for Moody’s and BB for S&P. If Wyndham Hotels drops below these minimum credit ratings, Wyndham Destinations would be required to post a letter of credit (or equivalent support) for the amount of the Wyndham Hotels guarantee. The estimated fair value of the guarantees and indemnifications for which Wyndham Destinations is responsible related to the sale of the European vacation rentals business totaled approximately $74 million and was recorded in accrued expenses and other liabilities at June 30, 2018. A receivable of approximately $16 million was included in other assets at June 30, 2018 representing the portion of these guarantees and indemnifications for which Wyndham Hotels is responsible. |
Restructuring
Restructuring | 6 Months Ended |
Jun. 30, 2018 | |
Restructuring Charges [Abstract] | |
Restructuring | Restructuring 2017 Restructuring Plans During 2017, the Company recorded $14 million of restructuring charges, all of which were personnel-related and consisted of (i) $8 million at its Exchange & Rentals segment which primarily focused on enhancing organizational efficiency and rationalizing its operations, and (ii) $6 million at its corporate operations which focused on rationalizing its sourcing function and outsourcing certain information technology functions. During 2018 , the Company reduced its restructuring liability with $3 million of cash payments. The remaining liability of $1 million , as of June 30, 2018 , is expected to be paid by the end of 2018. The Company has additional restructuring plans which were implemented prior to 2017. The remaining liabilities of $1 million as of June 30, 2018 , all of which is related to leased facilities, are expected to be paid through 2020. The activity associated with all of the Company’s restructuring plans is summarized by category as follows: Liability as of Liability as of December 31, 2017 Cash Payments June 30, 2018 Personnel-related $ 4 $ (3 ) $ 1 Facility-related 1 — 1 $ 5 $ (3 ) $ 2 |
Impairments
Impairments | 6 Months Ended |
Jun. 30, 2018 | |
Restructuring and Related Activities [Abstract] | |
Impairments | Impairments During May 2017, the Company performed an in-depth review of its operations, including its current development pipeline and long-term development plan. In connection with such review, the Company updated its current and long-term development plan to focus on (i) selling existing finished inventory and (ii) procuring inventory from efficient sources such as just-in-time inventory in new markets and reclaiming inventory from owners’ associations or owners. As a result, the Company’s management performed a review of its land held for VOI development. Such review consisted of an assessment on 19 locations to determine its plan for future VOI development at those sites. As a result of this assessment, the Company concluded that no future development would occur at 17 locations, of which 16 were deemed to be impaired. The Company performed a fair value assessment on the land held for VOI development which resulted in a $121 million non-cash impairment charge during the second quarter of 2017. In addition, the Company recorded a $14 million non-cash impairment charge relating to the write-off of construction in process costs at 6 of the 16 impaired locations. As a result, the Company reported a total non-cash impairment charge of $135 million , which is included within asset impairments on the Condensed Consolidated Statements of Income. In conjunction with this review and impairment, in May 2017, the Company sold 3 of the 17 locations, as well as non-core revenue generating assets to a former executive of the Company for $2 million of cash consideration which resulted in a $7 million loss. The Company also has an agreement with the former executive to sell an additional 2 of the 17 locations for $2 million resulting in a $13 million non-cash impairment charge. Such transaction is to be completed no later than December 31, 2018. The $7 million loss and $13 million non-cash impairment charge on the expected sale were included within the total non-cash impairment charge of $135 million . The Company had $4 million of land classified as assets held for sale as of June 30, 2018 and December 31, 2017 which was included within other assets on the Company’s Condensed Consolidated Balance Sheets. The fair value of the land held for sale was determined by reviewing prices of comparable assets which were recently sold and by actual purchase and sale agreements for the assets to be sold which represents level 3 fair value measurements. The Company entered into a three year agreement with the former executive whereby such executive may assist the Company in selling the land held for sale. As part of such agreement, the former executive will be entitled to receive brokerage commissions upon the sale of land classified as assets held for sale. During the six months ended June 30, 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. This charge is recorded within asset impairments on the Condensed Consolidated Statement of Income. Refer to Note 18 — Separation-Related and Transaction-Related Costs , for discussion of 2018 impairment. |
Transactions with Former Parent
Transactions with Former Parent and Former Subsidiaries | 6 Months Ended |
Jun. 30, 2018 | |
Related Party Transaction, Due from (to) Related Party [Abstract] | |
Transactions with Former Parent and Former Subsidiaries | Separation-Related and Transaction-Related Costs On May 31, 2018, the Company completed the spin-off of its hotel business. This transaction resulted in operations being held by two separate, publicly traded companies as discussed in Note 1 — Background and Basis of Presentation . Prior to the spin-off, the Company completed the sale of its European vacation rentals business. During the three and six months ended June 30, 2018 , the Company incurred $133 million and $163 million of expenses, respectively, in connection with the spin-off of the hotel business which are reflected within continuing operations and include related costs of the spin-off, of which $132 million and $161 million were related to stock compensation modification expense, severance and other employee costs offset in part by favorable foreign currency. In addition, these costs include certain impairment charges related to the separation including property sold to Wyndham Hotels. Additionally, during the three and six months ended June 30, 2018 , the Company incurred $72 million and $93 million of expenses, respectively, in connection with the hotel spin-off and $8 million and $19 million , respectively, related to the European vacation rentals business. These expenses are reflected within discontinued operations and include legal, consulting and auditing fees, stock compensation modification expense, severance, and other employee-related costs. Transactions with Former Parent and Former Subsidiaries Matters Related to Cendant Pursuant to the Cendant Separation and Distribution Agreement, the Company entered into certain guarantee commitments with Cendant and Cendant’s former subsidiary, Realogy. These guarantee arrangements primarily relate to certain contingent litigation liabilities, contingent tax liabilities, and Cendant contingent and other corporate liabilities, of which Wyndham Worldwide assumed 37.5% of the responsibility while Cendant’s former subsidiary Realogy is responsible for the remaining 62.5% . As a result of the Wyndham Worldwide separation, Wyndham Hotels agreed to retain one third of Cendant’s contingent and other corporate liabilities and associated costs; therefore, Wyndham Destinations is effectively responsible for 25% of such matters subsequent to the separation. Since Cendant’s separation, Cendant settled the majority of the lawsuits pending on the date of the separation. As of June 30, 2018 , the Cendant separation and related liabilities of $16 million are comprised of $13 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. These liabilities were recorded within accrued expenses and other liabilities on the Condensed Consolidated Balance Sheet. As of December 31, 2017 , the Company had $16 million of Cendant separation-related liabilities, which were recorded within accrued expenses and other liabilities on the Condensed Consolidated Balance Sheet. Matters Related to Wyndham Hotels In connection with the spin-off of the hotel business on May 31, 2018, Wyndham Destinations entered into several agreements with Wyndham Hotels that govern the relationship of the parties following the distribution including the Separation and Distribution Agreement, the Employee Matters Agreements, the Tax Matters Agreement, the Transition Services Agreement and the License, Development and Noncompetition Agreement. In accordance with these agreements, Wyndham Hotels assumed one-third and Wyndham Destinations assumed two-thirds of certain contingent and other corporate liabilities of the Company incurred prior to the distribution, including liabilities of the Company related to certain terminated or divested businesses, certain general corporate matters, and any actions with respect to the separation plan. Likewise, Wyndham Hotels is entitled to receive one-third and Wyndham Destinations is entitled to receive two-thirds of the proceeds from certain contingent and other corporate assets of the Company arising or accrued prior to the distribution. The Company conveyed the lease for its former corporate headquarters located in Parsippany, New Jersey to Wyndham Hotels, which resulted in the removal of a $66 million capital lease obligation and a $43 million asset. Wyndham Destinations entered into a transition service agreement with Wyndham Hotels, pursuant to which the companies agreed to provide each other certain transitional services including human resources, facilities, payroll, tax, information technology, information management and related services, treasury, finance, sourcing, and employee benefits administration on an interim, transitional basis. Matters Related to the European Vacation Rentals Business In connection with the sale of the Company’s European vacation rentals business, the Company and Wyndham Hotels agreed to certain post-closing credit support for the business for the benefit of certain credit card service providers, a British travel association, and certain regulatory authorities to allow them to continue providing services or regulatory approval to the business. Such post-closing credit support includes a guarantee of up to $180 million through June 30, 2019, and a letter of credit for $11 million through May 1, 2019, which may be extended. The fair value of such guarantee was approximately $2 million . The Company agreed to provide an additional $48 million in post-closing credit support, denominated in Pound sterling, to a British travel association and regulatory authorities by September 30, 2018, which is guaranteed by Wyndham Destinations in perpetuity. In connection with such additional post-closing credit support, Wyndham Destinations deposited approximately $48 million into an escrow account, which will be released to Wyndham Destinations to the extent alternative post-closing credit support is provided or otherwise will remain in place for the benefit of Compass IV Limited, an affiliate of Platinum Equity, LLC (the “Buyer”). The amount deposited in escrow reduced the gain on the sale of the business. If the Company provides acceptable alternative post-closing credit support to the Buyer, an additional gain on sale of the business will be recognized. Furthermore, Wyndham Hotels will receive one-third and Wyndham Destinations will receive two-thirds of any amount received in respect to the release of the escrow account. Such post-closing credit support may be called if the business fails to meet its primary obligation to pay amounts when due. The Buyer has provided an indemnity to Wyndham Destinations in the event that the post-closing credit support (other than the guarantee by Wyndham Destinations of up to $180 million ) are enforced or called upon. The Company also deposited $5 million into an escrow account, which amount will be returned to the Company on May 9, 2019, if the gross limit of Barclays Bank PLC’s (“Barclays”) Pound sterling cash pooling arrangement with the Buyer remains at least £10 million ( $14 million ) and security is not required or demanded by Barclays. If any further security is required or demanded by Barclays, the Company must pay an additional £1 million ( $1.4 million ) into escrow. In addition, the Company agreed to indemnify the Buyer against certain claims and assessments, including income tax, value-added tax and other tax matters, related to the operations of the European vacation rentals business for the periods prior to the transaction. The estimated fair value of the indemnifications totaled $43 million . Wyndham Hotels provided certain post-closing credit support primarily for the benefit of a British travel association in the form of guarantees which are primarily denominated in Pound sterling of up to an approximate $81 million on a perpetual basis. The fair value of such guarantees was $41 million at June 30, 2018. Wyndham Destinations is responsible for two-thirds of these guarantees. Wyndham Hotels is required to maintain minimum credit ratings of Ba2 for Moody’s and BB for S&P. If Wyndham Hotels drops below these minimum credit ratings, Wyndham Destinations would be required to post a letter of credit (or equivalent support) for the amount of the Wyndham Hotels guarantee. The estimated fair value of the guarantees and indemnifications for which Wyndham Destinations is responsible related to the sale of the European vacation rentals business totaled approximately $74 million and was recorded in accrued expenses and other liabilities at June 30, 2018. A receivable of approximately $16 million was included in other assets at June 30, 2018 representing the portion of these guarantees and indemnifications for which Wyndham Hotels is responsible. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2018 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events Sierra Timeshare 2018-2 Receivables Funding LLC On July 18, 2018, the Company closed on a placement of a series of term notes payable, issued by Sierra Timeshare 2018-2 Receivables Funding, LLC. These notes consisted of a $230 million note at a rate of 3.50% , a $156 million note at a rate of 3.65% and a $114 million note at a rate of 3.94% resulting in a weighted average coupon rate of 3.65% . The advance rate for this transaction was 88.65% . These notes are secured by vacation ownership contract receivables and mature in June 2035. The recourse on these notes is limited to the extent of the collateral. No other assets of the Company will be available to pay the notes. |
New Accounting Pronouncements N
New Accounting Pronouncements New Accounting Pronouncements (Policies) | 6 Months Ended |
Jun. 30, 2018 | |
Accounting Changes and Error Corrections [Abstract] | |
Basis of Presentation | Background and Basis of Presentation Background Wyndham Destinations, Inc., formerly known as Wyndham Worldwide Corporation, and its subsidiaries (collectively, “Wyndham Destinations” or the “Company”) is a global provider of hospitality services and products. The Company operates in two segments: Vacation Ownership and Exchange & Rentals. The Vacation Ownership segment develops, markets and sells vacation ownership interests (“VOIs”) to individual consumers, provides consumer financing in connection with the sale of VOIs and provides property management services at resorts. The Exchange & Rentals segment provides vacation exchange services and products to owners of VOIs and manages and markets vacation rental properties primarily on behalf of independent owners. On May 31, 2018, the Company completed the previously announced spin-off of its hotel business into a separate publicly traded company, Wyndham Hotels & Resorts, Inc. (“Wyndham Hotels”). This transaction was effected through a pro rata distribution of the new hotel entity’s stock to existing Wyndham Destinations shareholders. In connection with the spin-off, the Company entered into certain agreements with Wyndham Hotels to implement the legal and structural separation, govern the relationship between the Company and Wyndham Hotels up to and after the completion of the separation, and allocate various assets, liabilities and obligations, including, among other things, employee benefits, intellectual property and tax-related assets and liabilities between the Company and Wyndham Hotels. The two public companies have entered into long-term exclusive license agreements to retain their affiliations with one of the industry’s top-rated loyalty programs, Wyndham Rewards, as well as to continue to collaborate on inventory-sharing and customer cross-sell initiatives. On May 9, 2018, the Company completed the sale of its European vacation rentals business. For all periods presented, the Company has classified the results of operations for its hotel business and its European vacation rentals business as discontinued operations. See further detail in Note 6 — Discontinued Operations . Basis of Presentation The accompanying unaudited Condensed Consolidated Financial Statements in this Quarterly Report on Form 10-Q include the accounts and transactions of Wyndham Destinations, as well as the entities in which Wyndham Destinations 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 (“U.S.”). All intercompany balances and transactions have been eliminated in the Condensed Consolidated Financial Statements. In addition, certain prior period amounts have been reclassified to comply with newly adopted accounting standards. See further detail in Note 2 — New Accounting Pronouncements . The Company changed its balance sheet presentation from classified (distinguishing between short-term and long-term accounts) to unclassified (no such distinction) in the second quarter of 2018. This change was prompted by the spin-off of Wyndham Hotels at which time the Company became predominantly a real-estate timeshare company. This presentation will conform to that of the Company’s peers within the timeshare industry. Both the December 31, 2017 and the June 30, 2018 Condensed Consolidated Balance Sheets have been presented in an unclassified format. 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 2017 Consolidated Financial Statements included in its Annual Report filed on Form 10-K with the Securities and Exchange Commission on February 16, 2018 . |
Recently Issued and Adopted Accounting Pronouncements | Recently Issued Accounting Pronouncements Leases. In February 2016, the Financial Accounting Standards Board (“FASB”) issued new guidance for lease accounting. This guidance along with its subsequent corresponding updates requires companies generally to recognize on the balance sheet operating and financing lease liabilities and corresponding right-of-use assets. The new standard requires a modified retrospective transition approach for all leases existing at, or entered into after, the date of initial application. This guidance is effective for fiscal years beginning after December 15, 2018 and for interim periods within those fiscal years, with early adoption permitted. Progress continues with our implementation efforts, including the evaluation of the impact that adoption of this new guidance will have on our financial statements and disclosures. We expect that the new guidance for lease accounting will have a material effect on our consolidated balance sheets. 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. 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 the 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. Derivatives and Hedging - Targeted Improvements to Accounting for Hedging Activities. In August 2017, the FASB issued guidance intended to better align an entity’s risk management activities and financial reporting for hedging relationships through changes to both the designation and measurement guidance for qualifying hedging relationships and the presentation of hedge results. The guidance will expand and refine hedge accounting for both nonfinancial and financial risk components and align the recognition and presentation of the effects of the hedging instrument and the hedged item in the financial statements. 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. Reporting Comprehensive Income - Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income. In February 2018, the FASB issued guidance allowing for the reclassification of the stranded tax effects resulting from the implementation of the Tax Cuts and Jobs Act from accumulated other comprehensive income (“AOCI”) to retained earnings. This guidance is effective for fiscal years beginning after December 15, 2018 and interim periods within those fiscal years, and should be applied either in the period of adoption or retrospectively to each period in which the effect of the change in the U.S. federal corporate income tax rate in the Tax Cuts and Jobs Act is recognized. The Company is currently evaluating the impact of the adoption of this guidance on its financial statements and related disclosures. Stock Compensation - Improvements to Nonemployee Share-Based Payment Accounting. In June 2018, the FASB issued guidance intended to simplify nonemployee share-based payment accounting. This new guidance will more closely align the accounting for share-based payment awards issued to employees and nonemployees. 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. Recently Adopted Accounting Pronouncements Revenue from Contracts with Customers. In May 2014, the 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 adopted the guidance on January 1, 2018 utilizing the full retrospective transition method. This new guidance had a minimal impact on the Company’s continuing operations. 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 adopted the guidance on January 1, 2018, as required, which resulted in a cumulative-effect change to retained earnings of $19 million . 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 adopted the guidance on January 1, 2018, as required. There was no material impact on its Condensed Consolidated Financial Statements and related disclosures. Compensation - Stock Compensation. In May 2017, the FASB issued guidance which provides clarification on when modification accounting should be used for changes to the terms or conditions of a share-based payment award. This guidance is effective for fiscal years beginning after December 15, 2017 and for interim periods within those fiscal years, with early adoption permitted. The Company adopted the guidance on January 1, 2018, as required. There was no material impact on its Condensed Consolidated 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 adopted the guidance on January 1, 2018, as required. Restricted Cash . In November 2016, the FASB issued guidance which requires amounts generally described as restricted cash 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 adopted the guidance on January 1, 2018, as required, using a retrospective transition method. The impact of this guidance resulted in escrow deposits and restricted cash being included with cash, cash equivalents and restricted cash on the Condensed Consolidated Statements of Cash Flows. |
New Accounting Pronouncements (
New Accounting Pronouncements (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Accounting Changes and Error Corrections [Abstract] | |
Schedule of Impact of Adoption | The tables below summarize the impact of the adoption of the new revenue standard and reclassifications related to discontinued operations on the Company’s Condensed Consolidated Income Statements: Three Months Ended June 30, 2017 Net revenues Previously Reported Balance Discontinued Operations* New Revenue Standard Adjustment Adjusted Balance Service and membership fees $ 653 $ (247 ) $ (5 ) $ 401 Vacation ownership interest sales 448 (1 ) (1 ) 446 Franchise fees 177 (177 ) — — Consumer financing 114 — — 114 Other 87 (76 ) 6 17 Net revenues 1,479 (501 ) — 978 Expenses Operating 654 (230 ) (9 ) 415 Cost of vacation ownership interests 38 — — 38 Consumer financing interest 19 — — 19 Marketing and reservation 231 (96 ) 5 140 General and administrative 191 (40 ) 2 153 Asset impairments 135 — — 135 Depreciation and amortization 66 (33 ) — 33 Total expenses 1,334 (399 ) (2 ) 933 Operating income 145 (102 ) 2 45 Other (income), net (3 ) — — (3 ) Interest expense 39 — — 39 Interest (income) (2 ) 1 — (1 ) Income before income taxes 111 (103 ) 2 10 Provision/(benefit) for income taxes 33 (38 ) 1 (4 ) Income from continuing operations 78 (65 ) 1 14 Income from operations of discontinued businesses, net of income taxes — 65 6 71 Net income $ 78 $ — $ 7 $ 85 Basic earnings per share Continuing operations $ 0.75 $ (0.63 ) $ 0.01 $ 0.13 Discontinued operations — 0.63 0.06 0.69 $ 0.75 $ — $ 0.07 $ 0.82 Diluted earnings per share Continuing operations $ 0.75 $ (0.62 ) $ — $ 0.13 Discontinued operations — 0.62 0.06 0.68 $ 0.75 $ — $ 0.06 $ 0.81 *Excludes the impact of the new revenue standard. Six Months Ended June 30, 2017 Net revenues Previously Reported Balance Discontinued Operations* New Revenue Standard Adjustment Adjusted Balance Service and membership fees $ 1,289 $ (465 ) $ (14 ) $ 810 Vacation ownership interest sales 798 — (2 ) 796 Franchise fees 318 (318 ) — — Consumer financing 224 — — 224 Other 169 (149 ) 10 30 Net revenues 2,798 (932 ) (6 ) 1,860 Expenses Operating 1,254 (427 ) (17 ) 810 Cost of vacation ownership interests 75 — — 75 Consumer financing interest 37 — — 37 Marketing and reservation 426 (176 ) 8 258 General and administrative 383 (83 ) 4 304 Asset impairments 140 — — 140 Restructuring 7 (1 ) — 6 Depreciation and amortization 128 (63 ) — 65 Total expenses 2,450 (750 ) (5 ) 1,695 Operating income 348 (182 ) (1 ) 165 Other (income), net (4 ) 1 — (3 ) Interest expense 73 — — 73 Interest (income) (4 ) 1 — (3 ) Income before income taxes 283 (184 ) (1 ) 98 Provision/(benefit) for income taxes 64 (66 ) — (2 ) Income from continuing operations 219 (118 ) (1 ) 100 Income from operations of discontinued businesses, net of income taxes — 118 (43 ) 75 Net income $ 219 $ — $ (44 ) $ 175 Basic earnings per share Continuing operations $ 2.10 $ (1.13 ) $ (0.02 ) $ 0.95 Discontinued operations — 1.13 (0.41 ) 0.72 $ 2.10 $ — $ (0.43 ) $ 1.67 Diluted earnings per share Continuing operations $ 2.09 $ (1.12 ) $ (0.02 ) $ 0.95 Discontinued operations — 1.12 (0.40 ) 0.72 $ 2.09 $ — $ (0.42 ) $ 1.67 *Excludes the impact of the new revenue standard. Year Ended December 31, 2017 Net revenues Previously Reported Balance Discontinued Operations* New Revenue Standard Adjusted Balance Service and membership fees $ 1,895 $ (269 ) $ (27 ) $ 1,599 Vacation ownership interest sales 1,689 — (5 ) 1,684 Franchise fees 695 (695 ) — — Consumer financing 463 — — 463 Other 334 (297 ) 23 60 Net revenues 5,076 (1,261 ) (9 ) 3,806 Expenses Operating 2,194 (523 ) (35 ) 1,636 Cost of vacation ownership interests 150 — — 150 Consumer financing interest 74 — — 74 Marketing and reservation 773 (247 ) 20 546 General and administrative 648 (75 ) 7 580 Separation and related costs 51 (25 ) — 26 Asset impairments 246 (41 ) — 205 Restructuring 15 (1 ) — 14 Depreciation and amortization 213 (77 ) — 136 Total expenses 4,364 (989 ) (8 ) 3,367 Operating income 712 (272 ) (1 ) 439 Other (income), net (27 ) (1 ) — (28 ) Interest expense 156 (1 ) — 155 Interest (income) (7 ) 1 — (6 ) Income before income taxes 590 (271 ) (1 ) 318 (Benefit) from income taxes (229 ) (101 ) 2 (a) (328 ) Income from continuing operations 819 (170 ) (3 ) 646 Income from operations of discontinued businesses, net of income taxes 53 170 (14 ) 209 Net income 872 — (17 ) 855 Net income attributable to noncontrolling interest (1 ) — — (1 ) Net income attributable to Wyndham Destinations shareholders $ 871 $ — $ (17 ) $ 854 Basic earnings per share Continuing operations $ 7.94 $ (1.65 ) $ (0.03 ) $ 6.26 Discontinued operations 0.52 1.65 (0.14 ) 2.03 $ 8.46 $ — $ (0.17 ) $ 8.29 Diluted earnings per share Continuing operations $ 7.89 $ (1.64 ) $ (0.03 ) $ 6.22 Discontinued operations 0.51 1.64 (0.14 ) 2.01 $ 8.40 $ — $ (0.17 ) $ 8.23 *Excludes the impact of the new revenue standard. (a) Includes a $3 million deferred tax provision resulting from a reduction in deferred tax assets recorded in connection with the retrospective adoption of the new revenue standard and the impact of the lower U.S. corporate income tax rate from the enactment of the U.S. Tax Cuts and Jobs Act . The table below summarizes the impact of the adoption of the new revenue standard on the Company’s Condensed Consolidated Balance Sheet: December 31, 2017 Assets Previously Reported Balance Discontinued Operations* New Revenue Standard Adjusted Balance Cash and cash equivalents $ 100 $ (52 ) $ — $ 48 Trade receivables, net 385 (194 ) 4 195 Vacation ownership contract receivables, net 2,901 — — 2,901 Inventory 1,249 — — 1,249 Prepaid expenses 144 (27 ) 1 118 Property and equipment, net 1,081 (259 ) — 822 Goodwill 1,336 (425 ) — 911 Other intangibles, net 1,084 (941 ) — 143 Other assets 694 (217 ) 22 499 Assets of discontinued operations 1,429 2,115 20 3,564 Total assets $ 10,403 $ — $ 47 $ 10,450 Liabilities and Equity Accounts payable $ 256 $ (24 ) $ — $ 232 Deferred income 657 (139 ) 41 559 Accrued expenses and other liabilities 1,094 (236 ) (11 ) 847 Non-recourse vacation ownership debt 2,098 — — 2,098 Debt 3,909 (1 ) — 3,908 Deferred income taxes 790 (191 ) 14 613 Liabilities of discontinued operations 716 591 112 1,419 Total liabilities 9,520 — 156 9,676 Stockholders' equity Preferred stock, $.01 par value, authorized 6,000,000 shares, none issued and outstanding — — — — Common stock, $.01 par value, 600,000,000 shares authorized, 218,796,817 issued in 2017 2 — — 2 Treasury stock, at cost – 118,887,441 shares in 2017 (5,719 ) — — (5,719 ) Additional paid-in capital 3,996 — — 3,996 Retained earnings 2,609 — (108 ) 2,501 Accumulated other comprehensive loss (10 ) — (1 ) (11 ) Total stockholders’ equity 878 — (109 ) 769 Noncontrolling interest 5 — — 5 Total equity 883 — (109 ) 774 Total liabilities and equity $ 10,403 $ — $ 47 $ 10,450 *Excludes the impact of the new revenue standard. |
Schedule of Effects of New Statements of Cash Flows and Restricted Cash Guidance | The table below summarizes the effects of the new statement of cash flows and restricted cash guidance on the Company’s Condensed Consolidated Statements of Cash Flows: Six Months Ended June 30, 2017 Increase/(decrease): Previously Reported Balance Discontinued Operations New Accounting Standard Adjustment Adjusted Balance Operating Activities $ 663 $ (431 ) $ (1 ) $ 231 Investing Activities (133 ) 26 64 (43 ) As of June 30, 2017 Previously Reported Balance Discontinued Operations New Restricted Cash Standard Adjustment Adjusted Balance Cash, cash equivalents and restricted cash, beginning of period $ 185 $ — $ 148 $ 333 Cash, cash equivalents and restricted cash, end of period 415 (310 ) 213 318 |
Schedule of Reconciliation of Cash, Cash Equivalents and Restricted Cash | The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the Condensed Consolidated Balance Sheets that comprise the total of the cash, cash equivalents and restricted cash shown within the Condensed Consolidated Statements of Cash Flows: June 30, Cash and cash equivalents $ 155 Restricted cash included in other assets 232 Total cash, cash equivalents and restricted cash $ 387 December 31, Cash and cash equivalents $ 48 Restricted cash included in other assets 171 Cash, cash equivalents and restricted cash included in assets of discontinued operations 197 Total cash, cash equivalents and restricted cash $ 416 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Contract Liabilities | Contract liabilities as of June 30, 2018 and December 31, 2017 are as follows: Contract Liabilities June 30, 2018 December 31, 2017 Deferred subscription revenue $ 233 $ 229 Deferred VOI trial package revenue 110 108 Deferred VOI incentive revenue 98 102 Deferred exchange-related revenue 60 63 Deferred vacation rental revenue 62 38 Deferred co-branded credit card programs revenue 14 13 Deferred other revenue 15 3 Total $ 592 $ 556 |
Schedule of Performance Obligations | The following table summarizes the Company’s remaining performance obligations for the twelve month periods set forth below: 7/1/2018- 6/30/2019 7/1/2019- 6/30/2020 7/1/2020- 6/30/2021 Thereafter Total Subscription revenue $ 130 $ 55 $ 27 $ 21 $ 233 VOI trial package revenue 110 — — — 110 VOI incentive revenue 98 — — — 98 Exchange-related revenue 54 4 1 1 60 Vacation rental revenue 62 — — — 62 Co-branded credit card programs revenue 6 4 2 2 14 Other revenue 15 — — — 15 Total $ 475 $ 63 $ 30 $ 24 $ 592 |
Schedule of Disaggregation of Net Revenues | The table below presents a disaggregation of the Company’s net revenues from contracts with customers by major services and products for each of the Company’s segments: Three Months Ended June 30, Six Months Ended June 30, 2018 2017 2018 2017 Vacation Ownership Vacation ownership interest sales $ 462 $ 446 $ 820 $ 796 Property management fees and reimbursable revenues 162 164 325 327 Consumer financing 120 114 237 224 Wyndham Asset Affiliation Model (“WAAM”) fee-for-service commissions 10 4 20 7 Ancillary revenues 16 17 29 30 Total Vacation Ownership 770 745 1,431 1,384 Exchange & Rentals Exchange revenues 166 165 354 352 Vacation rental revenues 47 46 85 84 Ancillary revenues 25 23 45 41 Total Exchange & Rentals 238 234 484 477 Corporate and Other Eliminations (1 ) (1 ) (1 ) (1 ) Net Revenues $ 1,007 $ 978 $ 1,914 $ 1,860 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
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 Six Months Ended June 30, June 30, 2018 2017 2018 2017 (Loss)/income from continuing operations $ (12 ) $ 14 $ 29 $ 100 (Loss)/income from operations of discontinued businesses, net of income taxes (42 ) 71 (49 ) 75 Income on disposal of discontinued businesses, net of income taxes 432 — 432 — Net income attributable to Wyndham Destinations shareholders $ 378 $ 85 $ 412 $ 175 Basic (loss)/earnings per share Continuing operations $ (0.12 ) $ 0.13 $ 0.29 $ 0.95 Discontinued operations 3.90 0.69 3.83 0.72 $ 3.78 $ 0.82 $ 4.12 $ 1.67 Diluted (loss)/earnings per share Continuing operations (a) $ (0.12 ) $ 0.13 $ 0.29 $ 0.95 Discontinued operations 3.89 0.68 3.82 0.72 $ 3.77 $ 0.81 $ 4.11 $ 1.67 Basic weighted average shares outstanding 100.0 103.8 100.1 104.5 Stock-settled appreciation rights (“SSARs”), RSUs (b) and PSUs (c) 0.3 0.6 0.3 0.6 Diluted weighted average shares outstanding (d) 100.3 104.4 100.4 105.1 Dividends: Aggregate dividends paid to shareholders $ 44 $ 60 $ 114 $ 125 (a) For the three months ended June 30, 2018 , the dilutive impacts of SSARS, RSUs and PSUs were excluded from the diluted EPS calculation for continuing operations as their impact would have been anti-dilutive given the Company’s loss from continuing operations. (b) Excludes 0.2 million restricted stock units (“RSUs”) for the three months ended June 30, 2018 that would have been anti-dilutive to EPS. Includes unvested dilutive RSUs which are subject to future forfeiture. The number of anti-dilutive RSUs for the six months ended June 30, 2018 and the three and six months ended June 30, 2017 were immaterial. (c) Excludes 0.7 million and 0.6 million performance-vested restricted stock units (“PSUs”) for the three and six months ended June 30, 2017 , as the Company had not met the required performance metrics. As a result of the spin-off of the hotel business, the Company accelerated the vesting of PSUs. There were no outstanding PSUs as of June 30, 2018 . (d) Excludes 0.3 million and 0.1 million outstanding stock awards for the three and six months ended June 30, 2018 that would have been anti-dilutive to EPS. |
Current Stock Repurchase Program | The following table summarizes stock repurchase activity under the current stock repurchase program (in millions, except per share data): Shares Repurchased Cost Average Price Per Share As of December 31, 2017 94.4 $ 4,938 $ 52.32 For the six months ended June 30, 2018 1.2 118 96.18 As of June 30, 2018 95.6 $ 5,056 $ 52.88 |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Schedule of Disposal Groups, Including Discontinued Operations | The following table presents the aggregate carrying amounts of the classes of assets and liabilities from discontinued operations: December 31, 2017 Assets Cash and cash equivalents $ 184 Trade receivables, net 493 Property and equipment, net 609 Goodwill 855 Other intangibles, net 1,059 Other assets 364 Total assets of discontinued operations $ 3,564 Liabilities Accounts payable $ 358 Deferred income 436 Accrued expenses and other liabilities 556 Debt 69 Total liabilities of discontinued operations $ 1,419 The following table below presents information regarding certain components of income from discontinued operations, net of income taxes: Three Months Ended June 30, Six Months Ended June 30, 2018 2017 2018 2017 Net revenues $ 311 $ 507 $ 720 $ 876 Expenses: Operating 150 218 340 394 Marketing and reservation 86 107 200 213 General and administrative 34 40 89 80 Separation and related costs 72 — 93 — Depreciation and amortization 18 32 52 63 Total expenses 360 397 774 750 Other (income), net 2 — — (2 ) Provision/(benefit) for income taxes (9 ) 39 (5 ) 53 Income/(loss) from operations of discontinued businesses, net of income taxes (42 ) 71 (49 ) 75 Income on disposal of discontinued businesses, net of income taxes 432 — 432 — Income on discontinued operations, net of income taxes $ 390 $ 71 $ 383 $ 75 The following table presents information regarding certain components of cash flows from discontinued operations: Six Months Ended June 30, 2018 2017 Cash flows provided by operating activities $ 212 $ 431 Cash flows used in investing activities (672 ) (26 ) Cash flows provided by/(used in) financing activities 2,066 (11 ) Non-cash items: Forgiveness of intercompany debt from Wyndham Hotels 197 — Depreciation and amortization 52 63 Stock-based compensation 22 5 Deferred income taxes (23 ) (4 ) Property and equipment additions (38 ) (31 ) Net assets of business acquired, net of cash acquired (1,695 ) (2 ) Proceeds from sale of businesses and asset sales 1,052 8 |
Vacation Ownership Contract R35
Vacation Ownership Contract Receivables (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Vacation Ownership Contract Receivables [Abstract] | |
Current And Long-Term Vacation Ownership Contract Receivables | The Company generates vacation ownership contract receivables by extending financing to the purchasers of its VOIs. Vacation ownership contract receivables, net consisted of: June 30, December 31, Vacation ownership contract receivables: Securitized $ 2,509 $ 2,553 Non-securitized 1,100 1,039 Vacation ownership contract receivables, gross 3,609 3,592 Less: Allowance for loan losses 705 691 Vacation ownership contract receivables, net $ 2,904 $ 2,901 |
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, 2017 $ 691 Provision for loan losses 218 Contract receivables write-offs, net (204 ) Allowance for loan losses as of June 30, 2018 $ 705 Amount Allowance for loan losses as of December 31, 2016 $ 621 Provision for loan losses 195 Contract receivables write-offs, net (173 ) Allowance for loan losses as of June 30, 2017 $ 643 |
Summary Of The Aged Analysis Of Financing Receivables Using The Most Recently Updated FICO Scores | The following table details an aging analysis of financing receivables using the most recently updated FICO scores (based on the policy described above): As of June 30, 2018 700+ 600-699 <600 No Score Asia Pacific Total Current $ 1,883 $ 1,019 $ 174 $ 136 $ 254 $ 3,466 31 - 60 days 17 24 16 5 2 64 61 - 90 days 10 14 11 3 1 39 91 - 120 days 10 13 13 3 1 40 Total $ 1,920 $ 1,070 $ 214 $ 147 $ 258 $ 3,609 As of December 31, 2017 700+ 600-699 <600 No Score Asia Pacific Total Current $ 1,849 $ 1,021 $ 166 $ 133 $ 262 $ 3,431 31 - 60 days 19 32 17 5 2 75 61 - 90 days 9 18 13 3 1 44 91 - 120 days 9 16 15 2 — 42 Total $ 1,886 $ 1,087 $ 211 $ 143 $ 265 $ 3,592 |
Inventory (Tables)
Inventory (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Inventory Disclosure [Abstract] | |
Inventory | Inventory consisted of: June 30, December 31, Land held for VOI development $ 4 $ 4 VOI construction in process 31 25 Inventory sold subject to repurchase 39 43 Completed VOI inventory 829 841 Estimated VOI recoveries 282 279 Exchange & Rentals vacation credits and other 58 57 Total inventory $ 1,243 $ 1,249 |
Activity Related to Inventory Obligations | The following table summarizes the activity related to the Company’s inventory obligations: Avon Las Vegas Saint Thomas (*) Austin Total December 31, 2016 $ 32 $ 68 $ 98 $ — $ 198 Purchases — 10 22 93 125 Payments (11 ) (15 ) (39 ) (32 ) (97 ) June 30, 2017 $ 21 $ 63 $ 81 $ 61 $ 226 December 31, 2017 $ 22 $ 60 $ — $ 62 $ 144 Purchases — 11 — — 11 Payments (11 ) (16 ) — (31 ) (58 ) June 30, 2018 $ 11 $ 55 $ — $ 31 $ 97 Reported in December 2017: Accrued expenses and other liabilities $ 22 $ 60 $ — $ 62 $ 144 Total inventory obligations $ 22 $ 60 $ — $ 62 $ 144 Reported in June 2018: Accrued expenses and other liabilities $ 11 $ 55 $ — $ 31 $ 97 Total inventory obligations $ 11 $ 55 $ — $ 31 $ 97 (* ) As a result of consolidating the Saint Thomas special purpose entity (“SPE”) in the fourth quarter of 2017, the inventory obligation is presented within other debt on the Condensed Consolidated Balance Sheet. |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | The Company’s indebtedness consisted of: June 30, December 31, Non-recourse vacation ownership debt : (a) Term notes (b) $ 1,226 $ 1,219 $800 million bank conduit facility (due April 2020) (c) 343 333 $750 million bank conduit facility (due January 2019) (d) 525 546 Total $ 2,094 $ 2,098 Debt: (e) $1.5 billion revolving credit facility (due July 2020) (f) $ — $ 395 $1.0 billion secured revolving credit facility (due May 2023) (g) 243 — Commercial paper (h) — 147 $325 million term loan (due March 2021) (f) — 324 $300 million secured term loan B (due May 2025) 297 — $450 million 2.50% senior unsecured notes (due March 2018) (i) — 450 $40 million 7.375% secured notes (due March 2020) (j) 40 40 $250 million 5.625% secured notes (due March 2021) (j) 249 248 $650 million 4.25% secured notes (due March 2022) (j) (k) 649 648 $400 million 3.90% secured notes (due March 2023) (j) (l) 405 406 $300 million 4.15% secured notes (due April 2024) (j) 297 297 $350 million 5.10% secured notes (due October 2025) (j) (m) 340 340 $400 million 4.50% secured notes (due April 2027) (j) (n) 381 396 Capital leases (o) 4 72 Other 75 145 Total $ 2,980 $ 3,908 (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 $2.64 billion and $2.68 billion of underlying gross vacation ownership contract receivables and related assets (which legally are not assets of the Company) as of June 30, 2018 and December 31, 2017 , respectively. (b) The carrying amounts of the term notes are net of debt issuance costs aggregating $13 million and $15 million as of June 30, 2018 and December 31, 2017 , respectively. (c) The Company has borrowing capability under the Sierra Receivable Funding Conduit II 2008-A facility through April 2020. Borrowings under this facility are required to be repaid as the collateralized receivables amortize but no later than May 2021. (d) The Company has borrowing capability under the Sierra Receivable Funding Conduit III 2017-A facility through January 2019. Outstanding borrowings under this facility as of January 2019 are required to be repaid as the collateralized receivables amortize but not later than January 2020. (e) The carrying amounts of the secured notes and term loans are net of unamortized discounts of $12 million and $14 million as of June 30, 2018 and December 31, 2017 , respectively. The carrying amounts of the secured notes and term loans are net of debt financing costs of $7 million and $5 million as of June 30, 2018 and December 31, 2017 , respectively. (f) In connection with the hotel spin-off and entry into new credit facilities, the credit facility and term loan were terminated effective May 31, 2018. (g) As of June 30, 2018 , the weighted average interest rate on borrowings from this facility was 4.66% . (h) The Company’s European and U.S. commercial paper programs were terminated effective Q1 and Q2 2018, respectively. (i) The Company repaid this loan in 2018. (j) These notes were previously unsecured; however, with the issuance of the $1.0 billion revolving credit facility and the $300 million term loan B, these notes are now secured by assets and properties as identified in the related security agreement. (k) Includes $1 million and $2 million of unamortized gains from the settlement of a derivative as of June 30, 2018 and December 31, 2017 , respectively. (l) Includes $7 million and $8 million of unamortized gains from the settlement of a derivative as of June 30, 2018 and December 31, 2017 , respectively. (m) Includes $7 million and $8 million of unamortized losses from the settlement of a derivative as of June 30, 2018 and December 31, 2017 , respectively. (n) Includes a $15 million decrease and $1 million increase in the carrying value resulting from a fair value hedge derivative as of June 30, 2018 and December 31, 2017, respectively. (o) Decrease is related to conveyance of the lease for Wyndham Worldwide headquarters to Wyndham Hotels as part of the spin-off. Refer to Note 21 — Transactions with Former Parent and Former Subsidiaries for additional detail. |
Summary Of Outstanding Debt Maturities | The Company’s outstanding debt as of June 30, 2018 matures as follows: Non-recourse Vacation Ownership Debt Debt Total Within 1 year $ 229 $ 79 $ 308 Between 1 and 2 years 621 45 666 Between 2 and 3 years 408 252 660 Between 3 and 4 years 148 652 800 Between 4 and 5 years 160 651 811 Thereafter 528 1,301 1,829 $ 2,094 $ 2,980 $ 5,074 |
Summary Of Available Capacity Under Borrowing Arrangements | As of June 30, 2018 , available capacity under the Company’s borrowing arrangements was as follows: Non-recourse Conduit Facilities (a) Revolving Credit Facilities (b) Total Capacity $ 1,550 $ 1,000 Less: Outstanding Borrowings 868 243 Letters of credit — 36 Available Capacity $ 682 $ 721 (a) Consists of the Company’s Sierra Receivable Funding Conduit II 2008-A and Sierra Receivable Funding Conduit III 2017-A facilities. The capacity of these facilities is subject to the Company’s ability to provide additional assets to collateralize additional non-recourse borrowings. (b) Consists of the Company’s $1.0 billion revolving credit facilities. |
Variable Interest Entities (Tab
Variable Interest Entities (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Variable Interest Entity, Consolidated, Carrying Amount, Assets and Liabilities, Net [Abstract] | |
Assets and Liabilities of SPEs | The assets and liabilities of the Clearwater, FL Property and Saint Thomas Property SPEs are as follows: June 30, December 31, Property and equipment, net $ 55 $ 90 Total SPE assets 55 90 Accrued expenses and other liabilities 1 — Debt (a) 75 131 Total SPE liabilities 76 131 SPE deficit $ (21 ) $ (41 ) (a) Included $75 million and $131 million relating to mortgage notes, which were included in Debt on the Condensed Consolidated Balance Sheets as of June 30, 2018 and December 31, 2017 , respectively. The assets and liabilities of these vacation ownership SPEs are as follows: June 30, December 31, Securitized contract receivables, gross (a) $ 2,509 $ 2,553 Securitized restricted cash (b) 114 106 Interest receivables on securitized contract receivables (c) 20 22 Other assets (d) 5 4 Total SPE assets 2,648 2,685 Non-recourse term notes (e) (f) 1,226 1,219 Non-recourse conduit facilities (e) 868 879 Other liabilities (g) 2 2 Total SPE liabilities 2,096 2,100 SPE assets in excess of SPE liabilities $ 552 $ 585 (a) Included in vacation ownership contract receivables, net on the Condensed Consolidated Balance Sheets. (b) Included in other assets 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 is included in other assets on the Condensed Consolidated Balance Sheets. (e) Included in non-recourse vacation ownership debt on the Condensed Consolidated Balance Sheets. (f) Includes deferred financing costs of $13 million and $15 million as of June 30, 2018 and December 31, 2017 , respectively, related to non-recourse debt (g) Primarily includes accrued interest on non-recourse debt, which is included in accrued expenses and other liabilities on the Condensed Consolidated Balance Sheets. |
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 contract receivables and other securitized assets, net of non-recourse liabilities and the allowance for loan losses, is as follows: June 30, December 31, SPE assets in excess of SPE liabilities $ 552 $ 585 Non-securitized contract receivables 1,100 1,039 Less: Allowance for loan losses 705 691 Total, net $ 947 $ 933 |
Fair Value (Tables)
Fair Value (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
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: June 30, 2018 December 31, 2017 Carrying Amount Estimated Fair Value Carrying Amount Estimated Fair Value Assets Vacation ownership contract receivables, net $ 2,904 $ 3,517 $ 2,901 $ 3,489 Debt Total debt $ 5,074 $ 5,057 $ 6,006 $ 6,084 |
Accumulated Other Comprehensi40
Accumulated Other Comprehensive (Loss)/Income (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Equity [Abstract] | |
Components Of Accumulated Other Comprehensive (Loss)/Income | The components of Accumulated Other Comprehensive (Loss)/Income are as follows: Foreign Unrealized Defined Accumulated Currency Gains /(Losses) Benefit Other Translation on Cash Flow Pension Comprehensive Pretax Adjustments Hedges Plans (Loss)/Income Balance, December 31, 2017 $ (96 ) $ (1 ) $ (6 ) $ (103 ) Other comprehensive income before reclassifications (44 ) — — (44 ) Amount reclassified to earnings 24 — 6 30 Balance, June 30, 2018 $ (116 ) $ (1 ) $ — $ (117 ) Tax Balance, December 31, 2017 $ 89 $ 1 $ 2 $ 92 Other comprehensive income before reclassifications 1 — — 1 Amount reclassified to earnings — — (2 ) (2 ) Balance, June 30, 2018 $ 90 $ 1 $ — $ 91 Net of Tax Balance, December 31, 2017 $ (7 ) $ — $ (4 ) $ (11 ) Other comprehensive income before reclassifications (43 ) — — (43 ) Amount reclassified to earnings 24 — 4 28 Balance, June 30, 2018 $ (26 ) $ — $ — $ (26 ) Foreign Unrealized Defined Accumulated Currency Gains /(Losses) Benefit Other Translation on Cash Flow Pension Comprehensive Pretax Adjustments Hedges Plans (Loss)/Income Balance, December 31, 2016 $ (218 ) $ — $ (7 ) $ (225 ) Other comprehensive income 77 — — 77 Balance, June 30, 2017 $ (141 ) $ — $ (7 ) $ (148 ) Tax Balance, December 31, 2016 $ 116 $ 1 $ 2 $ 119 Other comprehensive income (8 ) — — (8 ) Balance, June 30, 2017 $ 108 $ 1 $ 2 $ 111 Net of Tax Balance, December 31, 2016 $ (102 ) $ 1 $ (5 ) $ (106 ) Other comprehensive income 69 — — 69 Balance, June 30, 2017 $ (33 ) $ 1 $ (5 ) $ (37 ) |
Reclassification out of Accumulated Other Comprehensive (Loss)/Income | Reclassifications out of accumulated other comprehensive loss are presented in the following table. Amounts in parenthesis indicate debits to the Condensed Consolidated Statement of Operations: Three Months Ended June 30, Six Months Ended June 30, 2018 2017 2018 2017 Foreign currency translation adjustments, net Income on disposal of discontinued businesses, net of income taxes (24 ) — (24 ) — Net Income (loss) (24 ) — (24 ) — Defined benefit pension plans, net Income on disposal of discontinued businesses, net of income taxes (4 ) — (4 ) — Net Income (loss) (4 ) — (4 ) — |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Share-based Compensation [Abstract] | |
Incentive Equity Awards Granted By The Company | The activity related to incentive equity awards granted by the Company for the six months ended June 30, 2018 consisted of the following: Balance at December 31, 2017 Effect of Spin-off (a) Granted Vested/Exercised Balance at June 30, 2018 RSUs Number of RSUs 1.6 1.8 0.9 (3.0 ) (e) 1.3 (b) Weighted Average Grant Price $ 81.18 NM $ 72.47 $ 69.73 $ 57.58 PSUs Number of PSUs 0.7 0.3 — (1.0 ) — (c) Weighted Average Grant Price $ 81.77 NM $ — $ 61.80 $ — SSARs Number of SSARs 0.2 0.2 — — 0.4 (d) Weighted Average Grant Price $ 77.40 $ — $ — $ — $ 38.70 NQs Number of NQs — — 0.8 — 0.8 Weighted Average Grant Price $ — $ — $ 48.71 $ — $ 48.71 NM- Not meaningful (a) Impact of equity restructuring in connection with the spin-off of Wyndham Hotels. (b) Aggregate unrecognized compensation expense related to RSUs was $68 million as of June 30, 2018 , which is expected to be recognized over a weighted average period of 3.3 years . (c) As a result of the hotel spin-off the Company accelerated the vesting of all PSUs, therefore there was no unrecognized compensation expense as of June 30, 2018 . (d) There were 0.4 million SSARs that were exercisable as of June 30, 2018 . There was no unrecognized compensation expense related to SSARs as of June 30, 2018 as all SSARs were vested. (e) Primarily reflects accelerated vesting in connection with the spin-off of Wyndham Hotels. |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Segment Reporting [Abstract] | |
Summary Of Segment Information | Three Months Ended June 30, Six Months Ended June 30, Net Revenues 2018 2017 2018 2017 Vacation Ownership $ 770 $ 745 $ 1,431 $ 1,384 Exchange & Rentals 238 234 484 477 Total Reportable Segments 1,008 979 1,915 1,861 Corporate and Other (a) (1 ) (1 ) (1 ) (1 ) Total Company $ 1,007 $ 978 $ 1,914 $ 1,860 Reconciliation of Net income to Adjusted EBITDA Three Months Ended June 30, Six Months Ended June 30, 2018 2017 2018 2017 Net income $ 378 $ 85 $ 412 $ 175 Loss/(income) from operations of discontinued businesses, net of income taxes 42 (71 ) 49 (75 ) (Income) on disposal of discontinued businesses, net of income taxes (432 ) — (432 ) — Provision/(benefit) for income taxes 38 (4 ) 62 (2 ) Depreciation and amortization 36 33 73 65 Interest expense 46 39 91 73 Interest (income) (2 ) (1 ) (3 ) (3 ) Separation and related costs (b) 133 — 163 — Restructuring — — — 6 Asset impairments — 135 — 140 Stock-based compensation 4 11 17 25 Adjusted EBITDA $ 243 $ 227 $ 432 $ 404 Three Months Ended June 30, Six Months Ended June 30, Adjusted EBITDA 2018 2017 2018 2017 Vacation Ownership $ 194 $ 185 $ 327 $ 311 Exchange & Rentals 70 65 149 142 Total Reportable Segments 264 250 476 453 Corporate and Other (a) (21 ) (23 ) (44 ) (49 ) Total Company $ 243 $ 227 $ 432 $ 404 (a) Includes the elimination of transactions between segments (b) Includes $87 million and $92 million of stock based compensation expenses for the three and six months ended June 30, 2018 . Segment Assets (a) June 30, 2018 December 31, 2017 Vacation Ownership $ 5,298 $ 5,246 Exchange & Rentals 1,632 1,472 Total Reportable Segments 6,930 6,718 Corporate and Other 145 168 Total Company $ 7,075 $ 6,886 (a) Excludes investment in consolidated subs. |
Restructuring (Tables)
Restructuring (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
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 Liability as of December 31, 2017 Cash Payments June 30, 2018 Personnel-related $ 4 $ (3 ) $ 1 Facility-related 1 — 1 $ 5 $ (3 ) $ 2 |
Basis of Presentation (Narrativ
Basis of Presentation (Narrative) (Details) | 6 Months Ended |
Jun. 30, 2018segment | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of operating segments | 2 |
New Accounting Pronouncements45
New Accounting Pronouncements (Impact of Adoption on Condensed Consolidated Income Statement) (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | |
Expenses | |||||
Operating | $ 418 | $ 415 | $ 821 | $ 810 | |
Cost of vacation ownership interests | 47 | 38 | 78 | 75 | |
Consumer financing interest | 20 | 19 | 39 | 37 | |
Marketing and reservation | 155 | 140 | 286 | 258 | |
General and administrative | 133 | 153 | 286 | 304 | |
Asset impairments | 0 | 135 | 0 | 140 | |
Restructuring | 0 | 0 | 0 | 6 | |
Depreciation and amortization | 36 | 33 | 73 | 65 | |
Total expenses | 942 | 933 | 1,746 | 1,695 | |
Operating income | 65 | 45 | 168 | 165 | |
Interest expense | 46 | 39 | 91 | 73 | |
Interest (income) | (2) | (1) | (3) | (3) | |
Income before income taxes | 26 | 10 | 91 | 98 | |
Provision/(benefit) for income taxes | 38 | (4) | 62 | (2) | |
(Loss)/income from continuing operations | (12) | 14 | 29 | 100 | |
(Loss)/income from operations of discontinued businesses, net of income taxes | (42) | 71 | (49) | 75 | |
Net income | 378 | 85 | 412 | 175 | |
Net income attributable to Wyndham Destinations shareholders | $ 378 | $ 85 | $ 412 | $ 175 | |
Basic (loss)/earnings per share | |||||
Continuing operations (in dollars per share) | $ (0.12) | $ 0.13 | $ 0.29 | $ 0.95 | |
Discontinued operations (in dollars per share) | 3.90 | 0.69 | 3.83 | 0.72 | |
Basic (in dollars per share) | 3.78 | 0.82 | 4.12 | 1.67 | |
Diluted (loss)/earnings per share | |||||
Continuing operations (in dollars per share) | (0.12) | 0.13 | 0.29 | 0.95 | |
Discontinued operations (in dollars per share) | 3.89 | 0.68 | 3.82 | 0.72 | |
Diluted (in dollars per share) | $ 3.77 | $ 0.81 | $ 4.11 | $ 1.67 | |
Deferred tax provision | $ 3 | ||||
Adjusted Balance [Member] | |||||
Net revenues | |||||
Service and membership fees | $ 401 | $ 810 | 1,599 | ||
Vacation ownership interest sales | 446 | 796 | 1,684 | ||
Franchise fees | 0 | 0 | 0 | ||
Consumer financing | 114 | 224 | 463 | ||
Other | 17 | 30 | 60 | ||
Net revenues | 978 | 1,860 | 3,806 | ||
Expenses | |||||
Operating | 415 | 810 | 1,636 | ||
Cost of vacation ownership interests | 38 | 75 | 150 | ||
Consumer financing interest | 19 | 37 | 74 | ||
Marketing and reservation | 140 | 258 | 546 | ||
General and administrative | 153 | 304 | 580 | ||
Separation and related costs | 26 | ||||
Asset impairments | 135 | 140 | 205 | ||
Restructuring | 6 | 14 | |||
Depreciation and amortization | 33 | 65 | 136 | ||
Total expenses | 933 | 1,695 | 3,367 | ||
Operating income | 45 | 165 | 439 | ||
Other (income), net | (3) | (3) | (28) | ||
Interest expense | 39 | 73 | 155 | ||
Interest (income) | (1) | (3) | (6) | ||
Income before income taxes | 10 | 98 | 318 | ||
Provision/(benefit) for income taxes | (4) | (2) | (328) | ||
(Loss)/income from continuing operations | 14 | 100 | 646 | ||
(Loss)/income from operations of discontinued businesses, net of income taxes | 71 | 75 | 209 | ||
Net income | $ 85 | $ 175 | 855 | ||
Net income attributable to noncontrolling interest | (1) | ||||
Net income attributable to Wyndham Destinations shareholders | $ 854 | ||||
Basic (loss)/earnings per share | |||||
Continuing operations (in dollars per share) | $ 0.13 | $ 0.95 | $ 6.26 | ||
Discontinued operations (in dollars per share) | 0.69 | 0.72 | 2.03 | ||
Basic (in dollars per share) | 0.82 | 1.67 | 8.29 | ||
Diluted (loss)/earnings per share | |||||
Continuing operations (in dollars per share) | 0.13 | 0.95 | 6.22 | ||
Discontinued operations (in dollars per share) | 0.68 | 0.72 | 2.01 | ||
Diluted (in dollars per share) | $ 0.81 | $ 1.67 | $ 8.23 | ||
Calculated under Revenue Guidance in Effect before Topic 606 [Member] | |||||
Net revenues | |||||
Service and membership fees | $ 653 | $ 1,289 | $ 1,895 | ||
Vacation ownership interest sales | 448 | 798 | 1,689 | ||
Franchise fees | 177 | 318 | 695 | ||
Consumer financing | 114 | 224 | 463 | ||
Other | 87 | 169 | 334 | ||
Net revenues | 1,479 | 2,798 | 5,076 | ||
Expenses | |||||
Operating | 654 | 1,254 | 2,194 | ||
Cost of vacation ownership interests | 38 | 75 | 150 | ||
Consumer financing interest | 19 | 37 | 74 | ||
Marketing and reservation | 231 | 426 | 773 | ||
General and administrative | 191 | 383 | 648 | ||
Separation and related costs | 51 | ||||
Asset impairments | 135 | 140 | 246 | ||
Restructuring | 7 | 15 | |||
Depreciation and amortization | 66 | 128 | 213 | ||
Total expenses | 1,334 | 2,450 | 4,364 | ||
Operating income | 145 | 348 | 712 | ||
Other (income), net | (3) | (4) | (27) | ||
Interest expense | 39 | 73 | 156 | ||
Interest (income) | (2) | (4) | (7) | ||
Income before income taxes | 111 | 283 | 590 | ||
Provision/(benefit) for income taxes | 33 | 64 | (229) | ||
(Loss)/income from continuing operations | 78 | 219 | 819 | ||
(Loss)/income from operations of discontinued businesses, net of income taxes | 0 | 0 | 53 | ||
Net income | $ 78 | $ 219 | 872 | ||
Net income attributable to noncontrolling interest | (1) | ||||
Net income attributable to Wyndham Destinations shareholders | $ 871 | ||||
Basic (loss)/earnings per share | |||||
Continuing operations (in dollars per share) | $ 0.75 | $ 2.10 | $ 7.94 | ||
Discontinued operations (in dollars per share) | 0 | 0 | 0.52 | ||
Basic (in dollars per share) | 0.75 | 2.10 | 8.46 | ||
Diluted (loss)/earnings per share | |||||
Continuing operations (in dollars per share) | 0.75 | 2.09 | 7.89 | ||
Discontinued operations (in dollars per share) | 0 | 0 | 0.51 | ||
Diluted (in dollars per share) | $ 0.75 | $ 2.09 | $ 8.40 | ||
Calculated under Revenue Guidance in Effect before Topic 606 [Member] | Discontinued Operations [Member] | |||||
Net revenues | |||||
Service and membership fees | $ 247 | $ 465 | $ 269 | ||
Vacation ownership interest sales | 1 | 0 | 0 | ||
Franchise fees | 177 | 318 | 695 | ||
Consumer financing | 0 | 0 | 0 | ||
Other | 76 | 149 | 297 | ||
Net revenues | 501 | 932 | 1,261 | ||
Expenses | |||||
Operating | 230 | 427 | 523 | ||
Cost of vacation ownership interests | 0 | 0 | 0 | ||
Consumer financing interest | 0 | 0 | 0 | ||
Marketing and reservation | 96 | 176 | 247 | ||
General and administrative | 40 | 83 | 75 | ||
Separation and related costs | 25 | ||||
Asset impairments | 0 | 0 | 41 | ||
Restructuring | 1 | 1 | |||
Depreciation and amortization | 33 | 63 | 77 | ||
Total expenses | 399 | 750 | 989 | ||
Operating income | 102 | 182 | 272 | ||
Other (income), net | 0 | (1) | 1 | ||
Interest expense | 0 | 0 | 1 | ||
Interest (income) | (1) | (1) | (1) | ||
Income before income taxes | 103 | 184 | 271 | ||
Provision/(benefit) for income taxes | 38 | 66 | 101 | ||
(Loss)/income from continuing operations | 65 | 118 | 170 | ||
(Loss)/income from operations of discontinued businesses, net of income taxes | (65) | (118) | (170) | ||
Net income | $ 0 | $ 0 | 0 | ||
Net income attributable to noncontrolling interest | 0 | ||||
Net income attributable to Wyndham Destinations shareholders | $ 0 | ||||
Basic (loss)/earnings per share | |||||
Continuing operations (in dollars per share) | $ 0.63 | $ 1.13 | $ 1.65 | ||
Discontinued operations (in dollars per share) | (0.63) | (1.13) | (1.65) | ||
Basic (in dollars per share) | 0 | 0 | 0 | ||
Diluted (loss)/earnings per share | |||||
Continuing operations (in dollars per share) | 0.62 | 1.12 | 1.64 | ||
Discontinued operations (in dollars per share) | (0.62) | (1.12) | (1.64) | ||
Diluted (in dollars per share) | $ 0 | $ 0 | $ 0 | ||
Difference between Revenue Guidance in Effect before and after Topic 606 [Member] | Accounting Standards Update 2014-09 [Member] | |||||
Net revenues | |||||
Service and membership fees | $ (5) | $ (14) | $ (27) | ||
Vacation ownership interest sales | (1) | (2) | (5) | ||
Franchise fees | 0 | 0 | 0 | ||
Consumer financing | 0 | 0 | 0 | ||
Other | 6 | 10 | 23 | ||
Net revenues | 0 | (6) | (9) | ||
Expenses | |||||
Operating | (9) | (17) | (35) | ||
Cost of vacation ownership interests | 0 | 0 | 0 | ||
Consumer financing interest | 0 | 0 | 0 | ||
Marketing and reservation | 5 | 8 | 20 | ||
General and administrative | 2 | 4 | 7 | ||
Separation and related costs | 0 | ||||
Asset impairments | 0 | 0 | 0 | ||
Restructuring | 0 | 0 | |||
Depreciation and amortization | 0 | 0 | 0 | ||
Total expenses | (2) | (5) | (8) | ||
Operating income | 2 | (1) | (1) | ||
Other (income), net | 0 | 0 | 0 | ||
Interest expense | 0 | 0 | 0 | ||
Interest (income) | 0 | 0 | 0 | ||
Income before income taxes | 2 | (1) | (1) | ||
Provision/(benefit) for income taxes | 1 | 0 | 2 | ||
(Loss)/income from continuing operations | 1 | (1) | (3) | ||
(Loss)/income from operations of discontinued businesses, net of income taxes | 6 | (43) | (14) | ||
Net income | $ 7 | $ (44) | (17) | ||
Net income attributable to noncontrolling interest | 0 | ||||
Net income attributable to Wyndham Destinations shareholders | $ (17) | ||||
Basic (loss)/earnings per share | |||||
Continuing operations (in dollars per share) | $ 0.01 | $ (0.02) | $ (0.03) | ||
Discontinued operations (in dollars per share) | 0.06 | (0.41) | (0.14) | ||
Basic (in dollars per share) | 0.07 | (0.43) | (0.17) | ||
Diluted (loss)/earnings per share | |||||
Continuing operations (in dollars per share) | 0 | (0.02) | (0.03) | ||
Discontinued operations (in dollars per share) | 0.06 | (0.40) | (0.14) | ||
Diluted (in dollars per share) | $ 0.06 | $ (0.42) | $ (0.17) |
New Accounting Pronouncements46
New Accounting Pronouncements (Impact of Adoption on Condensed Consolidated Balance Sheet) (Details) - USD ($) $ in Millions | Jun. 30, 2018 | Jan. 01, 2018 | Dec. 31, 2017 | Jun. 30, 2017 | Dec. 31, 2016 |
Assets | |||||
Cash and cash equivalents | $ 155 | $ 48 | |||
Trade receivables, net | 206 | 195 | |||
Vacation ownership contract receivables, net | 2,904 | 2,901 | |||
Inventory | 1,243 | 1,249 | |||
Prepaid expenses | 157 | 118 | |||
Property and equipment, net | 764 | 822 | |||
Goodwill | 940 | 911 | |||
Other intangibles, net | 146 | 143 | |||
Other assets | 560 | 499 | |||
Assets of discontinued operations | 0 | 3,564 | |||
Total assets | 7,075 | 10,450 | |||
Liabilities and (Deficit)/Equity | |||||
Accounts payable | 197 | 232 | |||
Deferred income | 592 | 559 | |||
Accrued expenses and other liabilities | 1,031 | 847 | |||
Non-recourse vacation ownership debt | 2,094 | 2,098 | |||
Debt | 2,980 | 3,908 | |||
Deferred income taxes | 701 | 613 | |||
Liabilities of discontinued operations | 0 | 1,419 | |||
Total liabilities | 7,595 | 9,676 | |||
Stockholders' equity | |||||
Preferred stock, $.01 par value, authorized 6,000,000 shares, none issued and outstanding | 0 | 0 | |||
Common stock, $.01 par value, 600,000,000 shares authorized, 218,796,817 issued in 2017 | 2 | 2 | |||
Treasury stock, at cost – 118,887,441 shares in 2017 | 5,837 | 5,719 | |||
Additional paid-in capital | 4,051 | 3,996 | |||
Retained earnings | 1,285 | 2,501 | |||
Accumulated other comprehensive loss | (26) | (11) | |||
Total stockholders’ (deficit)/equity | (525) | 769 | |||
Noncontrolling interest | 5 | 5 | |||
Total (deficit)/equity | (520) | 774 | $ 458 | $ 634 | |
Total liabilities and (deficit)/equity | $ 7,075 | 10,450 | |||
Cumulative-effective adjustment | $ 90 | (19) | |||
Adjusted Balance [Member] | |||||
Assets | |||||
Cash and cash equivalents | 48 | ||||
Trade receivables, net | 195 | ||||
Vacation ownership contract receivables, net | 2,901 | ||||
Inventory | 1,249 | ||||
Prepaid expenses | 118 | ||||
Property and equipment, net | 822 | ||||
Goodwill | 911 | ||||
Other intangibles, net | 143 | ||||
Other assets | 499 | ||||
Assets of discontinued operations | 3,564 | ||||
Total assets | 10,450 | ||||
Liabilities and (Deficit)/Equity | |||||
Accounts payable | 232 | ||||
Deferred income | 559 | ||||
Accrued expenses and other liabilities | 847 | ||||
Non-recourse vacation ownership debt | 2,098 | ||||
Debt | 3,908 | ||||
Deferred income taxes | 613 | ||||
Liabilities of discontinued operations | 1,419 | ||||
Total liabilities | 9,676 | ||||
Stockholders' equity | |||||
Preferred stock, $.01 par value, authorized 6,000,000 shares, none issued and outstanding | 0 | ||||
Common stock, $.01 par value, 600,000,000 shares authorized, 218,796,817 issued in 2017 | 2 | ||||
Treasury stock, at cost – 118,887,441 shares in 2017 | 5,719 | ||||
Additional paid-in capital | 3,996 | ||||
Retained earnings | 2,501 | ||||
Accumulated other comprehensive loss | (11) | ||||
Total stockholders’ (deficit)/equity | 769 | ||||
Noncontrolling interest | 5 | ||||
Total (deficit)/equity | 774 | ||||
Total liabilities and (deficit)/equity | 10,450 | ||||
Calculated under Revenue Guidance in Effect before Topic 606 [Member] | |||||
Assets | |||||
Cash and cash equivalents | 100 | ||||
Trade receivables, net | 385 | ||||
Vacation ownership contract receivables, net | 2,901 | ||||
Inventory | 1,249 | ||||
Prepaid expenses | 144 | ||||
Property and equipment, net | 1,081 | ||||
Goodwill | 1,336 | ||||
Other intangibles, net | 1,084 | ||||
Other assets | 694 | ||||
Assets of discontinued operations | 1,429 | ||||
Total assets | 10,403 | ||||
Liabilities and (Deficit)/Equity | |||||
Accounts payable | 256 | ||||
Deferred income | 657 | ||||
Accrued expenses and other liabilities | 1,094 | ||||
Non-recourse vacation ownership debt | 2,098 | ||||
Debt | 3,909 | ||||
Deferred income taxes | 790 | ||||
Liabilities of discontinued operations | 716 | ||||
Total liabilities | 9,520 | ||||
Stockholders' equity | |||||
Preferred stock, $.01 par value, authorized 6,000,000 shares, none issued and outstanding | 0 | ||||
Common stock, $.01 par value, 600,000,000 shares authorized, 218,796,817 issued in 2017 | 2 | ||||
Treasury stock, at cost – 118,887,441 shares in 2017 | 5,719 | ||||
Additional paid-in capital | 3,996 | ||||
Retained earnings | 2,609 | ||||
Accumulated other comprehensive loss | (10) | ||||
Total stockholders’ (deficit)/equity | 878 | ||||
Noncontrolling interest | 5 | ||||
Total (deficit)/equity | 883 | ||||
Total liabilities and (deficit)/equity | 10,403 | ||||
Calculated under Revenue Guidance in Effect before Topic 606 [Member] | Discontinued Operations [Member] | |||||
Assets | |||||
Cash and cash equivalents | 52 | ||||
Trade receivables, net | 194 | ||||
Vacation ownership contract receivables, net | 0 | ||||
Inventory | 0 | ||||
Prepaid expenses | 27 | ||||
Property and equipment, net | 259 | ||||
Goodwill | 425 | ||||
Other intangibles, net | 941 | ||||
Other assets | 217 | ||||
Assets of discontinued operations | 2,115 | ||||
Total assets | 0 | ||||
Liabilities and (Deficit)/Equity | |||||
Accounts payable | 24 | ||||
Deferred income | 139 | ||||
Accrued expenses and other liabilities | 236 | ||||
Non-recourse vacation ownership debt | 0 | ||||
Debt | 1 | ||||
Deferred income taxes | 191 | ||||
Liabilities of discontinued operations | 591 | ||||
Total liabilities | 0 | ||||
Stockholders' equity | |||||
Preferred stock, $.01 par value, authorized 6,000,000 shares, none issued and outstanding | 0 | ||||
Common stock, $.01 par value, 600,000,000 shares authorized, 218,796,817 issued in 2017 | 0 | ||||
Treasury stock, at cost – 118,887,441 shares in 2017 | 0 | ||||
Additional paid-in capital | 0 | ||||
Retained earnings | 0 | ||||
Accumulated other comprehensive loss | 0 | ||||
Total stockholders’ (deficit)/equity | 0 | ||||
Noncontrolling interest | 0 | ||||
Total (deficit)/equity | 0 | ||||
Total liabilities and (deficit)/equity | 0 | ||||
Difference between Revenue Guidance in Effect before and after Topic 606 [Member] | Accounting Standards Update 2014-09 [Member] | |||||
Assets | |||||
Cash and cash equivalents | 0 | ||||
Trade receivables, net | 4 | ||||
Vacation ownership contract receivables, net | 0 | ||||
Inventory | 0 | ||||
Prepaid expenses | 1 | ||||
Property and equipment, net | 0 | ||||
Goodwill | 0 | ||||
Other intangibles, net | 0 | ||||
Other assets | 22 | ||||
Assets of discontinued operations | 20 | ||||
Total assets | 47 | ||||
Liabilities and (Deficit)/Equity | |||||
Accounts payable | 0 | ||||
Deferred income | 41 | ||||
Accrued expenses and other liabilities | (11) | ||||
Non-recourse vacation ownership debt | 0 | ||||
Debt | 0 | ||||
Deferred income taxes | 14 | ||||
Liabilities of discontinued operations | 112 | ||||
Total liabilities | 156 | ||||
Stockholders' equity | |||||
Preferred stock, $.01 par value, authorized 6,000,000 shares, none issued and outstanding | 0 | ||||
Common stock, $.01 par value, 600,000,000 shares authorized, 218,796,817 issued in 2017 | 0 | ||||
Treasury stock, at cost – 118,887,441 shares in 2017 | 0 | ||||
Additional paid-in capital | 0 | ||||
Retained earnings | (108) | ||||
Accumulated other comprehensive loss | (1) | ||||
Total stockholders’ (deficit)/equity | (109) | ||||
Noncontrolling interest | 0 | ||||
Total (deficit)/equity | (109) | ||||
Total liabilities and (deficit)/equity | $ 47 |
New Accounting Pronouncements47
New Accounting Pronouncements (Schedule of Statement of Cash Flows) (Details) - USD ($) $ in Millions | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2016 | |
New Accounting Pronouncement, Early Adoption [Line Items] | |||
Operating Activities | $ 93 | $ 231 | |
Investing Activities | (52) | (43) | |
Cash, cash equivalents and restricted cash | $ 387 | 318 | $ 333 |
Discontinued Operations [Member] | |||
New Accounting Pronouncement, Early Adoption [Line Items] | |||
Operating Activities | (431) | ||
Investing Activities | 26 | ||
Cash, cash equivalents and restricted cash | 310 | 0 | |
Accounting Standards Update 2016-18 [Member] | |||
New Accounting Pronouncement, Early Adoption [Line Items] | |||
Operating Activities | (1) | ||
Investing Activities | 64 | ||
Cash, cash equivalents and restricted cash | 213 | 148 | |
Scenario, Previously Reported [Member] | |||
New Accounting Pronouncement, Early Adoption [Line Items] | |||
Operating Activities | 663 | ||
Investing Activities | (133) | ||
Cash, cash equivalents and restricted cash | $ 415 | $ 185 |
New Accounting Pronouncements48
New Accounting Pronouncements (Reconciliation of Cash and Restricted Cash) (Details) - USD ($) $ in Millions | Jun. 30, 2018 | Dec. 31, 2017 | Jun. 30, 2017 | Dec. 31, 2016 |
New Accounting Pronouncement, Early Adoption [Line Items] | ||||
Cash and cash equivalents | $ 155 | $ 48 | ||
Cash, cash equivalents and restricted cash included in assets of discontinued operations | 197 | |||
Cash, cash equivalents and restricted cash | 387 | 416 | $ 628 | $ 333 |
Other Current Assets [Member] | ||||
New Accounting Pronouncement, Early Adoption [Line Items] | ||||
Restricted cash included in other assets | $ 232 | $ 171 |
Revenue Recognition (Narrative)
Revenue Recognition (Narrative) (Details) | 6 Months Ended |
Jun. 30, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Expiration periods for non-cash incentives | 18 months |
Term of management services agreements (or less) | 1 year |
Deferred rental revenue, term of recognition | 1 year |
Revenue Obligations (Contract L
Revenue Obligations (Contract Liabilities) (Details) - USD ($) $ in Millions | Jun. 30, 2018 | Dec. 31, 2017 |
Disaggregation of Revenue [Line Items] | ||
Contract liabilities | $ 592 | $ 556 |
Subscription Revenue [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Contract liabilities | 233 | 229 |
VOI Trial Package Revenue [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Contract liabilities | 110 | 108 |
VOI Incentive Revenue [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Contract liabilities | 98 | 102 |
Other Exchange-Related Revenue [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Contract liabilities | 60 | 63 |
Rental Revenue [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Contract liabilities | 62 | 38 |
Credit Card [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Contract liabilities | 14 | 13 |
Other Revenue [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Contract liabilities | $ 15 | $ 3 |
Revenue Recognition (Capitalize
Revenue Recognition (Capitalized Contract Costs) (Details) - USD ($) $ in Millions | Jun. 30, 2018 | Dec. 31, 2017 |
Vacation Ownership Business [Member] | ||
Capitalized Contract Cost [Line Items] | ||
Capitalized contract costs | $ 42 | $ 44 |
Vacation Exchange Business [Member] | ||
Capitalized Contract Cost [Line Items] | ||
Capitalized contract costs | $ 22 | $ 9 |
Revenue Recognition (Performanc
Revenue Recognition (Performance Obligations) (Details) $ in Millions | 6 Months Ended |
Jun. 30, 2018USD ($) | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2018-07-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations | $ 475 |
Remaining performance obligation, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2018-07-01 | Subscription Revenue [Member] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations | $ 130 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2018-07-01 | VOI Trial Package Revenue [Member] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations | 110 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2018-07-01 | VOI Incentive Revenue [Member] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations | 98 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2018-07-01 | Other Exchange-Related Revenue [Member] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations | 54 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2018-07-01 | Rental Revenue [Member] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations | 62 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2018-07-01 | Credit Card [Member] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations | 6 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2018-07-01 | Other Revenue [Member] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations | 15 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-07-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations | $ 63 |
Remaining performance obligation, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-07-01 | Subscription Revenue [Member] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations | $ 55 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-07-01 | VOI Trial Package Revenue [Member] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations | 0 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-07-01 | VOI Incentive Revenue [Member] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations | 0 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-07-01 | Other Exchange-Related Revenue [Member] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations | 4 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-07-01 | Rental Revenue [Member] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations | 0 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-07-01 | Credit Card [Member] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations | 4 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-07-01 | Other Revenue [Member] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations | 0 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-07-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations | $ 30 |
Remaining performance obligation, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-07-01 | Subscription Revenue [Member] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations | $ 27 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-07-01 | VOI Trial Package Revenue [Member] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations | 0 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-07-01 | VOI Incentive Revenue [Member] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations | 0 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-07-01 | Other Exchange-Related Revenue [Member] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations | 1 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-07-01 | Rental Revenue [Member] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations | 0 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-07-01 | Credit Card [Member] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations | 2 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-07-01 | Other Revenue [Member] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations | 0 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-07-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations | $ 24 |
Remaining performance obligation, period | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-07-01 | Subscription Revenue [Member] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations | $ 21 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-07-01 | VOI Trial Package Revenue [Member] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations | 0 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-07-01 | VOI Incentive Revenue [Member] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations | 0 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-07-01 | Other Exchange-Related Revenue [Member] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations | 1 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-07-01 | Rental Revenue [Member] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations | 0 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-07-01 | Credit Card [Member] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations | 2 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-07-01 | Other Revenue [Member] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations | 0 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: (nil) | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations | $ 592 |
Remaining performance obligation, period | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: (nil) | Subscription Revenue [Member] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations | $ 233 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: (nil) | VOI Trial Package Revenue [Member] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations | 110 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: (nil) | VOI Incentive Revenue [Member] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations | 98 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: (nil) | Other Exchange-Related Revenue [Member] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations | 60 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: (nil) | Rental Revenue [Member] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations | 62 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: (nil) | Credit Card [Member] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations | 14 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: (nil) | Other Revenue [Member] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations | $ 15 |
Revenue Recognition Revenue Rec
Revenue Recognition Revenue Recognition (Disaggregation of Net Revenues) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Disaggregation of Revenue [Line Items] | ||||
Net revenues | $ 1,007 | $ 978 | $ 1,914 | $ 1,860 |
Vacation Ownership Interest Sales [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenues | 462 | 446 | 820 | 796 |
Consumer Financing [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenues | 120 | 114 | 237 | 224 |
Operating Segments [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenues | 1,008 | 979 | 1,915 | 1,861 |
Operating Segments [Member] | Exchange & Rentals [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenues | 238 | 234 | 484 | 477 |
Operating Segments [Member] | Exchange & Rentals [Member] | Ancillary Revenues [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenues | 25 | 23 | 45 | 41 |
Operating Segments [Member] | Exchange & Rentals [Member] | Exchange Revenues [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenues | 166 | 165 | 354 | 352 |
Operating Segments [Member] | Exchange & Rentals [Member] | Vacation Rental Revenues [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenues | 47 | 46 | 85 | 84 |
Operating Segments [Member] | Vacation Ownership [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenues | 770 | 745 | 1,431 | 1,384 |
Operating Segments [Member] | Vacation Ownership [Member] | Vacation Ownership Interest Sales [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenues | 462 | 446 | 820 | 796 |
Operating Segments [Member] | Vacation Ownership [Member] | Property Management Fees and Reimbursable Revenues [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenues | 162 | 164 | 325 | 327 |
Operating Segments [Member] | Vacation Ownership [Member] | Consumer Financing [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenues | 120 | 114 | 237 | 224 |
Operating Segments [Member] | Vacation Ownership [Member] | WAAM Fee-for-service Commissions [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenues | 10 | 4 | 20 | 7 |
Operating Segments [Member] | Vacation Ownership [Member] | Ancillary Revenues [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenues | 16 | 17 | 29 | 30 |
Corporate and Other [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenues | $ (1) | $ (1) | $ (1) | $ (1) |
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 | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
(Loss)/income from continuing operations | $ (12) | $ 14 | $ 29 | $ 100 |
(Loss)/income from operations of discontinued businesses, net of income taxes | (42) | 71 | (49) | 75 |
Income on disposal of discontinued businesses, net of income taxes | 432 | 0 | 432 | 0 |
Net income | $ 378 | $ 85 | $ 412 | $ 175 |
Basic (loss)/earnings per share | ||||
Continuing operations (in dollars per share) | $ (0.12) | $ 0.13 | $ 0.29 | $ 0.95 |
Discontinued operations (in dollars per share) | 3.90 | 0.69 | 3.83 | 0.72 |
Basic (in dollars per share) | 3.78 | 0.82 | 4.12 | 1.67 |
Diluted (loss)/earnings per share | ||||
Continuing operations (in dollars per share) | (0.12) | 0.13 | 0.29 | 0.95 |
Discontinued operations (in dollars per share) | 3.89 | 0.68 | 3.82 | 0.72 |
Diluted (in dollars per share) | $ 3.77 | $ 0.81 | $ 4.11 | $ 1.67 |
Basic weighted average shares outstanding (in shares) | 100 | 103.8 | 100.1 | 104.5 |
Stock-settled appreciation rights (“SSARs”), RSUs and PSUs (in shares) | 0.3 | 0.6 | 0.3 | 0.6 |
Diluted weighted average shares outstanding (in shares) | 100.3 | 104.4 | 100.4 | 105.1 |
Earnings Per Share, Basic and Diluted, Other Disclosures [Abstract] | ||||
Aggregate dividends paid to shareholders | $ 44 | $ 60 | $ 114 | $ 125 |
Restricted Stock Units (RSUs) [Member] | ||||
Earnings Per Share, Basic and Diluted, Other Disclosures [Abstract] | ||||
Shares excluded from computation of diluted EPS (in shares) | 0.2 | |||
Performance-Based Stock Units [Member] | ||||
Earnings Per Share, Basic and Diluted, Other Disclosures [Abstract] | ||||
Shares excluded from computation of diluted EPS (in shares) | 0.7 | 0.6 | ||
Stock Awards [Member] | ||||
Earnings Per Share, Basic and Diluted, Other Disclosures [Abstract] | ||||
Shares excluded from computation of diluted EPS (in shares) | 0.3 | 0.1 |
Earnings Per Share (Current Sto
Earnings Per Share (Current Stock Repurchase Program) (Details) $ / shares in Units, $ in Millions | 6 Months Ended |
Jun. 30, 2018USD ($)$ / sharesshares | |
Shares Repurchased | |
As of December 31, 2017 (in shares) | 118,887,441 |
As of March 31, 2018 (in shares) | 120,111,812 |
Stock Repurchase Program [Member] | |
Shares Repurchased | |
As of December 31, 2017 (in shares) | 94,400,000 |
During the three months ended March 31, 2018 (in shares) | 1,200,000 |
As of March 31, 2018 (in shares) | 95,600,000 |
Cost | |
As of December 31, 2017, Cost | $ | $ 4,938 |
During the three months ended March 31, 2018, Cost | $ | 118 |
As of June 30, 2018, Cost | $ | $ 5,056 |
Average Price Per Share | |
As of December 31, 2017, Average Price Per Share (in dollars per share) | $ / shares | $ 52.32 |
During the three months ended March 31, 2018, Average Price Per Share (in dollars per share) | $ / shares | 96.18 |
As of June 30, 2018, Average Price Per Share (in dollars per share) | $ / shares | $ 52.88 |
Earnings Per Share (Narrative)
Earnings Per Share (Narrative) (Details) $ in Billions | Jun. 30, 2018USD ($) |
Earnings Per Share Reconciliation [Abstract] | |
Remaining authorized amount under share repurchases | $ 1 |
Acquisitions (Narrative) (Detai
Acquisitions (Narrative) (Details) - La Quinta Holdings Inc. [Member] | 1 Months Ended |
Jan. 31, 2018USD ($) | |
Business Acquisition [Line Items] | |
Payments to acquire businesses | $ 1,950,000,000 |
Revolving Credit Facility [Member] | |
Business Acquisition [Line Items] | |
Funding commitment amount available | 750,000,000 |
Unsecured Bridge Term Loan [Member] | |
Business Acquisition [Line Items] | |
Funding commitment amount available | 2,000,000,000 |
Unsecured Notes [Member] | |
Business Acquisition [Line Items] | |
Debt instrument, face amount | 500,000,000 |
Term Loan [Member] | |
Business Acquisition [Line Items] | |
Debt instrument, face amount | $ 1,600,000,000 |
Discontinued Operations (Narrat
Discontinued Operations (Narrative) (Details) $ in Millions | May 09, 2018USD ($) | Jun. 30, 2018USD ($) | Jun. 30, 2017USD ($) | Jun. 30, 2018USD ($)segment | Jun. 30, 2017USD ($) |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Gain on disposal | $ 432 | $ 0 | $ 432 | $ 0 | |
Gain on disposal, tax | 159 | ||||
Separation and related costs | 133 | 0 | $ 163 | 0 | |
Number of reportable segments | segment | 2 | ||||
Spin-Off, Hotel Group Business [Member] | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Separation and related costs | 133 | $ 163 | |||
European vacation rentals business [Member] | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Net proceeds from sale of business | $ 1,030 | ||||
Guarantees, post-closing credit support, fair value | 87 | ||||
Guarantees, post-closing credit support, escrow deposit | 53 | ||||
European vacation rentals business [Member] | Wyndham Hotels And Resorts, Inc. [Member] | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Guarantees, post-closing credit support, fair value | $ 41 | ||||
Knights Inn Hotels [Member] | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Net proceeds from sale of business | 27 | ||||
Gain on disposal | 23 | ||||
Discontinued Operations [Member] | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Gain on disposal | 432 | 0 | 432 | 0 | |
Separation and related costs | 72 | $ 0 | 93 | $ 0 | |
Discontinued Operations [Member] | Spin-Off, Hotel Group Business [Member] | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Separation and related costs | $ 72 | $ 93 |
Discontinued Operations (Aggreg
Discontinued Operations (Aggregate Carrying Amount of Assets and Liabilities) (Details) - USD ($) $ in Millions | Jun. 30, 2018 | Dec. 31, 2017 | Jun. 30, 2017 |
Assets | |||
Cash and cash equivalents | $ 0 | $ 310 | |
Goodwill | $ 940 | $ 911 | |
Discontinued Operations, Held-for-sale [Member] | |||
Assets | |||
Cash and cash equivalents | 184 | ||
Trade receivables, net | 493 | ||
Property and equipment, net | 609 | ||
Goodwill | 855 | ||
Other intangibles, net | 1,059 | ||
Other assets | 364 | ||
Total assets of discontinued operations | 3,564 | ||
Liabilities | |||
Accounts payable | 358 | ||
Deferred income | 436 | ||
Accrued expenses and other liabilities | 556 | ||
Debt | 69 | ||
Total liabilities of discontinued operations | $ 1,419 |
Discontinued Operations (Compon
Discontinued Operations (Components of Income) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Disposal Group, Including Discontinued Operation, Income Statement Disclosures [Abstract] | ||||
Separation and related costs | $ 133 | $ 0 | $ 163 | $ 0 |
Income on disposal of discontinued businesses, net of income taxes | 432 | 0 | 432 | 0 |
Income on discontinued operations, net of income taxes | (42) | 71 | (49) | 75 |
Discontinued Operations [Member] | ||||
Disposal Group, Including Discontinued Operation, Income Statement Disclosures [Abstract] | ||||
Net revenues | 311 | 507 | 720 | 876 |
Operating | 150 | 218 | 340 | 394 |
Marketing and reservation | 86 | 107 | 200 | 213 |
General and administrative | 34 | 40 | 89 | 80 |
Separation and related costs | 72 | 0 | 93 | 0 |
Depreciation and amortization | 18 | 32 | 52 | 63 |
Total expenses | 360 | 397 | 774 | 750 |
Other (income), net | 2 | 0 | 0 | (2) |
Provision/(benefit) for income taxes | (9) | 39 | (5) | 53 |
Income/(loss) from operations of discontinued businesses, net of income taxes | (42) | 71 | (49) | 75 |
Income on disposal of discontinued businesses, net of income taxes | 432 | 0 | 432 | 0 |
Income on discontinued operations, net of income taxes | $ 390 | $ 71 | $ 383 | $ 75 |
Discontinued Operations (Comp61
Discontinued Operations (Components of Cash Flows) (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2018 | Jun. 30, 2017 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Cash flows provided by operating activities | $ 212 | $ 431 |
Cash flows used in investing activities | (672) | (26) |
Cash flows provided by/(used in) financing activities | 2,066 | (11) |
Discontinued Operations [Member] | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Forgiveness of intercompany debt from Wyndham Hotels | 197 | 0 |
Depreciation and amortization | 52 | 63 |
Stock-based compensation | 22 | 5 |
Deferred income taxes | (23) | (4) |
Property and equipment additions | (38) | (31) |
Net assets of business acquired, net of cash acquired | (1,695) | (2) |
Proceeds from sale of businesses and asset sales | $ 1,052 | $ 8 |
Vacation Ownership Contract R62
Vacation Ownership Contract Receivables (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | |
Vacation Ownership Contract Receivables [Abstract] | |||||
Interest income on securitized receivables | $ 89 | $ 83 | $ 175 | $ 166 | |
Originated vacation ownership contract receivables | 686 | 640 | |||
Vacation ownership contract principal collections | $ 453 | 443 | |||
Weighted average interest rate | 14.00% | 14.00% | 13.90% | ||
Provision for loan losses | $ 126 | $ 110 | $ 218 | $ 195 | |
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 R63
Vacation Ownership Contract Receivables (Current And Long-Term Vacation Ownership Contract Receivables) (Details) - USD ($) $ in Millions | Jun. 30, 2018 | Dec. 31, 2017 |
Accounts, Notes, Loans and Financing Receivables [Line Items] | ||
Current vacation ownership contract receivables | $ 3,609 | $ 3,592 |
Less: Allowance for loan losses | 705 | 691 |
Vacation ownership contract receivables, net | 2,904 | 2,901 |
Securitized [Member] | ||
Accounts, Notes, Loans and Financing Receivables [Line Items] | ||
Current vacation ownership contract receivables | 2,509 | 2,553 |
Non-Securitized [Member] | ||
Accounts, Notes, Loans and Financing Receivables [Line Items] | ||
Current vacation ownership contract receivables | $ 1,100 | $ 1,039 |
Vacation Ownership Contract R64
Vacation Ownership Contract Receivables (Allowance For Loan Losses On Vacation Ownership Contract Receivables) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Allowance for Loan Losses [Roll Forward] | ||||
Allowance for loan losses, beginning balance | $ 691 | $ 621 | ||
Provision for loan losses | $ 126 | $ 110 | 218 | 195 |
Contract receivables write-offs, net | (204) | (173) | ||
Allowance for loan losses, ending balance | $ 705 | $ 643 | $ 705 | $ 643 |
Vacation Ownership Contract R65
Vacation Ownership Contract Receivables (Summary Of The Aged Analysis Of Financing Receivables Using The Most Recently Updated FICO Scores) (Details) - USD ($) $ in Millions | Jun. 30, 2018 | Dec. 31, 2017 |
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | $ 3,609 | $ 3,592 |
700+ [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 1,920 | 1,886 |
600-699 [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 1,070 | 1,087 |
Less Than 600 [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 214 | 211 |
No Score [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 147 | 143 |
Asia Pacific [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 258 | 265 |
Current [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 3,466 | 3,431 |
Current [Member] | 700+ [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 1,883 | 1,849 |
Current [Member] | 600-699 [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 1,019 | 1,021 |
Current [Member] | Less Than 600 [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 174 | 166 |
Current [Member] | No Score [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 136 | 133 |
Current [Member] | Asia Pacific [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 254 | 262 |
31 - 60 Days [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 64 | 75 |
31 - 60 Days [Member] | 700+ [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 17 | 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 | 16 | 17 |
31 - 60 Days [Member] | No Score [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 5 | 5 |
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 | 39 | 44 |
61 - 90 Days [Member | 700+ [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 10 | 9 |
61 - 90 Days [Member | 600-699 [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 14 | 18 |
61 - 90 Days [Member | Less Than 600 [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 11 | 13 |
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 | 40 | 42 |
91 - 120 Days [Member] | 700+ [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 10 | 9 |
91 - 120 Days [Member] | 600-699 [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 13 | 16 |
91 - 120 Days [Member] | Less Than 600 [Member] | ||
Financing Receivables, Recorded Investment [Line Items] | ||
Financing receivables | 13 | 15 |
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 | $ 0 |
Inventory (Summary of Inventory
Inventory (Summary of Inventory) (Details) - USD ($) $ in Millions | Jun. 30, 2018 | Dec. 31, 2017 |
Inventory Disclosure [Abstract] | ||
Land held for VOI development | $ 4 | $ 4 |
VOI construction in process | 31 | 25 |
Inventory sold subject to repurchase | 39 | 43 |
Completed VOI inventory | 829 | 841 |
Estimated VOI recoveries | 282 | 279 |
Exchange & Rentals vacation credits and other | 58 | 57 |
Total inventory | $ 1,243 | $ 1,249 |
Inventory (Narrative) (Details)
Inventory (Narrative) (Details) - USD ($) | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2015 | Dec. 31, 2017 | |
Real Estate, Inventory [Line Items] | ||||
Transferred property and equipment to VOI inventory | $ 35,000,000 | $ 28,000,000 | ||
Inventory accruals | 7,000,000 | $ 6,000,000 | ||
Inventory sold subject to repurchase | 39,000,000 | $ 43,000,000 | ||
Vacation Ownership Inventory Sales [Member] | ||||
Real Estate, Inventory [Line Items] | ||||
No gain or loss on sales transactions | $ 0 | |||
St. Thomas [Member] | ||||
Real Estate, Inventory [Line Items] | ||||
Inventory sold subject to repurchase | 80,000,000 | |||
Proceeds from the sale of assets | $ 80,000,000 | |||
Las Vegas, Nevada and St. Thomas, U.S. Virgin Island Inventory Sales [Member] | ||||
Real Estate, Inventory [Line Items] | ||||
Maximum potential future payments | $ 122,000,000 |
Inventory (Activity Related to
Inventory (Activity Related to Inventory Obligations) (Details) - USD ($) $ in Millions | 6 Months Ended | |||
Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | |
Inventory [Line Items] | ||||
Inventory sold, outstanding obligation | $ 97 | $ 226 | $ 144 | $ 198 |
Purchases | 11 | 125 | ||
Payments | (58) | (97) | ||
Accrued expenses and other liabilities | 97 | 144 | ||
Avon [Member] | ||||
Inventory [Line Items] | ||||
Inventory sold, outstanding obligation | 11 | 21 | 22 | 32 |
Purchases | 0 | 0 | ||
Payments | (11) | (11) | ||
Accrued expenses and other liabilities | 11 | 22 | ||
Las Vegas [Member] | ||||
Inventory [Line Items] | ||||
Inventory sold, outstanding obligation | 55 | 63 | 60 | 68 |
Purchases | 11 | 10 | ||
Payments | (16) | (15) | ||
Accrued expenses and other liabilities | 55 | 60 | ||
St. Thomas [Member] | ||||
Inventory [Line Items] | ||||
Inventory sold, outstanding obligation | 0 | 81 | 0 | 98 |
Purchases | 0 | 22 | ||
Payments | 0 | (39) | ||
Accrued expenses and other liabilities | 0 | 0 | ||
Austin [Member] | ||||
Inventory [Line Items] | ||||
Inventory sold, outstanding obligation | 31 | 61 | 62 | $ 0 |
Purchases | 0 | 93 | ||
Payments | (31) | $ (32) | ||
Accrued expenses and other liabilities | $ 31 | $ 62 |
Debt (Summary Of Indebtedness-L
Debt (Summary Of Indebtedness-Long-Term Debt) (Details) - USD ($) | Jun. 30, 2018 | May 31, 2018 | Dec. 31, 2017 |
Debt Instrument [Line Items] | |||
Secured Debt | $ 2,094,000,000 | $ 2,098,000,000 | |
Total long-term debt | 2,980,000,000 | 3,908,000,000 | |
Secured Revolving Credit Facility due May 2023 [Member] | Revolving Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Total capacity | 1,000,000,000 | ||
Secured Term Loan B [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument, face amount | $ 300,000,000 | ||
2.50% Senior Unsecured Notes (Due March 2018) [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument, interest rate, stated percentage | 2.50% | ||
5.625% Senior Unsecured Notes (Due March 2021) [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument, interest rate, stated percentage | 7.375% | ||
4.25% Senior Unsecured Notes (Due March 2022) [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% | 4.15% | |
5.10% Senior Unsecured Notes (Due October 2025) [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument, interest rate, stated percentage | 5.10% | 5.10% | |
4.50% Senior Unsecured Notes (Due April 2027) [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument, interest rate, stated percentage | 4.50% | 4.50% | |
Term Notes [Member] | |||
Debt Instrument [Line Items] | |||
Secured Debt | $ 1,226,000,000 | 1,219,000,000 | |
Debt Issuance Cost | 13,000,000 | 15,000,000 | |
Bank Conduit Facility (Due August 2018) [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument, face amount | 800,000,000 | ||
Secured Debt | 343,000,000 | 333,000,000 | |
Bank Conduit Facility Due Jan19 [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument, face amount | 750,000,000 | ||
Secured Debt | 525,000,000 | 546,000,000 | |
Securitized Vacation Ownership Debt [Member] | |||
Debt Instrument [Line Items] | |||
Secured Debt | 2,094,000,000 | 2,098,000,000 | |
Long-term vacation ownership contract receivables | 2,640,000,000 | 2,680,000,000 | |
Revolving Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Revolving credit facility | 243,000,000 | ||
Total capacity | 1,000,000,000 | ||
Revolving Credit Facility [Member] | Revolving Credit Facility (Due July 2020) [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument, face amount | 1,500,000,000 | ||
Revolving credit facility | $ 0 | 395,000,000 | |
Weighted average coupon rate | 4.66% | ||
Revolving Credit Facility [Member] | Secured Revolving Credit Facility due May 2023 [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument, face amount | $ 1,000,000,000 | ||
Revolving credit facility | 243,000,000 | 0 | |
Commercial Paper [Member] | |||
Debt Instrument [Line Items] | |||
Commercial paper | 0 | 147,000,000 | |
Long-term Debt [Member] | |||
Debt Instrument [Line Items] | |||
Other | 75,000,000 | 145,000,000 | |
Capital leases | 4,000,000 | 72,000,000 | |
Total long-term debt | 2,980,000,000 | 3,908,000,000 | |
Long-term Debt [Member] | Term Loan (Due March 2021) [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument, face amount | 325,000,000 | ||
Other | 0 | 324,000,000 | |
Long-term Debt [Member] | Secured Term Loan B [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument, face amount | 300,000,000 | ||
Other | 297,000,000 | 0 | |
Long-term Debt [Member] | 2.50% Senior Unsecured Notes (Due March 2018) [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument, face amount | 450,000,000 | ||
Senior notes | 0 | 450,000,000 | |
Long-term Debt [Member] | 5.625% Senior Unsecured Notes (Due March 2021) [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument, face amount | 40,000,000 | ||
Senior notes | 40,000,000 | 40,000,000 | |
Long-term Debt [Member] | 4.25% Senior Unsecured Notes (Due March 2022) [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument, face amount | 250,000,000 | ||
Senior notes | 249,000,000 | 248,000,000 | |
Long-term Debt [Member] | 4.25% Senior Unsecured Notes (Due March 2022) [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument, face amount | 650,000,000 | ||
Senior notes | 649,000,000 | 648,000,000 | |
Unamortized (gains)/losses from the settlement of a derivative | 1,000,000 | 2,000,000 | |
Long-term Debt [Member] | 3.90% Senior Unsecured Notes (Due March 2023) [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument, face amount | 400,000,000 | ||
Senior notes | 405,000,000 | 406,000,000 | |
Unamortized (gains)/losses from the settlement of a derivative | 7,000,000 | 8,000,000 | |
Long-term Debt [Member] | 4.15% Senior Unsecured Notes (Due April 2024) [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument, face amount | 300,000,000 | ||
Senior notes | 297,000,000 | 297,000,000 | |
Long-term Debt [Member] | 5.10% Senior Unsecured Notes (Due October 2025) [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument, face amount | 350,000,000 | ||
Senior notes | 340,000,000 | 340,000,000 | |
Unamortized (gains)/losses from the settlement of a derivative | (7,000,000) | (8,000,000) | |
Long-term Debt [Member] | 4.50% Senior Unsecured Notes (Due April 2027) [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument, face amount | 400,000,000 | ||
Senior notes | 381,000,000 | 396,000,000 | |
Derivative, Amount of Hedged Item | 15,000,000 | 1,000,000 | |
Senior Notes [Member] | |||
Debt Instrument [Line Items] | |||
Debt Issuance Cost | 7,000,000 | 5,000,000 | |
Unamortized discount | $ 12,000,000 | $ 14,000,000 |
Debt (Narrative) (Details)
Debt (Narrative) (Details) | May 31, 2018USD ($) | Apr. 06, 2018USD ($) | Jan. 31, 2018USD ($) | Oct. 01, 2018 | Sep. 30, 2018 | Jun. 30, 2018USD ($) | Apr. 18, 2018USD ($) | Dec. 31, 2017USD ($) | Jun. 30, 2017USD ($) | May 31, 2015USD ($) | Dec. 31, 2013USD ($) |
Interest Rate Swap [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Variable interest rate | 4.27% | ||||||||||
Deferred gains on terminated interest rate swaps | $ 8,000,000 | $ 9,000,000 | $ 17,000,000 | ||||||||
La Quinta Holdings Inc. [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Payments to acquire businesses | $ 1,950,000,000 | ||||||||||
Revolving Credit Facility [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Total capacity | 1,000,000,000 | ||||||||||
Domestic Commercial Paper [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Commercial paper maximum borrowing capacity | 750,000,000 | ||||||||||
Commercial paper | $ 147,000,000 | ||||||||||
Commercial paper, weighted average interest rate | 2.34% | ||||||||||
European Commercial Paper [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Commercial paper maximum borrowing capacity | 500,000,000 | ||||||||||
Secured Term Loan B [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Proceeds from Issuance of Long-term Debt | $ 220,000,000 | ||||||||||
Debt instrument, face amount | 300,000,000 | ||||||||||
Secured Revolving Credit Facility due May 2023 [Member] | Revolving Credit Facility [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, face amount | $ 1,000,000,000 | ||||||||||
5.625% Senior Unsecured Notes (Due March 2021) [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, interest rate, stated percentage | 7.375% | ||||||||||
4.25% Senior Unsecured Notes (Due March 2022) [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% | ||||||||||
4.25% Senior Unsecured Notes (Due March 2022) [Member] | Interest Rate Swap [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, interest rate, stated percentage | 4.25% | ||||||||||
Derivative, notional amount | $ 100,000,000 | ||||||||||
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] | Interest Rate Swap [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, interest rate, stated percentage | 3.90% | ||||||||||
Derivative, notional amount | $ 400,000,000 | ||||||||||
4.15% Senior Unsecured Notes (Due April 2024) [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, interest rate, stated percentage | 4.15% | 4.15% | |||||||||
4.15% Senior Unsecured Notes (Due April 2024) [Member] | Scenario, Forecast [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, interest rate, stated percentage | 5.40% | ||||||||||
5.10% Senior Unsecured Notes (Due October 2025) [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, interest rate, stated percentage | 5.10% | 5.10% | |||||||||
5.10% Senior Unsecured Notes (Due October 2025) [Member] | Scenario, Forecast [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, interest rate, stated percentage | 6.35% | ||||||||||
4.50% Senior Unsecured Notes (Due April 2027) [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, interest rate, stated percentage | 4.50% | 4.50% | |||||||||
4.50% Senior Unsecured Notes (Due April 2027) [Member] | Interest Rate Swap [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, interest rate, stated percentage | 4.50% | ||||||||||
Derivative, notional amount | $ 400,000,000 | ||||||||||
4.50% Senior Unsecured Notes (Due April 2027) [Member] | Scenario, Forecast [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, interest rate, stated percentage | 5.75% | ||||||||||
Revolving Credit Facility (Due July 2020) [Member] | Revolving Credit Facility [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Repayments of long-term debt | $ 484,000,000 | ||||||||||
Extinguishment of debt, amount | $ 1,500,000,000 | ||||||||||
Debt instrument, face amount | $ 1,500,000,000 | ||||||||||
Weighted average coupon rate | 4.66% | ||||||||||
Revolving Credit Facility (Due November 2018) [Member] | Revolving Credit Facility [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, term | 364 days | ||||||||||
Extinguishment of debt, amount | $ 400,000,000 | ||||||||||
Term Loan [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Extinguishment of debt, amount | 325,000,000 | ||||||||||
Term Loan [Member] | La Quinta Holdings Inc. [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, face amount | 1,600,000,000 | ||||||||||
Sierra Timeshare Conduit [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Total capacity | $ 800,000,000 | ||||||||||
Debt instrument, term | 2 years | ||||||||||
Sierra Timeshare 2018-01 Receivables Funding, LLC [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, face amount | $ 350,000,000 | ||||||||||
Weighted average coupon rate | 3.73% | ||||||||||
Advance rate | 90.00% | ||||||||||
Unsecured Bridge Term Loan [Member] | La Quinta Holdings Inc. [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Total capacity | 2,000,000,000 | ||||||||||
Unsecured Notes [Member] | La Quinta Holdings Inc. [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, face amount | 500,000,000 | ||||||||||
Bank of America, N.A. [Member] | Credit Agreement [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Actual interest coverage ratio | 5.9 | ||||||||||
Actual leverage ratio | 2.9 | ||||||||||
Bank of America, N.A. [Member] | Credit Agreement [Member] | Subsequent Event [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Minimum interest coverage ratio | 2.5 | ||||||||||
Maximum leverage ratio | 4.25 | ||||||||||
Bank of America, N.A. [Member] | Secured Term Loan B [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, face amount | $ 300,000,000 | ||||||||||
Bank of America, N.A. [Member] | Secured Term Loan B [Member] | Base Rate [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Basis spread on variable rate | 5.00% | ||||||||||
Bank of America, N.A. [Member] | Secured Term Loan B [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Basis spread on variable rate | 1.25% | ||||||||||
Bank of America, N.A. [Member] | Secured Term Loan B [Member] | Adjusted LIBOR Rate [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Basis spread on variable rate | 2.25% | ||||||||||
Bank of America, N.A. [Member] | 5.625% Senior Unsecured Notes (Due March 2021) [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, interest rate, stated percentage | 7.375% | ||||||||||
Bank of America, N.A. [Member] | 4.25% Senior Unsecured Notes (Due March 2022) [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, interest rate, stated percentage | 5.625% | ||||||||||
Bank of America, N.A. [Member] | 4.25% Senior Unsecured Notes (Due March 2022) [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, interest rate, stated percentage | 4.25% | ||||||||||
Bank of America, N.A. [Member] | 3.90% Senior Unsecured Notes (Due March 2023) [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, interest rate, stated percentage | 3.90% | ||||||||||
Bank of America, N.A. [Member] | 4.15% Senior Unsecured Notes (Due April 2024) [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, interest rate, stated percentage | 4.15% | ||||||||||
Bank of America, N.A. [Member] | 5.10% Senior Unsecured Notes (Due October 2025) [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, interest rate, stated percentage | 5.10% | ||||||||||
Bank of America, N.A. [Member] | 4.50% Senior Unsecured Notes (Due April 2027) [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, interest rate, stated percentage | 4.50% | ||||||||||
Revolving Credit Facility [Member] | La Quinta Holdings Inc. [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Total capacity | $ 750,000,000 | ||||||||||
Revolving Credit Facility [Member] | Secured Revolving Credit Facility due May 2023 [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Total capacity | $ 1,000,000,000 | ||||||||||
Revolving Credit Facility [Member] | Bank of America, N.A. [Member] | Credit Agreement [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Total capacity | $ 1,300,000,000 | ||||||||||
Revolving Credit Facility [Member] | Bank of America, N.A. [Member] | Secured Revolving Credit Facility due May 2023 [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Total capacity | $ 1,000,000,000 | ||||||||||
Revolving Credit Facility [Member] | Bank of America, N.A. [Member] | Secured Revolving Credit Facility due May 2023 [Member] | Base Rate [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Basis spread on variable rate | 5.00% | ||||||||||
Revolving Credit Facility [Member] | Bank of America, N.A. [Member] | Secured Revolving Credit Facility due May 2023 [Member] | London Interbank Offered Rate (LIBOR) [Member] | Minimum [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Basis spread on variable rate | 0.75% | ||||||||||
Revolving Credit Facility [Member] | Bank of America, N.A. [Member] | Secured Revolving Credit Facility due May 2023 [Member] | London Interbank Offered Rate (LIBOR) [Member] | Maximum [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Basis spread on variable rate | 1.25% | ||||||||||
Revolving Credit Facility [Member] | Bank of America, N.A. [Member] | Secured Revolving Credit Facility due May 2023 [Member] | Adjusted LIBOR Rate [Member] | Minimum [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Basis spread on variable rate | 1.75% | ||||||||||
Revolving Credit Facility [Member] | Bank of America, N.A. [Member] | Secured Revolving Credit Facility due May 2023 [Member] | Adjusted LIBOR Rate [Member] | Maximum [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Basis spread on variable rate | 2.25% |
Debt (Summary Of Outstanding De
Debt (Summary Of Outstanding Debt Maturities) (Details) - USD ($) $ in Millions | Jun. 30, 2018 | Dec. 31, 2017 |
Debt Instrument [Line Items] | ||
Within 1 year | $ 308 | |
Between 1 and 2 years | 666 | |
Between 2 and 3 years | 660 | |
Between 3 and 4 years | 800 | |
Between 4 and 5 years | 811 | |
Thereafter | 1,829 | |
Secured Debt | 2,094 | $ 2,098 |
Total long-term debt | 2,980 | 3,908 |
Long-term debt outstanding | 5,074 | |
Securitized Vacation Ownership Debt [Member] | ||
Debt Instrument [Line Items] | ||
Within 1 year | 229 | |
Between 1 and 2 years | 621 | |
Between 2 and 3 years | 408 | |
Between 3 and 4 years | 148 | |
Between 4 and 5 years | 160 | |
Thereafter | 528 | |
Secured Debt | 2,094 | 2,098 |
Long-term Debt [Member] | ||
Debt Instrument [Line Items] | ||
Within 1 year | 79 | |
Between 1 and 2 years | 45 | |
Between 2 and 3 years | 252 | |
Between 3 and 4 years | 652 | |
Between 4 and 5 years | 651 | |
Thereafter | 1,301 | |
Total long-term debt | $ 2,980 | $ 3,908 |
Debt (Summary Of Available Capa
Debt (Summary Of Available Capacity Under Borrowing Arrangements) (Details) - USD ($) | Jun. 30, 2018 | Dec. 31, 2017 |
Securitized Bank Conduit Facility [Member] | ||
Debt Instrument [Line Items] | ||
Total capacity | $ 1,550,000,000 | |
Revolving credit facility | 868,000,000 | |
Letters of Credit Outstanding, Amount | 0 | |
Available Capacity | 682,000,000 | |
Revolving Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
Total capacity | 1,000,000,000 | |
Revolving credit facility | 243,000,000 | |
Letters of Credit Outstanding, Amount | 36,000,000 | |
Available Capacity | 721,000,000 | |
Revolving Credit Facility [Member] | Secured Revolving Credit Facility due May 2023 [Member] | ||
Debt Instrument [Line Items] | ||
Revolving credit facility | 243,000,000 | $ 0 |
Debt instrument, face amount | $ 1,000,000,000 |
Debt (Interest Expense Narrativ
Debt (Interest Expense Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Securitized Vacation Ownership Debt [Member] | ||||
Debt Instrument [Line Items] | ||||
Interest expense incurred | $ 20 | $ 19 | $ 39 | $ 37 |
Cash paid for interest | 25 | |||
Unsecured Debt [Member] | ||||
Debt Instrument [Line Items] | ||||
Interest expense incurred | 46 | 39 | 91 | 73 |
Capitalized interest (less than $1 million for the three months ended June 30, 2018) | $ 1 | $ 1 | 1 | 1 |
Cash paid for interest | $ 90 | $ 69 |
Variable Interest Entities (Ass
Variable Interest Entities (Assets And Liabilities Of Vacation Ownership SPEs) (Details) - USD ($) $ in Millions | Jun. 30, 2018 | Dec. 31, 2017 |
Schedule Of Transfer And Financial Assets [Line Items] | ||
Total assets | $ 7,075 | $ 10,450 |
Non-recourse vacation ownership debt | 2,094 | 2,098 |
Total liabilities | 7,595 | 9,676 |
SPE assets in excess of SPE liabilities | 552 | 585 |
Vacation Ownership SPEs [Member] | ||
Schedule Of Transfer And Financial Assets [Line Items] | ||
Securitized contract receivables, gross | 2,509 | 2,553 |
Securitized restricted cash | 114 | 106 |
Interest receivables on securitized contract receivables | 20 | 22 |
Other assets | 5 | 4 |
Total assets | 2,648 | 2,685 |
Non-recourse vacation ownership debt | 1,226 | 1,219 |
Securitized conduit facilities | 868 | 879 |
Other liabilities | 2 | 2 |
Total liabilities | 2,096 | 2,100 |
SPE assets in excess of SPE liabilities | 552 | 585 |
Deferred financing cost related to securitized debt | $ 13 | $ 15 |
Variable Interest Entities (Nar
Variable Interest Entities (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Mar. 31, 2017 | |
Schedule Of Transfer And Financial Assets [Line Items] | ||||
Restricted cash and cash equivalents | $ 65 | $ 119 | ||
Property and equipment, net | 822 | 764 | ||
Debt | 3,908 | 2,980 | ||
Write-down of property and equipment to fair value | 37 | |||
Purchased property and equipment | 41 | $ 51 | ||
VIO Saint Thomas [Member] | Variable Interest Entity, Primary Beneficiary [Member] | ||||
Schedule Of Transfer And Financial Assets [Line Items] | ||||
Property and equipment, net | 64 | |||
Debt | 104 | |||
Clearwater FL Property [Member] | ||||
Schedule Of Transfer And Financial Assets [Line Items] | ||||
Noncash transaction for property and equipment and long-term debt | 51 | |||
Debt | 75 | |||
Midtown 45, NYC Property [Member] | ||||
Schedule Of Transfer And Financial Assets [Line Items] | ||||
Debt | 131 | |||
Purchased property and equipment | 17 | $ 30 | ||
Mortgage Note - SPE [Member] | Clearwater FL Property [Member] | ||||
Schedule Of Transfer And Financial Assets [Line Items] | ||||
Debt instrument, face amount | 75 | $ 51 | ||
Inventory Purchase, Period | 2 years | |||
Mortgage Note - SPE [Member] | Midtown 45, NYC Property [Member] | ||||
Schedule Of Transfer And Financial Assets [Line Items] | ||||
Debt instrument, face amount | 131 | |||
Non Securitized Receivable [Member] | ||||
Schedule Of Transfer And Financial Assets [Line Items] | ||||
Non-securitized contract receivables | $ 1,039 | $ 1,100 |
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 | Jun. 30, 2018 | Dec. 31, 2017 | Jun. 30, 2017 | Dec. 31, 2016 |
Schedule Of Transfer And Financial Assets [Line Items] | ||||
SPE assets in excess of SPE liabilities | $ 552 | $ 585 | ||
Less: Allowance for loan losses | 705 | 691 | $ 643 | $ 621 |
Total, net | 947 | 933 | ||
Non Securitized Receivable [Member] | ||||
Schedule Of Transfer And Financial Assets [Line Items] | ||||
Non-securitized contract receivables | $ 1,100 | $ 1,039 |
Variable Interest Entities (A77
Variable Interest Entities (Assets and Liabilities of the SPE) (Details) - USD ($) $ in Millions | Jun. 30, 2018 | Dec. 31, 2017 | Mar. 31, 2017 |
Variable Interest Entity [Line Items] | |||
Total assets | $ 7,075 | $ 10,450 | |
Accrued expenses and other liabilities | 1,031 | 847 | |
Debt | 2,980 | 3,908 | |
Total liabilities | 7,595 | 9,676 | |
SPE assets in excess of SPE liabilities | 552 | 585 | |
Clearwater FL Property [Member] | |||
Variable Interest Entity [Line Items] | |||
Property and equipment, net | 55 | ||
Total assets | 55 | ||
Accrued expenses and other liabilities | 1 | ||
Debt | 75 | ||
Total liabilities | 76 | ||
SPE assets in excess of SPE liabilities | (21) | ||
Midtown 45, NYC Property [Member] | |||
Variable Interest Entity [Line Items] | |||
Property and equipment, net | 90 | ||
Total assets | 90 | ||
Accrued expenses and other liabilities | 0 | ||
Debt | 131 | ||
Total liabilities | 131 | ||
SPE assets in excess of SPE liabilities | (41) | ||
Mortgage Note - SPE [Member] | Clearwater FL Property [Member] | |||
Variable Interest Entity [Line Items] | |||
Debt instrument, face amount | $ 75 | $ 51 | |
Mortgage Note - SPE [Member] | Midtown 45, NYC Property [Member] | |||
Variable Interest Entity [Line Items] | |||
Debt instrument, face amount | $ 131 |
Fair Value (Narrative) (Details
Fair Value (Narrative) (Details) - Recurring Basis [Member] - Estimated Fair Value [Member] - Level 2 [Member] - Foreign Exchange Contracts [Member] $ in Millions | Jun. 30, 2018USD ($) |
Summary Of Assets And Liabilities Measured At Fair Value On Recurring Basis [Line Items] | |
Derivative asset | $ 17 |
Derivative asset | $ 1 |
Fair Value (Carrying Amounts An
Fair Value (Carrying Amounts And Estimated Fair Values Of Financial Instruments) (Details) - USD ($) $ in Millions | Jun. 30, 2018 | Dec. 31, 2017 |
Carrying Amount [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Vacation ownership contract receivables, net | $ 2,904 | $ 2,901 |
Total debt | 5,074 | 6,006 |
Estimated Fair Value [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Vacation ownership contract receivables, net | 3,517 | 3,489 |
Total debt | $ 5,057 | $ 6,084 |
Derivative Instruments And He80
Derivative Instruments And Hedging Activities (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Foreign Exchange Contracts [Member] | ||||
Derivative [Line Items] | ||||
Losses on freestanding foreign currency contracts | $ (10) | $ 1 | $ (3) | $ 2 |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Current Income Tax Expense (Benefit), Continuing Operations [Abstract] | ||||
Effective income tax rate | 146.20% | (40.00%) | 68.10% | (2.00%) |
Income tax payments, net of refunds | $ 92 | $ 142 | ||
Income tax payments, net of refunds, discontinued operations | $ 10 | $ 13 |
Commitments And Contingencies (
Commitments And Contingencies (Narrative) (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2018 | Dec. 31, 2017 | |
Loss Contingencies [Line Items] | ||
Litigation reserves | $ 13 | $ 25 |
Range of possible loss up to, portion not accrued | 48 | |
Payment of fee related to default of credit rating maintenance | $ 8 |
Accumulated Other Comprehensi83
Accumulated Other Comprehensive (Loss)/Income (Components Of Accumulated Other Comprehensive Income) (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2018 | Jun. 30, 2017 | |
Accumulated Other Comprehensive Income, Before Tax | ||
Other comprehensive income | $ 77 | |
Other comprehensive income before reclassifications | $ (44) | |
Amount reclassified to earnings | 30 | |
Accumulated Other Comprehensive Income, Tax | ||
Other comprehensive income | (8) | |
Other comprehensive income before reclassifications | 1 | |
Amount reclassified to earnings | (2) | |
Accumulated Other Comprehensive Income, Net Of Tax | ||
Balance, value | 774 | 634 |
Other comprehensive income | (15) | 69 |
Other comprehensive income before reclassifications | (43) | |
Amount reclassified to earnings | 28 | |
Balance, value | (520) | 458 |
Foreign Currency Translation Adjustments [Member] | ||
Accumulated Other Comprehensive Income, Before Tax | ||
AOCI, Pretax, Beginning Balance | (96) | (218) |
Other comprehensive income | 77 | |
Other comprehensive income before reclassifications | (44) | |
Amount reclassified to earnings | 24 | |
AOCI, Pretax, Ending Balance | (116) | (141) |
Accumulated Other Comprehensive Income, Tax | ||
AOCI, Tax, Beginning Balance | 89 | 116 |
Other comprehensive income | (8) | |
Other comprehensive income before reclassifications | 1 | |
Amount reclassified to earnings | 0 | |
AOCI, Tax, Ending Balance | 90 | 108 |
Accumulated Other Comprehensive Income, Net Of Tax | ||
Balance, value | (7) | (102) |
Other comprehensive income | 69 | |
Other comprehensive income before reclassifications | (43) | |
Amount reclassified to earnings | 24 | |
Balance, value | (26) | (33) |
Unrealized Gains/(Losses) on Cash Flow Hedges [Member] | ||
Accumulated Other Comprehensive Income, Before Tax | ||
AOCI, Pretax, Beginning Balance | (1) | 0 |
Other comprehensive income | 0 | |
Other comprehensive income before reclassifications | 0 | |
Amount reclassified to earnings | 0 | |
AOCI, Pretax, Ending Balance | (1) | 0 |
Accumulated Other Comprehensive Income, Tax | ||
AOCI, Tax, Beginning Balance | 1 | 1 |
Other comprehensive income | 0 | |
Other comprehensive income before reclassifications | 0 | |
Amount reclassified to earnings | 0 | |
AOCI, Tax, Ending Balance | 1 | 1 |
Accumulated Other Comprehensive Income, Net Of Tax | ||
Balance, value | 0 | 1 |
Other comprehensive income | 0 | |
Other comprehensive income before reclassifications | 0 | |
Amount reclassified to earnings | 0 | |
Balance, value | 0 | 1 |
Defined Benefit Pension Plans [Member] | ||
Accumulated Other Comprehensive Income, Before Tax | ||
AOCI, Pretax, Beginning Balance | (6) | (7) |
Other comprehensive income | 0 | |
Other comprehensive income before reclassifications | 0 | |
Amount reclassified to earnings | 6 | |
AOCI, Pretax, Ending Balance | 0 | (7) |
Accumulated Other Comprehensive Income, Tax | ||
AOCI, Tax, Beginning Balance | 2 | 2 |
Other comprehensive income | 0 | |
Other comprehensive income before reclassifications | 0 | |
Amount reclassified to earnings | (2) | |
AOCI, Tax, Ending Balance | 0 | 2 |
Accumulated Other Comprehensive Income, Net Of Tax | ||
Balance, value | (4) | (5) |
Other comprehensive income | 0 | |
Other comprehensive income before reclassifications | 0 | |
Amount reclassified to earnings | 4 | |
Balance, value | 0 | (5) |
Accumulated Other Comprehensive (Loss)/Income [Member] | ||
Accumulated Other Comprehensive Income, Before Tax | ||
AOCI, Pretax, Beginning Balance | (103) | (225) |
AOCI, Pretax, Ending Balance | (117) | (148) |
Accumulated Other Comprehensive Income, Tax | ||
AOCI, Tax, Beginning Balance | 92 | 119 |
AOCI, Tax, Ending Balance | 91 | 111 |
Accumulated Other Comprehensive Income, Net Of Tax | ||
Balance, value | (11) | (106) |
Other comprehensive income | (15) | 69 |
Balance, value | $ (26) | $ (37) |
Accumulated Other Comprehensi84
Accumulated Other Comprehensive (Loss)/Income (Reclassification out of ACOL) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Income on disposal of discontinued businesses, net of income taxes | $ (432) | $ 0 | $ (432) | $ 0 |
Net Income (loss) | 378 | 85 | 412 | 175 |
Reclassification out of Accumulated Other Comprehensive Income [Member] | Foreign Currency Translation Adjustments [Member] | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Income on disposal of discontinued businesses, net of income taxes | (24) | 0 | (24) | 0 |
Net Income (loss) | (24) | 0 | (24) | 0 |
Reclassification out of Accumulated Other Comprehensive Income [Member] | Defined Benefit Pension Plans [Member] | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Income on disposal of discontinued businesses, net of income taxes | (4) | 0 | (4) | 0 |
Net Income (loss) | $ (4) | $ 0 | $ (4) | $ 0 |
Stock-Based Compensation (Narra
Stock-Based Compensation (Narrative) (Details) - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2018 | Mar. 31, 2018 | Jun. 30, 2017 | Dec. 31, 2018 | Jun. 30, 2018 | Jun. 30, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Maximum shares of common stock to be awarded | 15.7 | 15.7 | ||||
Stock options granted | 7 | |||||
Stock-based compensation | $ 109 | $ 130 | $ 15 | $ 30 | ||
Stock-based compensation expense for non-employee directors (less than $1 million for three months ended September 30, 2016) | 1 | $ 1 | 1 | 1 | ||
Stock-based compensation, amount related to modification of grants related to separation | 87 | 92 | ||||
Payment of taxes for net share settlement | 67 | 34 | ||||
Restructuring Expense [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Stock-based compensation | $ 1 | |||||
Scenario, Forecast [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Stock-based compensation, amount related to modification of grants related to separation | $ 15 | |||||
Discontinued Operations [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Stock-based compensation | $ 15 | 15 | ||||
RSUs [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Approved grants of incentive equity awards | $ 22 | $ 36 | ||||
Vesting terms, in years | 16 months | |||||
Restricted Stock Units and Stock Options [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Vesting terms, in years | 48 months |
Stock-Based Compensation (Incen
Stock-Based Compensation (Incentive Equity Awards Granted By The Company) (Details) $ / shares in Units, shares in Millions, $ in Millions | 6 Months Ended |
Jun. 30, 2018USD ($)$ / 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) | 1.6 |
Number of Units, Effect of Spin-off (shares) | 1.8 |
Number of Units, Granted (shares) | 0.9 |
Number of Units, Vested/exercised (shares) | (3) |
Number of Units, Ending Balance (shares) | 1.3 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |
Weighted Average Grant Price, Beginning Balance (in dollars per share) | $ / shares | $ 81.18 |
Weighted Average Grant Price, Granted (in dollars per share) | $ / shares | 72.47 |
Weighted Average Grant Price, Vested/exercised (in dollars per share) | $ / shares | 69.73 |
Weighted Average Grant Price, Ending Balance (in dollars per share) | $ / shares | $ 57.58 |
Unrecognized compensation expense, maximum | $ | $ 68 |
Incentive equity awards vesting ratably over a period, in years | 3 years 3 months |
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) | 0.7 |
Number of Units, Effect of Spin-off (shares) | 0.3 |
Number of Units, Granted (shares) | 0 |
Number of Units, Vested/exercised (shares) | (1) |
Number of Units, Ending Balance (shares) | 0 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |
Weighted Average Grant Price, Beginning Balance (in dollars per share) | $ / shares | $ 81.77 |
Weighted Average Grant Price, Granted (in dollars per share) | $ / shares | 0 |
Weighted Average Grant Price, Vested/exercised (in dollars per share) | $ / shares | 61.80 |
Weighted Average Grant Price, Ending Balance (in dollars per share) | $ / shares | $ 0 |
Unrecognized compensation expense, maximum | $ | $ 0 |
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) | 0.2 |
Number of Units, Effect of Spin-off (shares) | 0.2 |
Number of Units, Granted (shares) | 0 |
Number of Units, Vested/exercised (shares) | 0 |
Number of Units, Ending Balance (shares) | 0.4 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |
Weighted Average Grant Price, Beginning Balance (in dollars per share) | $ / shares | $ 77.40 |
Weighted Average Grant Price, Effect of Spin-off (in dollars per share) | $ / shares | 0 |
Weighted Average Grant Price, Granted (in dollars per share) | $ / shares | 0 |
Weighted Average Grant Price, Vested/exercised (in dollars per share) | $ / shares | 0 |
Weighted Average Grant Price, Ending Balance (in dollars per share) | $ / shares | $ 38.70 |
Unrecognized compensation expense, maximum | $ | $ 0 |
Shares outstanding, expected to vest | 0.4 |
NQs [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 |
Number of Units, Effect of Spin-off (shares) | 0 |
Number of Units, Granted (shares) | 0.8 |
Number of Units, Vested/exercised (shares) | 0 |
Number of Units, Ending Balance (shares) | 0.8 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |
Weighted Average Grant Price, Beginning Balance (in dollars per share) | $ / shares | $ 0 |
Weighted Average Grant Price, Effect of Spin-off (in dollars per share) | $ / shares | 0 |
Weighted Average Grant Price, Granted (in dollars per share) | $ / shares | 48.71 |
Weighted Average Grant Price, Vested/exercised (in dollars per share) | $ / shares | 0 |
Weighted Average Grant Price, Ending Balance (in dollars per share) | $ / shares | $ 48.71 |
Segment Information (Summary Of
Segment Information (Summary Of Segment Information) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | |
Net Revenues | |||||
Net revenues | $ 1,007 | $ 978 | $ 1,914 | $ 1,860 | |
Reconciliation of Net income to Adjusted EBITDA | |||||
Net income attributable to Wyndham Destinations shareholders | 378 | 85 | 412 | 175 | |
(Income)/loss from operations of discontinued businesses, net of income taxes | 42 | (71) | 49 | (75) | |
(Income) on disposal of discontinued businesses, net of income taxes | (432) | 0 | (432) | 0 | |
Provision/(benefit) for income taxes | 38 | (4) | 62 | (2) | |
Depreciation and amortization | 36 | 33 | 73 | 65 | |
Interest expense | 46 | 39 | 91 | 73 | |
Interest (income) | (2) | (1) | (3) | (3) | |
Separation and related costs | 133 | 0 | 163 | 0 | |
Restructuring | 0 | 0 | 0 | 6 | |
Asset impairments | 0 | 135 | 0 | 140 | |
Stock-based compensation | 4 | 11 | 17 | 25 | |
Adjusted EBITDA | 243 | 227 | 432 | 404 | |
Adjusted EBITDA | |||||
Adjusted EBITDA | 243 | 227 | 432 | 404 | |
Segment Assets | |||||
Segment Assets | 7,075 | 7,075 | $ 6,886 | ||
Separation and Related Costs [Member] | |||||
Reconciliation of Net income to Adjusted EBITDA | |||||
Stock-based compensation | 87 | 92 | |||
Operating Segments [Member] | |||||
Net Revenues | |||||
Net revenues | 1,008 | 979 | 1,915 | 1,861 | |
Reconciliation of Net income to Adjusted EBITDA | |||||
Adjusted EBITDA | 264 | 250 | 476 | 453 | |
Adjusted EBITDA | |||||
Adjusted EBITDA | 264 | 250 | 476 | 453 | |
Segment Assets | |||||
Segment Assets | 6,930 | 6,930 | 6,718 | ||
Corporate and Other [Member] | |||||
Net Revenues | |||||
Net revenues | (1) | (1) | (1) | (1) | |
Reconciliation of Net income to Adjusted EBITDA | |||||
Adjusted EBITDA | (21) | (23) | (44) | (49) | |
Adjusted EBITDA | |||||
Adjusted EBITDA | (21) | (23) | (44) | (49) | |
Segment Assets | |||||
Segment Assets | 145 | 145 | 168 | ||
Vacation Ownership [Member] | Operating Segments [Member] | |||||
Net Revenues | |||||
Net revenues | 770 | 745 | 1,431 | 1,384 | |
Reconciliation of Net income to Adjusted EBITDA | |||||
Adjusted EBITDA | 194 | 185 | 327 | 311 | |
Adjusted EBITDA | |||||
Adjusted EBITDA | 194 | 185 | 327 | 311 | |
Segment Assets | |||||
Segment Assets | 5,298 | 5,298 | 5,246 | ||
Exchange & Rentals [Member] | Operating Segments [Member] | |||||
Net Revenues | |||||
Net revenues | 238 | 234 | 484 | 477 | |
Reconciliation of Net income to Adjusted EBITDA | |||||
Adjusted EBITDA | 70 | 65 | 149 | 142 | |
Adjusted EBITDA | |||||
Adjusted EBITDA | 70 | $ 65 | 149 | $ 142 | |
Segment Assets | |||||
Segment Assets | $ 1,632 | $ 1,632 | $ 1,472 |
Separartion-Related and Transac
Separartion-Related and Transaction-Related Costs (Narrative) (Details) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2018USD ($) | Jun. 30, 2017USD ($) | Jun. 30, 2018USD ($) | Jun. 30, 2017USD ($) | May 31, 2018company | |
Related Party Transaction [Line Items] | |||||
Number of companies | company | 2 | ||||
Separation and related costs | $ 133 | $ 0 | $ 163 | $ 0 | |
Spin-Off, Hotel Group Business [Member] | |||||
Related Party Transaction [Line Items] | |||||
Separation and related costs | 133 | 163 | |||
Severance and other employee costs | 132 | 161 | |||
Discontinued Operations [Member] | European vacation rentals business [Member] | |||||
Related Party Transaction [Line Items] | |||||
Separation and related costs | $ 8 | $ 19 |
Restructuring (Narrative) (Deta
Restructuring (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | |
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges | $ 0 | $ 0 | $ 0 | $ 6 | |
Restructuring liability | 2 | 2 | $ 5 | ||
Cash payments | 3 | ||||
Personnel-Related [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring liability | 1 | 1 | 4 | ||
Cash payments | 3 | ||||
Facility-Related [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring liability | $ 1 | 1 | 1 | ||
Cash payments | $ 0 | ||||
Restructuring Plan 2017 [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges | 14 | ||||
Restructuring Plan 2017 [Member] | Exchange & Rentals [Member] | Personnel-Related [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges | 8 | ||||
Restructuring Plan 2017 [Member] | Corporate and Other [Member] | Personnel-Related [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges | $ 6 |
Restructuring (Activity Related
Restructuring (Activity Related To The Restructuring Costs) (Details) $ in Millions | 6 Months Ended |
Jun. 30, 2018USD ($) | |
Restructuring Cost and Reserve [Roll Forward] | |
Liability as of December 31, 2017 | $ 5 |
Cash payments | (3) |
Liability as of June 30, 2018 | 2 |
Personnel-Related [Member] | |
Restructuring Cost and Reserve [Roll Forward] | |
Liability as of December 31, 2017 | 4 |
Cash payments | (3) |
Liability as of June 30, 2018 | 1 |
Facility-Related [Member] | |
Restructuring Cost and Reserve [Roll Forward] | |
Liability as of December 31, 2017 | 1 |
Cash payments | 0 |
Liability as of June 30, 2018 | $ 1 |
Impairments (Narrative) (Detail
Impairments (Narrative) (Details) $ in Millions | 1 Months Ended | 3 Months Ended | 6 Months Ended | 7 Months Ended | ||
May 31, 2017location | Jun. 30, 2018USD ($) | Jun. 30, 2017USD ($) | Jun. 30, 2018USD ($) | Jun. 30, 2017USD ($) | Dec. 31, 2017USD ($) | |
Restructuring Cost and Reserve [Line Items] | ||||||
Number of properties assessed for future development | location | 19 | |||||
Number of properties deemed to have no future development | location | 17 | |||||
Number of properties deemed impaired | location | 16 | |||||
Impairment of land held for vacation ownership interests | $ 13 | |||||
Number of properties with impairment charge relating to write-off of construction in process costs | location | 6 | |||||
Total non-cash impairment charges | $ 0 | $ 135 | $ 0 | $ 140 | ||
Number of impaired properties sold | location | 3 | |||||
Cash consideration from sale of locations | 2 | 2 | ||||
Gain (loss) on sale of locations | (7) | |||||
Number of additional impaired properties sold | location | 2 | |||||
Real estate held-for-sale | $ 4 | 4 | $ 4 | |||
Impairment charges related to abandonment of new product initiative | $ 9 | $ 140 | ||||
Vacation Ownership [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Impairment charges related to abandonment of new product initiative | 5 | |||||
Land [Member] | Vacation Ownership [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Impairment of land held for vacation ownership interests | 121 | |||||
Construction in Progress [Member] | Vacation Ownership [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Impairment of land held for vacation ownership interests | 14 | |||||
VOI Development [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Total non-cash impairment charges | $ 135 |
Transactions with Former Pare92
Transactions with Former Parent and Former Subsidiaries (Narrative) (Details) £ in Millions, $ in Millions | May 31, 2018USD ($) | Jun. 30, 2018USD ($) | Dec. 31, 2017USD ($) | Jun. 30, 2018GBP (£) |
Affiliated Entity [Member] | ||||
Separation Adjustments And Transactions With Former Parent And Subsidiaries [Line Items] | ||||
Liabilities assumed | $ 16 | $ 16 | ||
Contingent and other corporate liabilities retained | 0.25 | 0.25 | ||
Tax liabilities assumed | $ 13 | |||
Other contingent and corporate liabilities assumed | 1 | |||
Guarantee amount over contingent liability assumed | $ 2 | |||
Removal of capital lease obligation | $ 66 | |||
Removal of capital lease asset | $ 43 | |||
Portion of certain contingent and corporate liabilities assumed | 0.67 | 0.67 | ||
Portion of proceeds received from certain contingent and other corporate assets | 0.67 | 0.67 | ||
Portion received at release of escrow | 0.67 | 0.67 | ||
Portion of guarantees attributable to Wyndham Destinations | 0.67 | 0.67 | ||
Sale Of European Vacation Rental Business [Member] | Affiliated Entity [Member] | ||||
Separation Adjustments And Transactions With Former Parent And Subsidiaries [Line Items] | ||||
Cash pooling arrangement, minimum amount maintained | $ 14 | £ 10 | ||
Guarantee, fair value | 2 | |||
Sale Of European Vacation Rental Business [Member] | European vacation rentals business [Member] | Accrued Expenses and Other Liabilities [Member] | ||||
Separation Adjustments And Transactions With Former Parent And Subsidiaries [Line Items] | ||||
Guarantee, fair value | 74 | |||
Sale Of European Vacation Rental Business [Member] | Compass IV Limited [Member] | Affiliated Entity [Member] | ||||
Separation Adjustments And Transactions With Former Parent And Subsidiaries [Line Items] | ||||
Escrow deposit | 48 | |||
Sale Of European Vacation Rental Business [Member] | Barclays Bank PLC [Member] | Affiliated Entity [Member] | ||||
Separation Adjustments And Transactions With Former Parent And Subsidiaries [Line Items] | ||||
Escrow deposit | 5 | |||
Additional amount paid into escrow | 1.4 | £ 1 | ||
Sale Of European Vacation Rental Business [Member] | Financial Guarantee [Member] | Affiliated Entity [Member] | ||||
Separation Adjustments And Transactions With Former Parent And Subsidiaries [Line Items] | ||||
Guarantee, post-closing credit support | 180 | |||
Sale Of European Vacation Rental Business [Member] | Financial Guarantee [Member] | British Travel Association and Regulatory Authorities [Member] | Affiliated Entity [Member] | ||||
Separation Adjustments And Transactions With Former Parent And Subsidiaries [Line Items] | ||||
Guarantee, post-closing credit support | 48 | |||
Sale Of European Vacation Rental Business [Member] | Indemnification Agreement [Member] | Affiliated Entity [Member] | ||||
Separation Adjustments And Transactions With Former Parent And Subsidiaries [Line Items] | ||||
Guarantee, fair value | 43 | |||
Sale Of European Vacation Rental Business [Member] | Commitment To Provide Letter Of Credit [Member] | Affiliated Entity [Member] | ||||
Separation Adjustments And Transactions With Former Parent And Subsidiaries [Line Items] | ||||
Other commitment | $ 11 | |||
Cendant [Member] | Affiliated Entity [Member] | ||||
Separation Adjustments And Transactions With Former Parent And Subsidiaries [Line Items] | ||||
Responsible liability for separation agreement | 37.50% | |||
Realogy [Member] | Affiliated Entity [Member] | ||||
Separation Adjustments And Transactions With Former Parent And Subsidiaries [Line Items] | ||||
Responsible liability for separation agreement | 62.50% | |||
Wyndham Hotels And Resorts, Inc. [Member] | Affiliated Entity [Member] | ||||
Separation Adjustments And Transactions With Former Parent And Subsidiaries [Line Items] | ||||
Contingent and other corporate liabilities retained | 0.33 | 0.33 | ||
Portion of certain contingent and corporate liabilities assumed | 0.33 | 0.33 | ||
Portion of proceeds received from certain contingent and other corporate assets | 0.33 | 0.33 | ||
Portion received at release of escrow | 0.33 | 0.33 | ||
Wyndham Hotels And Resorts, Inc. [Member] | Sale Of European Vacation Rental Business [Member] | European vacation rentals business [Member] | Other Assets [Member] | ||||
Separation Adjustments And Transactions With Former Parent And Subsidiaries [Line Items] | ||||
Guarantee, fair value | $ 16 | |||
Wyndham Hotels And Resorts, Inc. [Member] | Sale Of European Vacation Rental Business [Member] | Financial Guarantee [Member] | British Travel Association and Regulatory Authorities [Member] | Affiliated Entity [Member] | ||||
Separation Adjustments And Transactions With Former Parent And Subsidiaries [Line Items] | ||||
Guarantee, post-closing credit support | 81 | |||
Guarantee, fair value | $ 41 |
Subsequent Events (Narrative) (
Subsequent Events (Narrative) (Details) - Subsequent Event [Member] $ in Millions | Jul. 18, 2018USD ($) |
Term Note Payable, 3.50% [Member] | |
Subsequent Event [Line Items] | |
Debt instrument, face amount | $ 230 |
Debt instrument, interest rate, stated percentage | 3.50% |
Term Note Payable, 3.65% [Member] | |
Subsequent Event [Line Items] | |
Debt instrument, face amount | $ 156 |
Debt instrument, interest rate, stated percentage | 3.65% |
Term Note Payable, 3.94% [Member] | |
Subsequent Event [Line Items] | |
Debt instrument, face amount | $ 114 |
Debt instrument, interest rate, stated percentage | 3.94% |
Term Note Payable, 3.50%, Term Note Payable, 3.65% and Term Note Payable, 3.94% [Member] | |
Subsequent Event [Line Items] | |
Weighted average coupon rate | 3.65% |
Advance rate | 88.65% |