SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended |
Sep. 06, 2013 |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES |
Our Business |
Marriott Vacations Worldwide Corporation (“Marriott Vacations Worldwide,” “we” or “us,” which includes our consolidated subsidiaries except where the context of the reference is to a single corporate entity) is the exclusive worldwide developer, marketer, seller and manager of vacation ownership and related products under the Marriott Vacation Club and Grand Residences by Marriott brands. We are also the exclusive worldwide developer, marketer and seller of vacation ownership and related products under the Ritz-Carlton Destination Club brand, and we have the non-exclusive right to develop, market and sell whole ownership residential products under the Ritz-Carlton Residences brand. The Ritz-Carlton Hotel Company, L.L.C. (“Ritz-Carlton”), a subsidiary of Marriott International, Inc. (“Marriott International”), generally provides on-site management for Ritz-Carlton branded properties. |
Our business is grouped into three reportable segments: North America, Europe and Asia Pacific. We operate 63 properties in the United States and nine other countries and territories. |
We generate most of our revenues from four primary sources: selling vacation ownership products, managing our resorts, financing consumer purchases, and renting vacation ownership inventory. |
Our Spin-Off from Marriott International, Inc. |
On November 21, 2011, the spin-off of Marriott Vacations Worldwide (the “Spin-Off”) from Marriott International was completed. In the Spin-Off, Marriott International’s vacation ownership operations and related residential business were separated from Marriott International through a special tax-free dividend to Marriott International’s shareholders of all of the issued and outstanding common stock of our company. As a result of the Spin-Off, we became an independent company, and our common stock is listed on the New York Stock Exchange under the symbol “VAC.” Following the Spin-Off, we and Marriott International have operated independently, and neither company has any ownership interest in the other. |
In order to provide for an orderly transition to our status as an independent, publicly owned company and to govern the ongoing relationship between us and Marriott International, we and Marriott International entered into material agreements pertaining to the provision by each company to the other of certain services, and the rights and obligations of each company, following the Spin-Off. These agreements also provide for each company to indemnify the other against certain liabilities arising from our respective businesses. The agreements include a License, Services, and Development Agreement with Marriott International and its subsidiary Marriott Worldwide Corporation and a License, Services, and Development Agreement with Ritz-Carlton under which we are granted the exclusive right, for the terms of the agreements, to use certain Marriott and Ritz-Carlton marks and intellectual property in our vacation ownership business, the exclusive right to use the Grand Residences by Marriott marks and intellectual property in our residential real estate business and the non-exclusive right to use certain Ritz-Carlton marks and intellectual property in our residential real estate business. |
Principles of Consolidation and Basis of Presentation |
The interim consolidated financial statements presented herein and discussed below include 100 percent of the assets, liabilities, revenues, expenses and cash flows of Marriott Vacations Worldwide, all entities in which Marriott Vacations Worldwide has a controlling voting interest (“subsidiaries”), and those variable interest entities for which Marriott Vacations Worldwide is the primary beneficiary in accordance with consolidation accounting guidance. Intercompany accounts and transactions between consolidated companies have been eliminated in consolidation. The interim consolidated financial statements reflect our financial position, results of operations and cash flows as prepared in conformity with United States Generally Accepted Accounting Principles (“GAAP”). |
We refer throughout to (i) our Interim Consolidated Financial Statements as our “Financial Statements,” (ii) our Interim Consolidated Statements of Operations as our “Statements of Operations,” (iii) our Interim Consolidated Balance Sheets as our “Balance Sheets,” and (iv) our Interim Consolidated Statements of Cash Flows as our “Cash Flows.” |
|
Unless otherwise specified, each reference to a particular quarter in these Financial Statements means the twelve weeks ended on the date shown in the following table, rather than the corresponding calendar quarter: |
|
| | | | | | | | | | | | |
Fiscal Year | | Quarter-End Date | | | | | | | | | | |
2013 Third Quarter | | September 6, 2013 | | | | | | | | | | |
2013 Second Quarter | | June 14, 2013 | | | | | | | | | | |
2013 First Quarter | | March 22, 2013 | | | | | | | | | | |
2012 Third Quarter | | September 7, 2012 | | | | | | | | | | |
2012 Second Quarter | | June 15, 2012 | | | | | | | | | | |
2012 First Quarter | | March 23, 2012 | | | | | | | | | | |
In our opinion, our Financial Statements reflect all normal and recurring adjustments necessary to present fairly our financial position and the results of our operations and cash flows for the periods presented. Interim results may not be indicative of fiscal year performance because of, among other reasons, seasonal and short-term variations. |
These Financial Statements have not been audited. We have condensed or omitted certain information and footnote disclosures normally included in financial statements presented in accordance with GAAP. Although we believe our footnote disclosures are adequate to make the information presented not misleading, you should read these interim Financial Statements in conjunction with the audited annual Consolidated Financial Statements and notes to those Consolidated Financial Statements included in our Annual Report on Form 10-K for the fiscal year ended December 28, 2012, subject to the restatement of certain items noted below. |
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect amounts reported in the financial statements and accompanying notes. Such estimates include, but are not limited to, revenue recognition, cost of vacation ownership products, inventory valuation, property and equipment valuation, loan loss reserves, Marriott Rewards customer loyalty program liability, self-insured medical plan reserves, equity-based compensation, income taxes, loss contingencies and exit and disposal activities reserves. Actual amounts may differ from these estimated amounts. |
We have reclassified certain prior year amounts to conform to our 2013 presentation, including establishing the consumer financing interest expense line on the Statements of Operations. |
Consumer financing interest expense represents interest expense associated with the debt from our $250 million non-recourse warehouse credit facility (the “Warehouse Credit Facility”) and from the securitization of our vacation ownership notes receivable in the asset-backed securities (“ABS”) market. We distinguish consumer financing interest expense from all other interest expense because the debt associated with the consumer financing interest expense is secured by vacation ownership notes receivable that have been sold to bankruptcy remote special purpose entities and is generally non-recourse to us. See Footnote No. 11, “Variable Interest Entities” for further discussion of these facilities. |
Restatement of Prior Financial Statements |
In the second quarter of 2013, during the course of an internal review of certain sales documentation processes related to the sale of certain vacation ownership interests in properties associated with our Europe segment, we determined that the documentation we provided for certain sales of vacation ownership products was not strictly compliant. As a result, in accordance with applicable European regulation, the period of time during which purchasers of such interests may rescind their purchases was extended. We record revenues from the sale of vacation ownership products once the rescission period has ended. Originally, we recorded revenues from these sales of vacation ownership products based on the rescission periods in effect assuming compliant documentation had been provided to the purchasers rather than the extended periods. As a result, we recognized revenue in incorrect periods between fiscal years 2010 and 2013 and misstated revenues in our previously filed consolidated financial statements. |
The documentation issue described above was limited to sales documentation provided to purchasers of certain interests in properties associated with our Europe segment. We took corrective measures and, as a result, compliant documentation is being provided to purchasers. In addition, we provided compliant documentation to purchasers for whom the extended rescission period had not yet expired. The cumulative impact of these items through December 28, 2012 was a reduction in reported income before income taxes of $12 million. The cumulative impact of these items through March 22, 2013 was a reduction in reported income before income taxes of $11 million. However, as compliant documentation was subsequently provided as part of our corrective measures, the extended rescission period for most of the purchases at issue ended during the second quarter of 2013. As of September 6, 2013, sales having a net pre-tax impact of $1 million had been rescinded. As a result, approximately $1 million and $11 million of this cumulative impact is reflected as an increase in income before income taxes for the twelve and thirty-six weeks ended September 6, 2013, respectively. |
|
The consolidated restated financial statements will include certain other corrections related to the timing of recording adjustments to previously reported deferred tax balances. Certain deferred tax assets were determined to not be realizable in future years and thus were eliminated, albeit in the incorrect fiscal year for the years ended December 28, 2012, December 30, 2011 and December 31, 2010. The need for these corrections was identified while we were developing internal processes relating to deferred taxes after we became a standalone public company. In addition to the adjustments required as a result of the errors described above, the restated consolidated financial statements will include certain previously unrecorded immaterial adjustments to our financial statements for fiscal years 2010 and 2011 relating to cost reimbursements, which previously were recorded on a net basis. |
The adjustments necessary to correct all of the errors have no impact on previously reported cash flows from operations and do not have a material impact on our balance sheet as of any date. In accordance with applicable accounting guidance, an adjustment to the financial statements for each individual period presented is required to reflect the correction of the period-specific effects of the errors described above, if material. Based on our evaluation of relevant quantitative and qualitative factors, we determined the identified misstatements are not material to our individual prior period consolidated financial statements; however, the cumulative correction of the prior period errors would be material to our current year consolidated financial statements. Consequently, we will restate the consolidated Statements of Operations for the years ended December 28, 2012 and December 30, 2011, and the Statements of Operations for the periods ended March 22, 2013 and March 23, 2012. We have restated the accompanying consolidated Balance Sheet as of December 28, 2012 and the Statement of Operations for the twelve and thirty-six weeks ended September 7, 2012. We have also restated the opening December 29, 2012 balances presented in our shareholders’ equity table as of September 6, 2013 (included in Footnote No. 12, “Shareholders’ Equity”) appearing herein, from amounts previously reported, to correct the prior period misstatements. |
The cumulative impact of these misstatements on our 2012 annual and interim consolidated statements of cash flows is inconsequential as the impact on individual line items within operating activities is not material and had no impact on net cash provided by (used in) operating, investing or financing activities. However, we will restate the 2012 statement of cash flows when disclosed in our Annual Report on Form 10-K for the fiscal year ended January 3, 2014 to reflect changes to individual line items within operating activities. |
The impact of these adjustments on the financial statements is detailed in the tables below. |
|
| | | | | | | | | | | | |
| | For the Twelve Weeks Ended | |
March 22, 2013 |
($ in millions, except per share data) | | As | | | Adjustment | | | As | |
Previously | Restated |
Reported | |
CONSOLIDATED STATEMENTS OF OPERATIONS | | | | | | | | | | | | |
Sale of vacation ownership products | | $ | 140 | | | $ | 1 | | | $ | 141 | |
TOTAL REVENUES | | $ | 389 | | | $ | 1 | | | $ | 390 | |
| | | |
INCOME BEFORE INCOME TAXES | | $ | 29 | | | $ | 1 | | | $ | 30 | |
NET INCOME | | $ | 18 | | | $ | 1 | | | $ | 19 | |
| | | |
Basic earnings per share | | $ | 0.52 | | | $ | 0.01 | | | $ | 0.53 | |
Diluted earnings per share | | $ | 0.50 | | | $ | 0.01 | | | $ | 0.51 | |
|
| | | | | | | | | | | | |
| | As of December 28, 2012 | |
($ in millions) | | As | | | Adjustment | | | As | |
Previously | Restated |
Reported | |
CONSOLIDATED BALANCE SHEETS | | | | | | | | | | | | |
Inventory | | $ | 881 | | | $ | 7 | | | $ | 888 | |
Other | | $ | 135 | | | $ | 2 | | | $ | 137 | |
TOTAL ASSETS | | $ | 2,604 | | | $ | 9 | | | $ | 2,613 | |
| | | |
Advance deposits | | $ | 42 | | | $ | 22 | | | $ | 64 | |
Deferred taxes | | $ | 43 | | | $ | (1 | ) | | $ | 42 | |
TOTAL LIABILITIES | | $ | 1,453 | | | $ | 21 | | | $ | 1,474 | |
| | | |
Retained earnings (deficit) | | $ | 14 | | | $ | (12 | ) | | $ | 2 | |
TOTAL EQUITY | | $ | 1,151 | | | $ | (12 | ) | | $ | 1,139 | |
TOTAL LIABILITIES AND EQUITY | | $ | 2,604 | | | $ | 9 | | | $ | 2,613 | |
|
| | | | | | | | | | | | |
| | For the Year Ended | |
December 28, 2012 |
($ in millions, except per share data) | | As | | | Adjustment | | | As | |
Previously | Restated |
Reported | |
CONSOLIDATED STATEMENTS OF OPERATIONS | | | | | | | | | | | | |
Sale of vacation ownership products | | $ | 627 | | | $ | (9 | ) | | $ | 618 | |
TOTAL REVENUES | | $ | 1,648 | | | $ | (9 | ) | | $ | 1,639 | |
| | | |
Cost of vacation ownership products | | $ | 205 | | | $ | (2 | ) | | $ | 203 | |
Marketing and sales | | $ | 330 | | | $ | (1 | ) | | $ | 329 | |
TOTAL EXPENSES | | $ | 1,623 | | | $ | (3 | ) | | $ | 1,620 | |
| | | |
INCOME BEFORE INCOME TAXES | | $ | 37 | | | $ | (6 | ) | | $ | 31 | |
Provision for income taxes | | $ | (21 | ) | | $ | (3 | ) | | $ | (24 | ) |
NET INCOME | | $ | 16 | | | $ | (9 | ) | | $ | 7 | |
| | | |
Basic earnings per share | | $ | 0.46 | | | $ | (0.27 | ) | | $ | 0.19 | |
Diluted earnings per share | | $ | 0.44 | | | $ | (0.26 | ) | | $ | 0.18 | |
|
| | | | | | | | | | | | |
| | For the Twelve Weeks Ended | |
September 7, 2012 |
($ in millions, except per share data) | | As | | | Adjustment | | | As | |
Previously | Restated |
Reported (1) | |
CONSOLIDATED STATEMENTS OF OPERATIONS | | | | | | | | | | | | |
Sale of vacation ownership products | | $ | 146 | | | $ | (3 | ) | | $ | 143 | |
TOTAL REVENUES | | $ | 386 | | | $ | (3 | ) | | $ | 383 | |
| | | |
Marketing and sales | | $ | 80 | | | $ | (1 | ) | | $ | 79 | |
TOTAL EXPENSES | | $ | 363 | | | $ | (1 | ) | | $ | 362 | |
| | | |
INCOME BEFORE INCOME TAXES | | $ | 18 | | | $ | (2 | ) | | $ | 16 | |
Provision for income taxes | | $ | (12 | ) | | $ | 1 | | | $ | (11 | ) |
NET INCOME | | $ | 6 | | | $ | (1 | ) | | $ | 5 | |
| | | |
Basic earnings per share | | $ | 0.18 | | | $ | (0.05 | ) | | $ | 0.13 | |
Diluted earnings per share | | $ | 0.17 | | | $ | (0.05 | ) | | $ | 0.12 | |
|
(1) | As previously reported amounts include interest expense amounts that have been reclassified as consumer financing interest expense to conform to our 2013 presentation. | | | | | | | | | | | |
|
| | | | | | | | | | | | |
| | For the Thirty-Six Weeks Ended | |
September 7, 2012 |
($ in millions, except per share data) | | As | | | Adjustment | | | As | |
Previously | Restated |
Reported (1) | |
CONSOLIDATED STATEMENTS OF OPERATIONS | | | | | | | | | | | | |
Sale of vacation ownership products | | $ | 425 | | | $ | (9 | ) | | $ | 416 | |
TOTAL REVENUES | | $ | 1,149 | | | $ | (9 | ) | | $ | 1,140 | |
| | | |
Cost of vacation ownership products | | $ | 141 | | | $ | (2 | ) | | $ | 139 | |
Marketing and sales | | $ | 232 | | | $ | (1 | ) | | $ | 231 | |
TOTAL EXPENSES | | $ | 1,092 | | | $ | (3 | ) | | $ | 1,089 | |
| | | |
INCOME BEFORE INCOME TAXES | | $ | 47 | | | $ | (6 | ) | | $ | 41 | |
Provision for income taxes | | $ | (24 | ) | | $ | 1 | | | $ | (23 | ) |
NET INCOME | | $ | 23 | | | $ | (5 | ) | | $ | 18 | |
| | | |
Basic earnings per share | | $ | 0.68 | | | $ | (0.16 | ) | | $ | 0.52 | |
Diluted earnings per share | | $ | 0.65 | | | $ | (0.15 | ) | | $ | 0.5 | |
|
(1) | As previously reported amounts include interest expense amounts that have been reclassified as consumer financing interest expense to conform to our 2013 presentation. | | | | | | | | | | | |
|
| | | | | | | | | | | | |
| | For the Year Ended | |
December 30, 2011 |
($ in millions, except per share data) | | As | | | Adjustment | | | As | |
Previously | Restated |
Reported | |
CONSOLIDATED STATEMENTS OF OPERATIONS | | | | | | | | | | | | |
Sale of vacation ownership products | | $ | 634 | | | $ | (7 | ) | | $ | 627 | |
Cost reimbursements | | $ | 331 | | | $ | 18 | | | $ | 349 | |
TOTAL REVENUES | | $ | 1,613 | | | $ | 11 | | | $ | 1,624 | |
| | | |
Cost of vacation ownership products | | $ | 242 | | | $ | (3 | ) | | $ | 239 | |
Marketing and sales | | $ | 342 | | | $ | (1 | ) | | $ | 341 | |
Cost reimbursements | | $ | 331 | | | $ | 18 | | | $ | 349 | |
TOTAL EXPENSES | | $ | 1,833 | | | $ | 14 | | | $ | 1,847 | |
| | | |
LOSS BEFORE INCOME TAXES | | $ | (214 | ) | | $ | (3 | ) | | $ | (217 | ) |
Benefit for income taxes | | $ | 36 | | | $ | 9 | | | $ | 45 | |
NET LOSS | | $ | (178 | ) | | $ | 6 | | | $ | (172 | ) |
| | | |
Basic loss per share | | $ | (5.29 | ) | | $ | 0.17 | | | $ | (5.12 | ) |
Diluted loss per share | | $ | (5.29 | ) | | $ | 0.17 | | | $ | (5.12 | ) |
|
| | | | | | | | | | | | |
| | For the Year Ended | |
December 31, 2010 |
($ in millions, except per share data) | | As | | | Adjustment | | | As | |
Previously | Restated |
Reported | |
CONSOLIDATED STATEMENTS OF OPERATIONS | | | | | | | | | | | | |
Sale of vacation ownership products | | $ | 635 | | | $ | (6 | ) | | $ | 629 | |
Cost reimbursements | | $ | 318 | | | $ | 14 | | | $ | 332 | |
TOTAL REVENUES | | $ | 1,584 | | | $ | 8 | | | $ | 1,592 | |
| | | |
Cost of vacation ownership products | | $ | 245 | | | $ | (2 | ) | | $ | 243 | |
Marketing and sales | | $ | 344 | | | $ | (1 | ) | | $ | 343 | |
Cost reimbursements | | $ | 318 | | | $ | 14 | | | $ | 332 | |
TOTAL EXPENSES | | $ | 1,496 | | | $ | 11 | | | $ | 1,507 | |
| | | |
INCOME BEFORE INCOME TAXES | | $ | 112 | | | $ | (3 | ) | | $ | 109 | |
Provision for income taxes | | $ | (45 | ) | | $ | (5 | ) | | $ | (50 | ) |
NET INCOME | | $ | 67 | | | $ | (8 | ) | | $ | 59 | |
| | | |
Basic earnings per share | | $ | 2 | | | $ | (0.26 | ) | | $ | 1.74 | |
Diluted earnings per share | | $ | 2 | | | $ | (0.26 | ) | | $ | 1.74 | |
The cumulative effect of the prior period misstatements of approximately $12 million was recorded as a reduction to retained earnings in our accompanying consolidated balance sheet as of December 28, 2012 and the opening December 29, 2012 balances presented in our stockholders’ equity disclosure as of September 6, 2013. The cumulative effect of the prior period misstatements of approximately $9 million will be presented in our Annual Report on Form 10-K for the fiscal year ended January 3, 2014 as a reduction to retained earnings as of January 1, 2011. |
New Accounting Standards |
Accounting Standards Update No. 2013-02 – “Comprehensive Income (Topic 220): Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income” (“ASU No. 2013-02”) |
ASU No. 2013-02, which we adopted in the first quarter of 2013, amends existing guidance by requiring that additional information be disclosed about items reclassified (“reclassification adjustments”) out of accumulated other comprehensive income. The additional information includes a separate statement of the total change for each component of other comprehensive income (for example unrealized gains or losses on available-for-sale securities or foreign currency items) and separate disclosure of both current-period other comprehensive income and reclassification adjustments. Entities are also required to present, either on the face of the income statement or in the notes to the financial statements, significant amounts reclassified out of accumulated other comprehensive income as separate line items of net income but only if the entire amount reclassified must be reclassified to net income in the same reporting period. For amounts that are not required to be reclassified in their entirety to net income, an entity must cross-reference to other disclosures that provide additional detail about those amounts. The adoption of this update did not have a material impact on our Financial Statements. |