Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Feb. 22, 2019 | Jun. 30, 2018 | |
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2018 | ||
Document Fiscal Year Focus | 2,018 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | VAC | ||
Entity Registrant Name | Marriott Vacations Worldwide Corporation | ||
Entity Central Index Key | 1,524,358 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Common Stock, Shares Outstanding | 45,209,962 | ||
Entity Public Float | $ 2,644,786,667 |
CONSOLIDATED STATEMENTS OF INCO
CONSOLIDATED STATEMENTS OF INCOME - USD ($) $ in Millions | Sep. 06, 2018 | May 14, 2018 | Feb. 16, 2018 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 30, 2016 |
REVENUES | |||||||||||||||
Revenues | $ 2,785 | $ 2,048 | $ 1,873 | ||||||||||||
Financing | 183 | 135 | 127 | ||||||||||||
Cost reimbursements | 925 | 750 | 720 | ||||||||||||
TOTAL REVENUES | $ 1,052 | $ 750 | $ 595 | $ 571 | $ 562 | $ 530 | $ 563 | $ 528 | $ 1,513 | 2,968 | 2,183 | 2,000 | |||
EXPENSES | |||||||||||||||
Marketing and sales | 527 | 388 | 334 | ||||||||||||
Financing | 65 | 43 | 43 | ||||||||||||
General and administrative | 198 | 106 | 100 | ||||||||||||
Depreciation and amortization | 62 | 21 | 21 | ||||||||||||
Litigation settlement | 46 | 4 | (1) | ||||||||||||
Royalty fee | 78 | 63 | 61 | ||||||||||||
Cost reimbursements | 925 | 750 | 720 | ||||||||||||
TOTAL EXPENSES | 939 | 698 | 546 | 518 | 493 | 472 | 489 | 483 | (1,391) | 2,701 | 1,937 | 1,800 | |||
Gains and other income, net | 21 | 6 | 11 | ||||||||||||
Interest expense | (54) | (54) | (10) | (9) | |||||||||||
ILG acquisition-related costs | 58 | (127) | (1) | 0 | |||||||||||
Other | (4) | (1) | (4) | ||||||||||||
INCOME BEFORE INCOME TAXES AND NONCONTROLLING INTERESTS | 103 | 240 | 198 | ||||||||||||
Provision for income taxes | (11) | (51) | (5) | (76) | |||||||||||
NET INCOME | 20 | 52 | 235 | 122 | |||||||||||
Net loss attributable to noncontrolling interests | 3 | 3 | 0 | 0 | |||||||||||
Net income attributable to common shareholders | $ 44 | $ (36) | $ 11 | $ 36 | $ 119 | $ 40 | $ 48 | $ 28 | $ 23 | $ 55 | $ 235 | $ 122 | |||
EARNINGS PER SHARE ATTRIBUTABLE TO COMMON SHAREHOLDERS | |||||||||||||||
Basic earnings per share (in usd per share) | $ 0.92 | $ (1.08) | $ 0.40 | $ 1.35 | $ 4.46 | $ 1.49 | $ 1.76 | $ 1.02 | $ 1.64 | $ 8.70 | $ 4.37 | ||||
Diluted earnings per share (in usd per share) | $ 0.91 | $ (1.08) | $ 0.39 | $ 1.32 | $ 4.35 | $ 1.45 | $ 1.72 | $ 1 | 1.61 | 8.49 | 4.29 | ||||
Cash dividends declared per share of common stock (in usd per share) | $ 0.40 | $ 0.40 | $ 0.40 | $ 1.65 | $ 1.45 | $ 1.25 | |||||||||
Sale of vacation ownership products | |||||||||||||||
REVENUES | |||||||||||||||
Revenues | $ 990 | $ 757 | $ 623 | ||||||||||||
EXPENSES | |||||||||||||||
Expenses | 260 | 194 | 163 | ||||||||||||
Management and exchange | |||||||||||||||
REVENUES | |||||||||||||||
Revenues | 499 | 279 | 278 | ||||||||||||
EXPENSES | |||||||||||||||
Expenses | 259 | 147 | 149 | ||||||||||||
Rental | |||||||||||||||
REVENUES | |||||||||||||||
Revenues | 371 | 262 | 252 | ||||||||||||
EXPENSES | |||||||||||||||
Expenses | $ 281 | $ 221 | $ 210 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 30, 2016 | |
Statement of Comprehensive Income [Abstract] | |||
Net income | $ 52 | $ 235 | $ 122 |
Other comprehensive (loss) income: | |||
Foreign currency translation adjustments | (5) | 12 | (6) |
Derivative instrument adjustment, net of tax | (6) | 0 | 0 |
TOTAL OTHER COMPREHENSIVE (LOSS) INCOME, NET OF TAX | (11) | 12 | (6) |
Net loss attributable to noncontrolling interests | 3 | 0 | 0 |
Other comprehensive income attributable to noncontrolling interests | 0 | 0 | 0 |
Total comprehensive loss attributable to noncontrolling interests | 3 | 0 | 0 |
Net loss attributable to noncontrolling interests | $ 44 | $ 247 | $ 116 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
ASSETS | ||
Cash and cash equivalents | $ 231 | $ 409 |
Restricted cash (including $69 and $32 from VIEs, respectively) | 383 | 82 |
Accounts receivable, net (including $11 and $6 from VIEs, respectively) | 324 | 92 |
Vacation ownership notes receivable, net (including $1,627 and $814 from VIEs, respectively) | 2,039 | 1,115 |
Inventory | 863 | 398 |
Property and equipment | 951 | 583 |
Goodwill | 2,828 | 0 |
Intangibles, net | 1,107 | 0 |
Other (including $26 and $14 from VIEs, respectively) | 292 | 166 |
TOTAL ASSETS | 9,018 | 2,845 |
LIABILITIES AND EQUITY | ||
Accounts payable | 245 | 145 |
Accrued liabilities (including $2 and $1 from VIEs, respectively) | 423 | 120 |
Contract with customer | 432 | 153 |
Payroll and benefits liability | 211 | 112 |
Deferred compensation liability | 93 | 75 |
Securitized debt, net (including $1,706 and $845 from VIEs, respectively) | 1,694 | 835 |
Debt, net | 2,124 | 260 |
Other | 12 | 14 |
Deferred taxes | 318 | 90 |
TOTAL LIABILITIES | 5,552 | 1,804 |
Contingencies and Commitments (Note 11) | ||
Preferred stock — $.01 par value; 2,000,000 shares authorized; none issued or outstanding | 0 | 0 |
Common stock — $.01 par value; 100,000,000 shares authorized; 57,626,462 and 36,861,843 shares issued, respectively | 1 | 0 |
Treasury stock — at cost; 11,633,731 and 10,400,547 shares, respectively | (790) | (694) |
Additional paid-in capital | 3,721 | 1,189 |
Accumulated other comprehensive income | 6 | 17 |
Retained earnings | 523 | 529 |
TOTAL MVW SHAREHOLDERS' EQUITY | 3,461 | 1,041 |
Noncontrolling interest | 5 | 0 |
TOTAL EQUITY | 3,466 | 1,041 |
TOTAL LIABILITIES AND EQUITY | 9,018 | 2,845 |
Advance deposits | ||
LIABILITIES AND EQUITY | ||
Contract with customer | 113 | 84 |
Deferred revenue | ||
LIABILITIES AND EQUITY | ||
Contract with customer | $ 319 | $ 69 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Restricted cash | $ 383 | $ 82 |
Accounts receivable, net | 324 | 92 |
Vacation ownership notes receivable, net | 2,039 | 1,115 |
Other assets | 292 | 166 |
Accrued liabilities | 423 | 120 |
Securitized debt, net | $ 1,694 | $ 835 |
Preferred stock, par value (in usd per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 2,000,000 | 2,000,000 |
Preferred stock, issued (in shares) | 0 | 0 |
Preferred stock, outstanding (in shares) | 0 | 0 |
Common stock, par value (in usd per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 100,000,000 | 100,000,000 |
Common stock, shares issued (in shares) | 57,626,462 | 36,861,843 |
Treasury stock, shares (in shares) | 11,633,731 | 10,400,547 |
Variable Interest Entity | ||
Restricted cash | $ 69 | $ 32 |
Accounts receivable, net | 11 | 6 |
Vacation ownership notes receivable, net | 1,627 | 814 |
Other assets | 26 | 14 |
Accrued liabilities | 2 | 1 |
Securitized debt, net | $ 1,706 | $ 845 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 30, 2016 | |
Statement of Cash Flows [Abstract] | |||
Net income | $ 52 | $ 235 | $ 122 |
OPERATING ACTIVITIES | |||
Net income | 55 | 235 | 122 |
Adjustments to reconcile net income to net cash, cash equivalents and restricted cash provided by operating activities: | |||
Depreciation and amortization of intangibles | 62 | 21 | 21 |
Amortization of debt discount and issuance costs | 16 | 10 | 6 |
Vacation ownership notes receivable reserve | 68 | 52 | 45 |
Share-based compensation | 29 | 16 | 14 |
Loss (gain) on disposal of property and equipment, net | 1 | 2 | (11) |
Deferred income taxes | 54 | (61) | 30 |
Deferred income taxes | |||
Accounts receivable | (38) | (9) | 0 |
Vacation ownership notes receivable originations | (630) | (466) | (357) |
Vacation ownership notes receivable collections | 386 | 270 | 254 |
Inventory | 9 | 45 | (1) |
Purchase of vacation ownership units for future transfer to inventory | 0 | (34) | 0 |
Other assets | 21 | (21) | 12 |
Accounts payable, advance deposits and accrued liabilities | 26 | 39 | (14) |
Deferred revenue | 35 | 9 | 15 |
Payroll and benefit liabilities | (8) | 16 | (7) |
Deferred compensation liability | 10 | 12 | 12 |
Other liabilities | 0 | 0 | 1 |
Other, net | 4 | 6 | (1) |
Net cash, cash equivalents and restricted cash provided by operating activities | 97 | 142 | 141 |
INVESTING ACTIVITIES | |||
Acquisition of a business, net of cash and restricted cash acquired | (1,393) | 0 | 0 |
Disposition of subsidiary shares to noncontrolling interest holder | 40 | 0 | 0 |
Capital expenditures for property and equipment (excluding inventory) | (40) | (26) | (35) |
Purchase of company owned life insurance | (14) | (12) | 0 |
Dispositions, net | 0 | 0 | 69 |
Net cash, cash equivalents and restricted cash (used in) provided by investing activities | (1,407) | (38) | 34 |
FINANCING ACTIVITIES | |||
Borrowings from securitization transactions | 539 | 400 | 377 |
Repayment of debt related to securitization transactions | (382) | (293) | (323) |
Proceeds from debt | 1,690 | 318 | 85 |
Repayments of debt | (215) | (88) | (85) |
Purchase of convertible note hedges | 0 | (33) | 0 |
Proceeds from issuance of warrants | 0 | 20 | 0 |
Payment of debt issuance costs | (34) | (15) | (4) |
Repurchase of common stock | (96) | (88) | (178) |
Redemption of mandatorily redeemable preferred stock of consolidated subsidiary | 0 | 0 | (40) |
Payment of dividends to common shareholders | (51) | (38) | (34) |
Payment of withholding taxes on vesting of restricted stock units | (18) | (11) | (4) |
Other, net | 0 | (1) | 0 |
Net cash, cash equivalents and restricted cash provided by (used in) financing activities | 1,433 | 171 | (206) |
Effect of changes in exchange rates on cash, cash equivalents and restricted cash | 0 | 3 | (5) |
Increase (decrease) in cash, cash equivalents and restricted cash | 123 | 278 | (36) |
Cash, cash equivalents and restricted cash, beginning of period | 491 | 213 | 249 |
Cash, cash equivalents and restricted cash, end of period | 614 | 491 | 213 |
SUPPLEMENTAL DISCLOSURES OF NON-CASH INVESTING AND FINANCING ACTIVITIES | |||
Dividends payable | 21 | 11 | 9 |
Non-cash issuance of debt in connection with acquisition of vacation ownership units | 0 | 64 | 0 |
Non-cash issuance of note receivable in connection with disposition to noncontrolling interest | 23 | 0 | 0 |
Non-cash issuance of stock in connection with ILG Acquisition | 2,505 | 0 | 0 |
Non-cash transfer from Inventory to Property and equipment | 0 | 0 | 10 |
Non-cash transfer of debt | 0 | 0 | 3 |
Property acquired via capital lease | 9 | 0 | 7 |
Interest paid, net of amounts capitalized | 55 | 22 | 23 |
Income taxes paid, net of refunds | $ 41 | $ 49 | $ 48 |
CONSOLIDATED STATEMENTS OF SHAR
CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY - USD ($) $ in Millions | Total | Common Stock | Treasury Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Income | Retained Earnings | Total MVW Shareholders' Equity | Noncontrolling Interests |
Balance (in shares) at Jan. 01, 2016 | 36,400,000 | |||||||
Balance at Jan. 01, 2016 | $ 978 | $ 0 | $ (430) | $ 1,151 | $ 11 | $ 246 | $ 978 | $ 0 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net income (loss) | 122 | 122 | 122 | 0 | ||||
Foreign currency translation adjustments | (6) | (6) | (6) | |||||
Derivative instrument adjustment | 0 | |||||||
Amounts related to share-based compensation (in shares) | 200,000 | |||||||
Amounts related to share-based compensation | 12 | 12 | 12 | |||||
Repurchase of common stock | (178) | (178) | (178) | |||||
Dividends | (34) | (34) | (34) | |||||
Employee stock plan issuance | 1 | 1 | 1 | |||||
Balance (in shares) at Dec. 30, 2016 | 36,600,000 | |||||||
Balance at Dec. 30, 2016 | 895 | $ 0 | (607) | 1,163 | 5 | 334 | 895 | 0 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net income (loss) | 235 | 235 | 235 | 0 | ||||
Foreign currency translation adjustments | 12 | 12 | 12 | |||||
Derivative instrument adjustment | 0 | |||||||
Amounts related to share-based compensation (in shares) | 300,000 | |||||||
Amounts related to share-based compensation | 5 | 5 | 5 | |||||
Repurchase of common stock | (88) | (88) | (88) | |||||
Dividends | (40) | (40) | (40) | |||||
Equity component of convertible notes, net of issuance costs | 33 | 33 | 33 | |||||
Purchase of convertible note hedges | (33) | (33) | (33) | |||||
Issuance of warrants | 20 | 20 | 20 | |||||
Employee stock plan issuance | $ 2 | 1 | 1 | 2 | ||||
Balance (in shares) at Dec. 31, 2017 | 36,861,843 | 36,900,000 | ||||||
Balance at Dec. 31, 2017 | $ 1,041 | $ 0 | (694) | 1,189 | 17 | 529 | 1,041 | 0 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net income (loss) | 52 | 55 | 55 | (3) | ||||
ILG Acquisition (in shares) | 20,500,000 | |||||||
ILG Acquisition | 2,438 | $ 1 | 2,408 | 2,409 | 29 | |||
Disposition of subsidiary shares to noncontrolling interest holder | 51 | 72 | 72 | (21) | ||||
Foreign currency translation adjustments | (5) | (5) | (5) | |||||
Derivative instrument adjustment | (6) | (6) | (6) | |||||
Amounts related to share-based compensation (in shares) | 200,000 | |||||||
Amounts related to share-based compensation | 52 | 52 | 52 | |||||
Repurchase of common stock | (96) | (96) | (96) | |||||
Dividends | $ (61) | (61) | (61) | |||||
Balance (in shares) at Dec. 31, 2018 | 57,626,462 | 57,600,000 | ||||||
Balance at Dec. 31, 2018 | $ 3,466 | $ 1 | $ (790) | $ 3,721 | $ 6 | $ 523 | $ 3,461 | $ 5 |
BASIS OF PRESENTATION
BASIS OF PRESENTATION | 12 Months Ended |
Dec. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
BASIS OF PRESENTATION | BASIS OF PRESENTATION The consolidated financial statements present the results of operations, financial position and cash flows of Marriott Vacations Worldwide Corporation (referred to in this report as “we,” “us,” “Marriott Vacations Worldwide,” “MVW” or “the Company,” which includes our consolidated subsidiaries except where the context of the reference is to a single corporate entity). In order to make this report easier to read, we refer throughout to (i) our Consolidated Financial Statements as our “Financial Statements,” (ii) our Consolidated Statements of Income as our “Income Statements,” (iii) our Consolidated Balance Sheets as our “Balance Sheets,” and (iv) our Consolidated Statements of Cash Flows as our “Cash Flows.” In addition, references throughout to numbered “Footnotes” refer to the numbered Notes in these Notes to Consolidated Financial Statements, unless otherwise noted. We also refer to Marriott International, Inc. as “Marriott International” and Marriott International’s Marriott Bonvoy customer loyalty program, which replaced the Marriott Rewards, Starwood Preferred Guest (“SPG”) and The Ritz-Carlton Rewards customer loyalty programs, as “Marriott Bonvoy.” We use certain other terms that are defined within these Financial Statements. The 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. References in these Financial Statements to net income attributable to common shareholders and MVW shareholders’ equity do not include noncontrolling interests, which represent the outside ownership of our consolidated non-wholly owned entities and are reported separately. Intercompany accounts and transactions between consolidated companies have been eliminated in consolidation. These Financial Statements reflect our financial position, results of operations and cash flows as prepared in conformity with United States Generally Accepted Accounting Principles (“GAAP”). 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, allocations of the purchase price paid in business combinations, cost of vacation ownership products, inventory valuation, goodwill and intangibles valuation, property and equipment valuation, accounting for acquired vacation ownership notes receivable, vacation ownership notes receivable reserves, income taxes and loss contingencies. Accordingly, actual amounts may differ from these estimated amounts. We adopted Accounting Standards Update (“ASU”) 2014-09 “ Revenue from Contracts with Customers (Topic 606), ” as amended (“ASU 2014-09”), effective January 1, 2018, the first day of our 2018 fiscal year, and refer to it as the new “Revenue Standard” throughout these Financial Statements. We have restated our previously reported historical results within these Financial Statements to conform with the adoption of the new Revenue Standard. See “ New Accounting Standards ” in Footnote 2 “Summary of Significant Accounting Policies” for additional information on ASU 2014-09 and Footnote 21 “Adoption Impact of New Revenue Standard” for further discussion of the adoption and the impact on our previously reported historical results. Unless otherwise specified, each reference to a particular year in these Financial Statements means the fiscal year ended on the date shown in the following table, rather than the corresponding calendar year. Beginning with our 2017 fiscal year, we changed our financial reporting cycle to a calendar year-end and end-of-month quarterly reporting cycle. Fiscal Year Fiscal Year-End Date Number of Days 2018 December 31, 2018 365 2017 December 31, 2017 366 2016 December 30, 2016 364 Acquisition of ILG On September 1, 2018 (the “Acquisition Date”), we completed the previously announced acquisition of ILG, LLC, formerly known as ILG, Inc. (“ILG”) through a series of transactions (the “ILG Acquisition”), after which ILG became our indirect wholly-owned subsidiary. The Financial Statements in this report include ILG’s results of operations from the Acquisition Date through year-end 2018 and reflect the financial position of our combined company at December 31, 2018. We refer to our business associated with brands that existed prior to the ILG Acquisition as “Legacy-MVW” and to ILG’s business and brands that we acquired as “Legacy-ILG.” See Footnote 3 “Acquisitions and Dispositions” for more information on the ILG Acquisition. Reclassifications We have reclassified the following prior year amounts to conform to the current year presentation: • Reclassified Resort management and other services revenue to Management and exchange revenue; • Reclassified Resort management and other services expense to Management and exchange expense; • Consolidated Consumer financing interest expense into Financing expense; • Reclassified depreciation expense from Marketing and sales expense, Management and exchange expense, Rental expense, and General and administrative expense to Depreciation and amortization expense; • Reclassified costs related to the ILG Acquisition from Other expense to ILG acquisition-related costs; • Reclassified $330 million of land and infrastructure from Inventory to Property and equipment at December 31, 2017; and • Reclassified $835 million |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Revenue Recognition We account for revenue in accordance with Accounting Standards Codification (“ASC”) Topic 606, “ Revenue from Contracts with Customers ” (“ASC 606”), which we adopted on January 1, 2018, using the retrospective method. See “ New Accounting Standards ” below for additional information and Footnote 21 “Adoption Impact of New Revenue Standard” for further discussion of the adoption and the impact on our previously reported historical results. Sale of Vacation Ownership Products We market and sell vacation ownership products in our Vacation Ownership segment. Vacation ownership products include deeded vacation ownership products, deeded beneficial interests, rights to use real estate and other interests in trusts that solely hold real estate (collectively “vacation ownership products” or “VOIs”). Vacation ownership products may be sold for cash or we may provide financing. In connection with the sale of vacation ownership products, we provide sales incentives to certain purchasers and, in certain cases, membership in a brand affiliated club. Non-cash incentives typically include Marriott Bonvoy, Hyatt’s customer loyalty program points (“World of Hyatt” points) or an alternative sales incentive that we refer to as “plus points.” Plus points are redeemable for stays at our resorts or for use in an exclusive selection of travel packages provided by affiliate tour operators (the “Explorer Collection”), generally up to two years from the date of issuance. Typically, sales incentives are only awarded if the sale is closed. Upon execution of a legal sales agreement, we typically receive an upfront deposit from our customer with the remainder of the purchase price for the vacation ownership product to either be collected at closing (“cash contract”) or financed by the customer through our financing programs (“financed contract”). Refer to “ Financing Revenues ” below for further information regarding financing terms. Customer deposits received for contracts are recorded as Advance deposits on our Balance Sheets until the point in time at which control of the vacation ownership product has transferred to the customer. Our assessment of collectibility of the transaction price for sales of vacation ownership products is aligned with our credit granting policies for financed contracts. In determining the consideration to which we expect to be entitled for financed contracts, we include estimated variable consideration in the transaction price to the extent it is probable that a significant reversal of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is resolved. Our estimates of variable consideration and determination of whether to include estimated amounts in the transaction price are based largely on the customer class and the results of our static pool analyses, which rely on historical payment data by customer class as described in “ Loan Loss Reserves ” below. Variable consideration which has not been included within the transaction price is presented as a reserve on vacation ownership notes receivable. Revisions to estimates of variable consideration from the sale of vacation ownership products impact the reserve on vacation ownership notes receivable and can increase or decrease revenue. Revenues were reduced during 2018 by $4 million due to changes in our estimate of variable consideration for performance obligations that were satisfied in prior periods. In addition, we account for cash incentives provided to customers as a reduction of the transaction price. Refer to “ Arrangements with Multiple Performance Obligations ” below for a description of our methods of allocating transaction price to each performance obligation. We evaluated our business practices, and the underlying risks and rewards associated with vacation ownership products and the respective timing that such risks and rewards are transferred to the customer in determining the point in time at which control of the vacation ownership product is transferred to the customer. Based upon the different terms of the contracts with the customer and business practices, we transfer control of the vacation ownership product at different times for Legacy-MVW and Legacy-ILG. We recognize revenue on the sale of Legacy-MVW vacation ownership products at closing. We recognize revenue on the sale of Legacy-ILG vacation ownership products upon expiration of the rescission period and completion of construction. Revenue for non-cash incentives, such as plus points, is recorded as Deferred revenue on our Balance Sheets at closing and is recognized as rental revenue upon transfer of control to the customer, which typically occurs upon delivery of the incentive, or at the point in time when the incentive is redeemed. For non-cash incentives provided by third parties (i.e. Marriott Bonvoy points, World of Hyatt points or third-party Explorer Collection offerings), we evaluated whether we control the underlying good or service prior to delivery to the customer. We concluded that we are an agent for those non-cash incentives which we do not control prior to delivery and as such record the related revenue net of the related cost upon recognition. Management and Exchange Revenues and Cost Reimbursements Revenues Ancillary Revenues Ancillary revenues consist of goods and services that are sold or provided by us at food and beverage outlets, golf courses and other retail and service outlets located at our resorts. Payments for such goods and services are generally received at the point of sale in the form of cash or credit card charges. For goods and services sold, we evaluate whether we control the underlying goods or services prior to delivery to the customer. For transactions where we do not control the goods or services prior to delivery, the related revenue is recorded net of the related cost upon recognition. We recognize ancillary revenue at the point in time when goods have been provided and/or services have been rendered. Management Fee Revenues and Cost Reimbursements Revenues We provide day-to-day-management services, including housekeeping services, operation of reservation systems, maintenance and certain accounting and administrative services for property owners’ associations, condominium owners and hotels. We generate revenue from fees we earn for managing vacation ownership resorts, clubs, owners’ associations, condominiums and hotels. In our Vacation Ownership segment, these fees are earned regardless of usage or occupancy and are typically based on either a percentage of the budgeted costs to operate the resorts or a fixed fee arrangement (“VO management fee revenues”). In our Exchange & Third-Party Management segment, we earn base management fees which are typically either (i) fixed amounts, (ii) amounts based on a percentage of adjusted gross lodging revenue, or (iii) various revenue sharing agreements based on stated formulas (“Base management fee revenues”) and incentive management fees, which are generally a percentage of either operating profits or improvement in operating profits (“Incentive management fees”). In addition, we receive reimbursement of costs incurred on behalf of our customers, which consist of actual expenses with no added margin (“cost reimbursements”). Vacation Ownership segment cost reimbursements revenues exclude amounts that we have paid to the property owners’ associations related to maintenance fees for unsold vacation ownership products, as we have concluded that such payments are consideration payable to a customer. Management fees are collected over time or upfront depending upon the specific management contract. Cost reimbursements are received over time and considered variable consideration. We have determined that a significant financing component does not exist as a substantial amount of the consideration promised by the customer is paid when the associated variable consideration is determined. We evaluated the nature of the management services provided and concluded that the management services constitute a series of distinct services to be accounted for as a single performance obligation transferred over time. We use an input method, the number of days that management services are provided, to recognize VO management fee revenues and Base management fee revenues, which is consistent with the pattern of transfer to the customers who receive and consume the benefits as services are provided each day. We recognize incentive management fees as earned throughout the incentive period based on actual results, which is subject to estimation of the transaction price. Any consideration we receive in advance of services being rendered is recorded as Deferred revenue on our Balance Sheets and is recognized ratably across the service period to which it relates. We recognize variable consideration for Cost reimbursements revenues when the reimbursable costs are incurred. Other Services Revenues Other services revenues includes revenues from membership fees, club dues and additional fees for services we provide to customers. Membership fees and club dues are received in advance of providing access to the exchange services, are recorded as Deferred revenue on our Balance Sheets and are earned regardless of whether exchange services are provided. Generally, Interval International memberships are cancelable and refundable on a pro-rata basis, with the exception of the Interval International network’s Platinum tier which is non-refundable. Transaction-based fees are typically collected at a point in time. We have determined that exchange services constitute a stand-ready obligation for us to provide unlimited access to exchange services over a defined period of time, when and if a customer (or customer of a customer) requests. We have determined that customers benefit from the stand-ready obligation evenly throughout the period in which the customer has access to exchange services and as such, recognize membership fees and club dues on a straight-line basis over the related period of time. Transaction-based fees are recognized as revenue at the point in time at which the relevant goods or services are transferred to the customer. For transaction-based fees, we evaluate whether we control the underlying goods or services prior to delivery to the customer. Transaction-based fees from exchanges and other transactions in our Exchange & Third-Party Management segment are generally recognized when confirmation of the transaction is provided and services have been rendered. For transactions where we do not control the goods or services prior to delivery, the related revenue is recorded net of the related cost upon recognition. Financing Revenues We offer consumer financing as an option to qualifying customers purchasing vacation ownership products, which is collateralized by the underlying vacation ownership products. We recognize interest income on an accrual basis. The contractual terms of the financing agreements require that the contractual level of annual principal payments be sufficient to amortize the loan over a customary period for the vacation ownership product being financed, which is generally ten years. Generally, payments commence under the financing contracts 30 to 60 days after closing. We record the difference between the vacation ownership note receivable and the variable consideration included in the transaction price for the sale of the related vacation ownership product as a reserve on our vacation ownership notes receivable. We earn interest income from the financing arrangements on the principal balance outstanding over the life of the arrangement and record that interest income in Financing revenues on our Income Statements. In addition, we recognize interest income related to our acquired vacation ownership notes receivable using the level yield method. See Footnote 6 “Vacation Ownership Notes Receivable” for additional information related to the accounting for our acquired vacation ownership notes receivable. Financing revenues include transaction-based fees we charge to owners and other third parties for services. We recognize fee revenues when services have been rendered. Rental Revenues In our Vacation Ownership segment, we generate revenue from rentals of inventory that we hold for sale as interests in our vacation ownership programs, inventory that we control because our owners have elected alternative usage options permitted under our vacation ownership programs and rentals of owned-hotel properties. In our Exchange & Third-Party Management segment, we offer vacation rental opportunities for managed properties and to members of the Interval International network and certain other membership programs from seasonal oversupply or underutilized space, as well as sourced resort accommodations. We receive payments for rentals primarily through credit card charges. We recognize rental revenues when occupancy has occurred, which is consistent with the period in which the customer benefits from such service. We recognize rental revenue from the utilization of plus points issued in connection with the sale of vacation ownership products as described in “ Sale of Vacation Ownership Products ” above. We also generate revenues from vacation packages sold to our customers. The packages have an expiration period of six to twenty-four months, and payments for such packages are non-refundable and generally paid by the customer in advance. Payments received in advance are recorded as Advance deposits on our Balance Sheets, until the revenue is recognized, when occupancy has occurred. For rental revenues associated with vacation ownership products which we own and which are registered and held for sale, to the extent that the proceeds are less than costs, revenues are reported net in accordance with ASC Topic 978, “ Real Estate – Time-Sharing Activities .” Arrangements with Multiple Performance Obligations Our contracts with customers may include multiple performance obligations. For such arrangements, we allocate revenue to each performance obligation based on its relative standalone selling price. In cases where the standalone selling price is not readily available, we generally determine the standalone selling prices utilizing the adjusted market approach, using prices from similar contracts, our historical pricing on similar contracts, our internal marketing and selling data and other internal and external inputs we deem to be appropriate. Significant judgment is required in determining the standalone selling price under the adjusted market approach. Receivables, Contract Assets & Contract Liabilities As discussed above, the payment terms and conditions in our customer contracts vary. In some cases, customers prepay for their goods and services; in other cases, after appropriate credit evaluations, payment is due in arrears. When the timing of our delivery of goods and services is different from the timing of the payments made by customers, we recognize either a contract asset (performance precedes contractual due date) or a contract liability (customer payment precedes performance or when we have a right to consideration that is unconditional before the transfer of goods or services to a customer). Receivables are recorded when the right to consideration becomes unconditional. Contract liabilities are recognized as revenue as (or when) we perform under the contract. See Footnote 4 “Revenue” for additional information related to our receivables, contract assets and contract liabilities. Costs Incurred to Sell Vacation Ownership Products We charge marketing and sales costs we incur to sell vacation ownership products to expense when incurred. Earnings Per Share Attributable to Common Shareholders Basic earnings per share attributable to common shareholders is calculated by dividing the earnings available to common shareholders by the weighted average number of common shares outstanding for the period. Diluted earnings per share attributable to common shareholders is calculated to give effect to all potentially dilutive common shares that were outstanding during the reporting period. The dilutive effect of outstanding equity-based compensation awards is reflected in diluted earnings per share attributable to common shareholders by application of the treasury stock method. Business Combinations We allocate the purchase price of an acquisition to the tangible and intangible assets acquired and liabilities assumed based on their estimated fair values at the acquisition date. We recognize as goodwill the amount by which the purchase price of an acquired entity exceeds the net of the fair values assigned to the assets acquired and liabilities assumed. In determining the fair values of assets acquired and liabilities assumed, we use various recognized valuation methods including the income, cost and market approaches. Further, we make assumptions within certain valuation techniques, including discount rates, royalty rates, and the amount and timing of future cash flows. We record the net assets and results of operations of an acquired entity in our Financial Statements from the acquisition date. We initially perform these valuations based upon preliminary estimates and assumptions by management or independent valuation specialists under our supervision, where appropriate, and make revisions as estimates and assumptions are finalized. We expense acquisition-related costs as we incur them. See Footnote 3 “Acquisitions and Dispositions” for additional information. As part of our accounting for business combinations we are required to determine the useful lives of identifiable intangible assets recognized separately from goodwill. The useful life of an intangible asset is the period over which the asset is expected to contribute directly or indirectly to the future cash flows of the acquired business. An intangible asset with a finite useful life shall be amortized; an intangible asset with an indefinite useful life shall not be amortized. We base the estimate of the useful life of an intangible asset on an analysis of all pertinent factors, in particular, all of the following factors with no one factor being more presumptive than the other: • The expected use of the asset. • The expected useful life of another asset or a group of assets to which the useful life of the intangible asset may relate. • Any legal, regulatory, or contractual provisions that may limit the useful life. • Our own historical experience in renewing or extending similar arrangements, consistent with our intended use of the asset, regardless of whether those arrangements have explicit renewal or extension provisions. • The effects of obsolescence, demand, competition, and other economic factors. • The level of maintenance expenditures required to obtain the expected future cash flows from the asset. If no legal, regulatory, contractual, competitive, economic, or other factors limit the useful life of an intangible asset to the reporting entity, the useful life of the asset shall be considered to be indefinite. The term indefinite does not mean the same as infinite or indeterminate. The useful life of an intangible asset is indefinite if that life extends beyond the foreseeable horizon; that is, there is no foreseeable limit on the period of time over which it is expected to contribute to the cash flows of the acquired business. Although we believe the assumptions and estimates we have made have been reasonable and appropriate, they are based in part on historical experience and information obtained from the management of the acquired entity and are inherently uncertain. Examples of critical estimates in accounting for acquisitions include but are not limited to future expected cash flows from sales of products and services and related contracts and agreements and discount and long-term growth rates. Unanticipated events and circumstances may occur which could affect the accuracy or validity of our assumptions, estimates or actual results. Additionally, when acquiring a company who has recorded deferred revenue in its historical, pre-acquisition financial statements, we are required as part of purchase accounting to re-measure the deferred revenue as of the acquisition date. Deferred revenue is re-measured to represent solely the cost that relates to the associated legal performance obligation which we assumed as part of the acquisition, plus a normal profit margin representing the level of effort or risk assumed. Legal performance obligations that simply relate to the passage of time would not result in recognized deferred revenue as there is little to no associated cost. This purchase accounting treatment typically results in lower amounts of revenue recognized in a reporting period following the acquisition than would have otherwise been recognized on a historical basis. Capitalization of Costs We capitalize costs clearly associated with the acquisition of real estate when a transaction is accounted for as an asset acquisition under ASC Topic 805, “ Business Combinations ” (“ASC 805”) . Alternatively, when acquired real estate constitutes a business under ASC 805, transaction costs are expensed as incurred. We capitalize interest and certain salaries and related costs incurred in connection with the following: (1) development and construction of sales centers; (2) internally developed software; and (3) development and construction projects for our real estate inventory. We capitalize costs clearly associated with the development and construction of a real estate project when it is probable that we will acquire a property. We capitalize salary and related costs only to the extent they directly relate to the project. We capitalize interest expense, taxes and insurance costs when activities that are necessary to get the property ready for its intended use are underway. We cease capitalization of costs during prolonged gaps in development when substantially all activities are suspended or when projects are considered substantially complete. Capitalized salaries and related costs totaled $6 million in each of 2018 , 2017 and 2016 . Variable Interest Entities We consolidate entities under our control, including variable interest entities (“VIEs”) where we are deemed to be the primary beneficiary. In accordance with the applicable accounting guidance for the consolidation of VIEs, we analyze our variable interests, including loans, guarantees and equity investments, to determine if an entity in which we have a variable interest is a variable interest entity. Our analysis includes both quantitative and qualitative reviews. We base our quantitative analysis on the forecasted cash flows of the entity, and our qualitative analysis on our review of the design of the entity, its organizational structure including decision-making ability, and relevant financial agreements. We also use our qualitative analyses to determine if we must consolidate a variable interest entity because we are its primary beneficiary. Fair Value Measurements We have few financial instruments that we must measure at fair value on a recurring basis. See Footnote 7 “Financial Instruments” for further information. We also apply the provisions of fair value measurement to various non-recurring measurements for our financial and non-financial assets and liabilities. The applicable accounting standards define fair value as the price that would be received upon selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (an exit price). We measure fair value of our assets and liabilities using inputs from the following three levels of the fair value hierarchy: • Level 1 inputs are unadjusted quoted prices in active markets for identical assets or liabilities that we have the ability to access at the measurement date. • Level 2 inputs include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (i.e., interest rates, yield curves, etc.), and inputs that are derived principally from or corroborated by observable market data by correlation or other means (market corroborated inputs). • Level 3 includes unobservable inputs that reflect our assumptions about what factors market participants would use in pricing the asset or liability. We develop these inputs based on the best information available, including our own data. Cash and Cash Equivalents We consider all highly liquid investments with an initial purchase maturity of three months or less at the date of purchase to be cash equivalents. Restricted Cash Restricted cash primarily consists of cash restricted for use by consolidated property owners’ associations which is designated for resort operations and other specific uses, such as reserves, cash held in a reserve account related to vacation ownership notes receivable securitizations, cash collected for maintenance fees to be remitted to property owners’ associations, and deposits received and held in escrow, primarily associated with the sale of vacation ownership products. Accounts Receivable Accounts receivable are stated at amounts due from customers, principally resort developers, members and managed properties, net of an allowance for doubtful accounts. Accounts receivable outstanding longer than the contractual payment terms are considered past due. We determine our allowance for accounts receivables by considering a number of factors, including the length of time accounts receivable are past due, previous loss history, our judgment as to the specific customer’s current ability to pay its obligation and the condition of the general economy. Our policy for determining our allowance for doubtful accounts consists of both general and specific reserves. The general reserve methodology is distinct for each business based on its historical collection experience and past practice. Predominantly, receivables greater than 120 days past due are applied a general reserve factor, while receivables 180 days or more past due are fully reserved. The determination of when to apply a specific reserve requires judgment and is directly related to the particular customer collection issue identified, such as known liquidity constraints, insolvency concerns or litigation. We write off accounts receivable when they become uncollectible once we have exhausted all means of collection. Loan Loss Reserves We record the difference between the vacation ownership note receivable and the variable consideration included in the transaction price for the sale of the related vacation ownership product as a reserve on our vacation ownership notes receivable. See “Financing Revenues” above for further information. Legacy-MVW Vacation Ownership Notes Receivable Although we consider loans to owners to be past due if we do not receive payment within 30 days of the due date, we suspend accrual of interest only on those loans that are over 90 days past due. We consider loans over 150 days past due to be in default and fully reserve such amounts. We apply payments we receive for vacation ownership notes receivable on non-accrual status first to interest, then to principal and any remainder to fees. We resume accruing interest when vacation ownership notes receivable are less than 90 days past due. We do not accept payments for vacation ownership notes receivable during the foreclosure process unless the amount is sufficient to pay all past due principal, interest, fees and penalties owed and fully reinstate the note. We write off vacation ownership notes receivable against the reserve once we receive title to the vacation ownership products through the foreclosure or deed-in-lieu process or, in Asia Pacific or Europe, when revocation is complete. For both Legacy-MVW non-securitized and securitized vacation ownership notes receivable, we estimated average remaining default rates of 7.01 percent and 7.16 percent as of December 31, 2018 and December 31, 2017 , respectively. A 0.5 percent age point increase in the estimated default rate would have resulted in an increase in the related vacation ownership notes receivable reserve of $7 million and $6 million as of December 31, 2018 and December 31, 2017 , respectively. For additional information on our Legacy-MVW vacation ownership notes receivable, including information on the related reserves, see Footnote No. 6 “Vacation Ownership Notes Receivable.” Legacy-ILG Vacation Ownership Notes Receivable On an ongoing basis, we monitor the credit quality of our Legacy-ILG vacation ownership notes receivable portfolio based on payment activity as follows: • Current — The vacation ownership note receivable is in good standing as payments and reporting are current per the terms contractually stipulated in the agreement. • Delinquent — We consider a vacation ownership note receivable to be delinquent based on the contractual terms of each individual financing agreement. • Non-performing — Our vacation ownership notes receivable are generally considered non-performing if interest or principal is more than 30 days past due. All non-performing vacation ownership notes receivable are placed on non-accrual status and we do not resume interest accrual until the vacation ownership notes receivable becomes contractually current. We apply payments we receive for vacation ownership notes receivable on non-performing status first to interest, then to principal, and any remainder to fees. We consider vacation ownership notes receivable to be in default upon reaching 120 days outstanding. We use the origination of the vacation ownership notes receivable by brand (Hyatt, Sheraton, Westin) and the FICO scores of the customer as the primary credit quality indicators for our Legacy-ILG vacation ownership notes receivable, as historical performance indicates that there is a relationship between the default behavior of borrowers and the brand associated with the vacation ownership property they have acquired, supplemented by the FICO scores of the customers. At December 31, 2018 , the weighted average FICO score within our consolidated Legacy-ILG vacation ownership notes receivable pools was 710 based upon the outstanding vacation ownership notes receivable balance at time of origination. The average estimated rate for all future defaults for our Legacy-ILG consolidated outstanding pool of vacation ownership notes receivable as of December 31, 2018 was 12.37 percent . A 0.5 percent age point increase in the estimated default rate on the Legacy-ILG originated vacation ownership notes receivable would have resulted in an increase in the related vacation ownership notes receivable reserve of $1 million as of December 31, 2018 . For additional information on our Legacy-ILG vacation ownership notes receivable, including information on the related reserves, see Footnote No. 6 “Vacation Ownership Notes Receivable.” Inventory Our inventory consists primarily of completed vacation ownership products and vacation ownership products under construction. We carry our inventory at the lower of (1) cost, including costs of improvements and amenities incurred subsequent to acquisition, capitalized interest and real estate taxes plus other costs incurred during construction, or (2) estimated fair value, less costs to sell, which can result in impairment charges and/or recoveries of previous impairments. We account for vacation ownership inventory and cost of vacation ownership products in accordance with the authoritative guidance for accounting for real estate time-sharing transactions, which defines a specific application of the relative sales value method for reducing vacation ownership inventory and recording cost of sales as described in our policy for revenue recognition for vacation ownership products. Also, pursuant to the guidance for accounting for real estate time-sharing transactions, we do not reduce inventory for cost of vacation ownership products related to variable consideration which has not been included within the transaction price (accordingly, no adjustment is made when inventory is reacquired upon default of the related receivable). These standards provide for changes in estimates within the relative sales value calculations to be accounted for as real estate inventory true-ups, which we refer to as product cost true-up activity, and are recorded in Cost of vacation ownership prod |
ACQUISITIONS AND DISPOSITIONS
ACQUISITIONS AND DISPOSITIONS | 12 Months Ended |
Dec. 31, 2018 | |
Business Combinations [Abstract] | |
ACQUISITIONS AND DISPOSITIONS | ACQUISITIONS AND DISPOSITIONS ILG Acquisition On September 1, 2018, we completed the ILG Acquisition. ILG is a leading provider of professionally delivered vacation experiences with a portfolio of leisure businesses ranging from vacation exchange and rental services to vacation ownership, and is the exclusive global licensee for the Hyatt, Sheraton and Westin brands in vacation ownership.The combination of our brands creates a leading global provider of upper upscale vacation ownership, exchange networks and management services with access to world-class loyalty programs and an expanded portfolio of highly demanded vacation destinations. Shareholders of ILG received 0.165 shares of our common stock and $14.75 in cash for each share of ILG common stock. The following table presents the fair value of each class of consideration transferred at the Acquisition Date. (in millions, except per share amounts) Equivalent shares of Marriott Vacations Worldwide common stock issued in exchange for ILG outstanding shares 20.5 Marriott Vacations Worldwide common stock price per share as of Acquisition Date $ 119.00 Fair value of Marriott Vacations Worldwide common stock issued in exchange for ILG outstanding shares 2,441 Cash consideration to ILG shareholders, net of cash acquired of $154 million 1,680 Fair value of ILG equity-based awards attributed to pre-combination service 64 Total consideration transferred, net of cash acquired 4,185 Noncontrolling interests 29 $ 4,214 Preliminary Fair Values of Assets Acquired and Liabilities Assumed We accounted for the ILG Acquisition as a business combination, which requires us to record the assets acquired and liabilities assumed at fair value as of the Acquisition Date. The amounts recorded for certain assets and liabilities are preliminary in nature and are subject to adjustment as additional information is obtained about the facts and circumstances that existed as of the Acquisition Date. We are continuing to evaluate the underlying inputs and assumptions used in our valuations. Accordingly, these preliminary estimates are subject to change during the measurement period, which is up to one year from the Acquisition Date, as permitted under GAAP. Any potential adjustments made could be material in relation to the values presented in the table below. During the fourth quarter of 2018, we refined our valuation models to reflect changes in assumptions related to operating margins, discount rates, remaining useful lives, tax rates and growth rates. The following table presents our preliminary estimates of the fair values of the assets that we acquired and the liabilities that we assumed in connection with the business combination as previously reported at the end of the third quarter of 2018 and as of year-end 2018. ($ in millions) September 1, 2018 (as previously reported) Adjustments (1) September 1, 2018 (as adjusted) Vacation ownership notes receivable $ 736 $ 17 $ 753 Inventory 494 (20 ) 474 Property and equipment 384 (10 ) 374 Intangible assets 1,223 (57 ) 1,166 Other assets 581 39 620 Deferred revenue (217 ) — (217 ) Deferred taxes (174 ) (5 ) (179 ) Debt (392 ) — (392 ) Securitized debt from VIEs (696 ) (6 ) (702 ) Other liabilities (476 ) (35 ) (511 ) Net assets acquired 1,463 (77 ) 1,386 Goodwill (2) 2,747 81 2,828 $ 4,210 $ 4 $ 4,214 _________________________ (1) Adjustments to Goodwill include the correction of an immaterial prior period error related to $30 million of acquisition-related costs incurred by Legacy-ILG prior to the Acquisition Date, that we paid in connection with the completion of the ILG Acquisition. These costs were incorrectly expensed as “ILG acquisition-related costs” during the third quarter of 2018, and during the fourth quarter of 2018 were reclassified to Goodwill. (2) Goodwill is calculated as total consideration transferred, net of cash acquired, less identified net assets acquired and it primarily represents the value that we expect to obtain from synergies and growth opportunities from our combined operations. Vacation Ownership Notes Receivable We acquired vacation ownership notes receivable which consist of loans to customers who purchased vacation ownership products and chose to finance their purchase. These vacation ownership notes receivable are collateralized by the underlying VOIs and generally have terms ranging from five to 15 years. We provisionally estimated the fair value of the vacation ownership notes receivables using a discounted cash flow model, which calculated a present value of expected future cash flows over the term of the respective vacation ownership notes receivable (Level 2). We are continuing to evaluate the significant assumptions underlying the discounted cash flow model including default and prepayment assumptions, which could result in changes to our provisional estimate. See Footnote 6 “Vacation Ownership Notes Receivable” for additional information. Inventory We acquired inventory which consists of completed unsold VOIs and vacation ownership projects under construction. We provisionally estimated the value of acquired inventory using an income approach, which is primarily based on significant Level 3 assumptions, such as estimates of future income growth, capitalization rates, discount rates and capital expenditure needs of the relevant properties. We are continuing to assess the market assumptions and property conditions, which could result in changes to these provisional values. Property and Equipment We acquired property and equipment, which includes four owned hotels, information technology, ancillary business assets, furniture and equipment and land held for future development. We provisionally estimated the value of the property and equipment using a combination of the income, cost, and market approaches, which are primarily based on significant Level 3 assumptions, such as estimates of future income growth, capitalization rates, discount rates, and capital expenditure needs of the hotels. We are continuing to assess the market assumptions and property conditions, which could result in changes to these provisional values. Goodwill The following table details the carrying amount of our goodwill at December 31, 2018 and reflects our preliminary estimate of goodwill added as a result of the ILG Acquisition. The assignment of goodwill to our reporting units may change during the measurement period as we have not yet finalized the fair value of the assets and liabilities assumed in the ILG Acquisition. ($ in millions) Vacation Ownership Segment Exchange & Third-Party Management Segment Total Consolidated Year-End 2018 Balance Goodwill $ 2,448 $ 380 $ 2,828 Intangible Assets The following table presents our preliminary estimates of the fair values of the identified intangible assets acquired in the ILG Acquisition and their related estimated useful lives. Estimated Fair Value ($ in millions) Estimated Useful Life (in years) Member relationships $ 695 15 to 20 Management contracts 356 15 to 25 Management contracts (1) 33 indefinite Trade names and trademarks 82 indefinite $ 1,166 _________________________ (1) The indefinite-lived management contracts, by their terms, continue for the foreseeable horizon. There are no legal, regulatory, contractual, competitive, economic or other factors which limit the period of time over which these resort management contracts are expected to contribute future cash flows. We provisionally estimated the value of the trade names and trademarks using the relief-from-royalty method, which applies an estimated royalty rate to forecasted future cash flows, discounted to present value. We estimated the value of management contracts and member relationships using the multi-period excess earnings method, which is a variation of the income approach. This method estimates an intangible asset’s value based on the present value of the incremental after-tax cash flows attributable to the intangible asset. These valuation approaches utilize Level 3 inputs, and we continue to review the related contracts and historical performance in addition to evaluating the inputs, including the discount rates and renewal and growth assumptions, which could result in changes to these provisional values. Deferred Revenue Deferred revenue primarily relates to membership fees, which are deferred and recognized over the terms of the applicable memberships, ranging from one to five years, on a straight-line basis. Additionally, deferred revenue includes maintenance fees collected from owners, in certain cases, which are earned by the relevant property owners’ association over the applicable period. We provisionally estimated the value of the deferred revenue utilizing Level 3 inputs based on a review of existing deferred revenue balances against legal performance obligations. We continue to review the related contracts in addition to evaluating the inputs, including the discount rates, which could result in changes to the provisional estimate. Deferred Income Taxes Deferred income taxes primarily relate to the fair value of assets and liabilities acquired, including vacation ownership notes receivable, inventory, property and equipment, intangible assets, and debt. We provisionally estimated deferred income taxes based on statutory rates in the jurisdictions of the legal entities where the acquired assets and liabilities are recorded. We are continuing to assess the tax rates used, and we will update our estimate of deferred income taxes based on changes to our provisional valuations of the related assets and liabilities and refinement of the effective tax rates, which could result in changes to these provisional values. Debt We valued the IAC Notes (as defined in Footnote 13 “Debt”) using a quoted market price, which is considered a Level 2 input as it is observable in the market; however these notes have only a limited trading volume and as such this fair value estimate is not necessarily indicative of the value at which the IAC Notes could be retired or transferred. The carrying value of the ILG Revolving Credit Facility (as defined in Footnote 13 “Debt”) approximated fair value, as the contractual interest rate was variable plus an applicable margin based credit rating (Level 3 input). The ILG Revolving Credit Facility was extinguished and all amounts due were repaid in full upon completion of the ILG Acquisition. Securitized Debt from VIEs We provisionally estimated the fair value of the securitized debt from VIEs using a discounted cash flow model. The significant assumptions in our analysis include default rates, prepayment rates, bond interest rates and other structural factors (Level 3 inputs). We are continuing to evaluate the significant assumptions underlying the discounted cash flow model including default and prepayment assumptions, which could result in changes to our provisional estimate. Pro Forma Results of Operations The following unaudited pro forma information presents the combined results of operations of Marriott Vacations Worldwide and ILG as if we had completed the ILG Acquisition on December 30, 2016, the last day of our 2016 fiscal year, but using our preliminary fair values of assets and liabilities as of the Acquisition Date. As required by GAAP, these unaudited pro forma results do not reflect any synergies from operating efficiencies. Accordingly, these unaudited pro forma results are presented for informational purposes only and are not necessarily indicative of what the actual results of operations of the combined company would have been if the ILG Acquisition had occurred at the beginning of the period presented, nor are they indicative of future results of operations. ($ in millions, except per share data) 2018 2017 Revenues $ 4,216 $ 3,927 Net income $ 192 $ 191 Net income attributable to common stockholders $ 193 $ 189 EARNINGS PER SHARE ATTRIBUTABLE TO COMMON SHAREHOLDERS Basic $ 4.10 $ 3.96 Diluted $ 4.00 $ 3.88 The unaudited pro forma results include $28 million and $197 million of ILG acquisition-related costs for 2018 and 2017, respectively. ILG Results of Operations The following table presents the results of Legacy-ILG operations included in our Income Statement from the Acquisition Date through the end of 2018. ($ in millions) September 1, 2018 to December 31, 2018 Revenue $ 568 Net loss $ (5 ) Other 2018 Acquisitions Marco Island, Florida During the fourth quarter of 2018, we acquired 92 completed vacation ownership units for $83 million and during the first quarter of 2018, we acquired 20 completed vacation ownership units for $24 million . Both transactions were accounted for as asset acquisitions with all of the purchase price allocated to Inventory. 2018 Dispositions VRI Europe As part of the ILG Acquisition, we acquired a 75.5 percent interest in VRI Europe Limited (“VRI Europe”), a joint venture comprised of a European vacation ownership resort management business, which was consolidated by MVW under the voting interest model. During the fourth quarter of 2018, we sold our interest in VRI Europe to an affiliate of the noncontrolling interest holder for our book value of $63 million , of which $40 million of cash was received in 2018. In addition, we recorded a receivable of $6 million due in 2019 and a note receivable of $17 million due in 2020 relating to the transaction. 2017 Acquisitions Bali, Indonesia During the 2017 third quarter, we acquired 51 completed vacation ownership units, as well as a sales gallery and related resort amenities, located in Bali, Indonesia for $24 million . The transaction was accounted for as an asset acquisition with the purchase price allocated to Inventory ( $22 million ) and Property and equipment ( $2 million ). Marco Island, Florida During the 2017 second quarter, we acquired 36 completed vacation ownership units located at our resort in Marco Island, Florida for $34 million . The transaction was accounted for as an asset acquisition with all of the purchase price allocated to Property and equipment. To ensure consistency with the expected related future cash flow presentation, the cash purchase price was included as an operating activity in the Purchase of vacation ownership units for future transfer to inventory line on our Cash Flow for the year ended December 31, 2017. Big Island of Hawaii During the 2017 second quarter, we acquired 112 completed vacation ownership units located on the Big Island of Hawaii. The transaction was accounted for as an asset acquisition with all of the purchase price allocated to Inventory. As consideration for the acquisition, we paid $27 million in cash, settled a note receivable from the seller of less than $1 million on a non-cash basis, and issued a non-interest bearing note payable for $64 million . See Footnote 13 “Debt” for information on the non-interest bearing note payable. 2017 Dispositions We made no significant dispositions in 2017. 2016 Acquisitions Miami Beach, Florida During the 2016 first quarter, we completed the acquisition of an operating property located in the South Beach area of Miami Beach, Florida, for $24 million . The acquisition was treated as a business combination, accounted for using the acquisition method of accounting and included within operating activities on our Cash Flow for the year ended December 30, 2016. As consideration for the acquisition, we paid $24 million in cash; the value of the acquired property was allocated to Inventory. We rebranded this property as Marriott Vacation Club Pulse, South Beach and converted it, in its entirety, into vacation ownership inventory. 2016 Dispositions San Francisco, California During the 2016 second quarter, we disposed of 19 residential units, located at The Ritz-Carlton Club and Residences, San Francisco (the “RCC San Francisco”), for gross cash proceeds of $20 million . We accounted for the sale under the full accrual method in accordance with the authoritative guidance on accounting for sales of real estate and recorded a gain of $11 million in the Gains and other income line on our Income Statement for the year ended December 30, 2016. Surfers Paradise, Australia During the 2016 second quarter, we disposed of a portion of an operating property located in Surfers Paradise, Australia for gross cash proceeds of AUD $71 million ( $51 million ). We accounted for the sale under the full accrual method in accordance with the authoritative guidance on accounting for sales of real estate. As part of the disposition, we guaranteed the net operating income of this portion of the operating property through 2021 up to a specified maximum of AUD $3 million ( $2 million ), which was recorded as a deferred gain in the Other line within liabilities on our balance sheet. We recognized a loss, inclusive of the deferred gain, of AUD $1 million ( $1 million |
REVENUE
REVENUE | 12 Months Ended |
Dec. 31, 2018 | |
Revenue from Contract with Customer [Abstract] | |
REVENUE | REVENUE We account for revenue in accordance with ASC 606, which we adopted on January 1, 2018, using the retrospective method. See Footnote 2 “Summary of Significant Accounting Policies” for additional information and Footnote 21 “Adoption Impact of New Revenue Standard” for further discussion of the adoption and the impact on our previously reported historical results. Sources of Revenue by Segment The following tables detail the sources of revenue by segment for each of the last three fiscal years. 2018 ($ in millions) Vacation Ownership Exchange & Third-Party Management Corporate and Other Total Sale of vacation ownership products $ 990 $ — $ — $ 990 Ancillary revenues 160 1 — 161 Management fee revenues 114 30 (4 ) 140 Other services revenues 85 78 35 198 Management and exchange 359 109 31 499 Rental 352 18 1 371 Cost reimbursements 920 33 (28 ) 925 Revenue from contracts with customers 2,621 160 4 2,785 Financing 182 1 — 183 Total Revenues $ 2,803 $ 161 $ 4 $ 2,968 2017 ($ in millions) Vacation Ownership Exchange & Third-Party Management Corporate and Other Total Sale of vacation ownership products $ 757 $ — $ — $ 757 Ancillary revenues 118 — — 118 Management fee revenues 89 — — 89 Other services revenues 72 — — 72 Management and exchange 279 — — 279 Rental 262 — — 262 Cost reimbursements 750 — — 750 Revenue from contracts with customers 2,048 — — 2,048 Financing 135 — — 135 Total Revenues $ 2,183 $ — $ — $ 2,183 2016 ($ in millions) Vacation Ownership Exchange & Third-Party Management Corporate and Other Total Sale of vacation ownership products $ 623 $ — $ — $ 623 Ancillary revenues 124 — — 124 Management fee revenues 84 — — 84 Other services revenues 70 — — 70 Management and exchange 278 — — 278 Rental 252 — — 252 Cost reimbursements 720 — — 720 Revenue from contracts with customers 1,873 — — 1,873 Financing 127 — — 127 Total Revenues $ 2,000 $ — $ — $ 2,000 Timing of Revenue from Contracts with Customers by Segment The following tables detail the timing of revenue from contracts with customers by segment for each of the last three fiscal years. 2018 ($ in millions) Vacation Ownership Exchange & Third-Party Management Corporate and Other Total Services transferred over time $ 1,467 $ 95 $ 4 $ 1,566 Goods or services transferred at a point in time 1,154 65 — 1,219 Revenue from contracts with customers $ 2,621 $ 160 $ 4 $ 2,785 2017 ($ in millions) Vacation Ownership Exchange & Third-Party Management Corporate and Other Total Services transferred over time $ 1,149 $ — $ — $ 1,149 Goods or services transferred at a point in time 899 — — 899 Revenue from contracts with customers $ 2,048 $ — $ — $ 2,048 2016 ($ in millions) Vacation Ownership Exchange & Third-Party Management Corporate and Other Total Services transferred over time $ 1,104 $ — $ — $ 1,104 Goods or services transferred at a point in time 769 — — 769 Revenue from contracts with customers $ 1,873 $ — $ — $ 1,873 Receivables, Contract Assets & Contract Liabilities The following table shows the composition of our receivables and contract liabilities. We had no contract assets at either December 31, 2018 or December 31, 2017 . ($ in millions) At December 31, 2018 At December 31, 2017 Receivables Accounts receivable $ 68 $ 73 Vacation ownership notes receivable, net 2,039 1,115 $ 2,107 $ 1,188 Contract Liabilities Advance deposits $ 113 $ 84 Deferred revenue 319 69 $ 432 $ 153 Revenue recognized during the year ended December 31, 2018 that was included in our contract liabilities balance at December 31, 2017 was $117 million . Remaining Performance Obligations Our remaining performance obligations represent the expected transaction price allocated to our contracts that we expect to recognize as revenue in future periods when we perform under the contracts. At December 31, 2018 , 90 percent of this amount is expected to be recognized as revenue over the next two |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES Tax Reform On December 22, 2017, the Tax Cuts and Jobs Act (the “Tax Act”) was signed into law effective January 1, 2018. The Tax Act significantly revised the U.S. tax code by, in part, but not limited to: reducing the U.S. corporate maximum tax rate from 35 percent to 21 percent, imposing a mandatory one-time transition tax on certain un-repatriated earnings of foreign subsidiaries, modifying executive compensation deduction limitations and repealing the deduction for domestic production activities. Under ASC Topic 740, “ Income Taxes ,” we must generally recognize the effects of tax law changes in the period in which the new legislation is enacted. During December 2017, the Securities and Exchange Commission staff issued Staff Accounting Bulletin (“SAB”) No. 118 (“SAB 118”) to address the application of GAAP in situations when a registrant does not have all the necessary information available, prepared, or analyzed (including computations) in reasonable detail to complete the accounting for certain income tax effects of the Tax Act. In accordance with SAB 118, our deferred tax assets and liabilities were remeasured using the new corporate tax rate of 21 percent, rather than the previous rate of 35 percent, resulting in a $65 million decrease in our income tax expense for the year ended December 31, 2017 and a corresponding $65 million decrease in our net deferred tax liability as of December 31, 2017. In 2018, we recored an additional $1 million of income tax expense related to the effects of the Tax Act, primarily due to final Internal Revenue Service guidance issued during the year regarding executive compensation. As of December 31, 2018 , all adjustments related to the Tax Act have been finalized. The one-time transition tax on certain un-repatriated earnings of foreign subsidiaries is based on total post-1986 earnings and profits that we previously deferred from U.S. income taxes. We completed our analysis of the transition tax and determined that, due to deficits in foreign earnings and profits, there was no one-time transition impact. We recognized a $3 million deferred tax liability for tax consequences of a portion of foreign unremitted earnings that are not permanently reinvested. Our present intention is to indefinitely reinvest the residual historic undistributed accumulated earnings associated with certain foreign subsidiaries and as such, we have not provided for deferred taxes on outside basis differences in our investments in these foreign subsidiaries. The Tax Act added a new provision for a tax on Global Intangible Low-Taxed Income (“GILTI”). As of December 31, 2018 , we finalized our policy and have elected to use the period cost method for GILTI provisions and therefore have not recorded deferred taxes for basis differences expected to reverse in future periods. Income Tax Provision The components of our earnings before income taxes for the last three years consisted of: ($ in millions) 2018 2017 2016 United States $ 108 $ 232 $ 195 Non-U.S. jurisdictions (5 ) 8 3 $ 103 $ 240 $ 198 In 2018 and 2017, our tax benefit included an excess tax benefit of $2 million and $6 million , respectively, related to the vesting or exercise of employee share-based awards. In 2016, our tax provision did not reflect an excess tax benefit of $1 million related to the vesting and exercise of share-based awards, as this period was before our adoption of ASU 2016-09. In our statements of cash flows, we presented excess tax benefits as financing cash flows before our adoption of ASU 2016-09. Our provision for income taxes for the last three years consisted of: ($ in millions) 2018 2017 2016 Current – U.S. Federal $ 17 $ (49 ) $ (35 ) – U.S. State (1 ) (7 ) (5 ) – Non-U.S. (10 ) (7 ) (5 ) 6 (63 ) (45 ) Deferred – U.S. Federal (46 ) 44 (30 ) – U.S. State (9 ) (1 ) (2 ) – Non-U.S. (2 ) 15 1 (57 ) 58 (31 ) $ (51 ) $ (5 ) $ (76 ) The deferred tax assets and related valuation allowances in these Financial Statements have been determined on a separate return basis. The assessment of the valuation allowances requires considerable judgment on the part of management with respect to benefits that could be realized from future taxable income, as well as other positive and negative factors. Valuation allowances are recorded against the deferred tax assets of certain foreign operations for which historical losses, restructuring and impairment charges have been incurred. The change in the valuation allowances established were $9 million in 2018 , ($4) million in 2017 and $2 million in 2016 . In addition to the $9 million increase for 2018, valuation allowances totaling $53 million were recorded as part of the ILG Acquisition. We conduct business in countries that grant “holidays” from income taxes for ten to thirty year periods. These holidays expire through 2034 . Our income tax returns are subject to examination by relevant tax authorities. Certain of our returns are being audited in various jurisdictions for years 2012 through 2017. Although we do not anticipate that a significant impact to our unrecognized tax benefit balance will occur during the next fiscal year, the amount of our liability for unrecognized tax benefits could change as a result of audits in these jurisdictions. Deferred Income Taxes Deferred income tax balances reflect the effects of temporary differences between the carrying amounts of assets and liabilities and their tax bases, as well as from net operating loss and tax credit carry-forwards. We state those balances at the enacted tax rates we expect will be in effect when we actually pay or recover taxes. Deferred income tax assets represent amounts available to reduce income taxes we will pay on taxable income in future years. We evaluate our ability to realize these future tax deductions and credits by assessing whether we expect to have sufficient future taxable income from all sources, including reversal of taxable temporary differences, forecasted operating earnings and available tax planning strategies, to utilize these future deductions and credits. We establish a valuation allowance when we no longer consider it more likely than not that a deferred tax asset will be realized. The following table presents our deferred tax assets and liabilities, and the tax effect of each type of temporary difference and carry-forward that gave rise to a significant portion of our deferred tax assets and liabilities at December 31, 2018 and December 31, 2017 : ($ in millions) At Year-End 2018 At Year-End 2017 Deferred Tax Assets Inventory $ 145 $ 38 Reserves 84 26 Deferred revenue 22 1 Property and equipment 54 12 Long lived intangible assets — 24 Net operating loss and capital loss carryforwards 59 39 Tax credits 24 40 Other, net 21 17 Deferred tax assets 409 197 Less valuation allowance (106 ) (44 ) Net deferred tax assets 303 153 Deferred Tax Liabilities Long lived intangible assets (234 ) — Deferred sales of vacation ownership interests (377 ) (230 ) Deferred tax liabilities (611 ) (230 ) Total net deferred tax liabilities $ (308 ) $ (77 ) At December 31, 2018 , we had approximately $48 million of foreign net operating loss carryforwards (excluding valuation allowances) some of which begin expiring in 2019; however, a significant portion of these have indefinite carryforward periods. We have $1 million of federal net operating loss carryforwards and $2 million of state net operating loss carryforwards, of which less than $1 million will expire within the next five years. We also have a capital loss carryforward of approximately $10 million , which expires at the end of 2019, and is offset by a full valuation allowance. We also have a federal alternative minimum tax credit carryforward of $14 million , which we expect will be fully utilized in 2019, U.S. federal foreign tax credit carryforwards of $4 million , $5 million of state tax credit carryforwards and less than $1 million of non-U.S. tax credit carryforwards. Reconciliation of U.S. Federal Statutory Income Tax Rate to Actual Income Tax Rate The following table reconciles the U.S. statutory income tax rate to our effective income tax rate: 2018 2017 2016 U.S. statutory income tax rate 21.00% 35.00% 35.00% U.S. state income taxes, net of U.S. federal tax benefit 4.23 2.50 2.47 Permanent differences (1) 2.78 (0.58) 1.16 Transaction costs (2) 4.68 — — Impact related to the Tax Act 1.23 (27.12) — Impact of non-deductible executive compensation (3) 3.60 (2.54) — Foreign tax rate changes (0.11) (2.01) 0.05 Non-U.S. income (loss) (4) 3.90 (2.61) 0.08 Other items (0.11) (0.79) (1.06) Change in valuation allowance (5) 8.60 0.03 0.78 Effective rate 49.80% 1.88% 38.48% _________________________ (1) Primarily due to non-deductible meal and entertainment expenses and new foreign tax provisions net of foreign tax credits, under provisions of the Tax Act. (2) Attributed to non-deductible transaction costs incurred as a result of the ILG Acquisition. (3) Increase attributable to non-deductible executive compensation under provisions of the Tax Act. (4) Attributed to the difference between U.S. and foreign income tax rates and other foreign adjustments. (5) |
VACATION OWNERSHIP NOTES RECEIV
VACATION OWNERSHIP NOTES RECEIVABLE | 12 Months Ended |
Dec. 31, 2018 | |
Receivables [Abstract] | |
VACATION OWNERSHIP NOTES RECEIVABLE | VACATION OWNERSHIP NOTES RECEIVABLE The following table shows the composition of our vacation ownership notes receivable balances, net of reserves: December 31, 2018 December 31, 2017 ($ in millions) Originated Acquired Total Originated Acquired Total Securitized $ 1,070 $ 557 $ 1,627 $ 814 $ — $ 814 Non-securitized Eligible for securitization (1) 85 22 107 142 — 142 Not eligible for securitization (1) 233 72 305 159 — 159 Subtotal 318 94 412 301 — 301 $ 1,388 $ 651 $ 2,039 $ 1,115 $ — $ 1,115 _________________________ (1) Refer to Footnote 7 “Financial Instruments” for discussion of eligibility of our vacation ownership notes receivable for securitization. We reflect interest income associated with vacation ownership notes receivable in our Income Statements in the Financing revenues caption. The following table summarizes interest income associated with vacation ownership notes receivable: ($ in millions) 2018 2017 2016 Interest income associated with vacation ownership notes receivable — securitized $ 151 $ 101 $ 97 Interest income associated with vacation ownership notes receivable — non-securitized 24 27 23 Total interest income associated with vacation ownership notes receivable $ 175 $ 128 $ 120 Acquired Vacation Ownership Notes Receivable As part of the ILG Acquisition, we acquired existing portfolios of vacation ownership notes receivable. These notes receivable are accounted for using the expected cash flow method of recognizing discount accretion based on the expected cash flows from the acquired vacation ownership notes receivable pursuant to ASC Topic 310-30, “ Loans acquired with deteriorated credit quality ” (“ASC 310-30”). At acquisition, we recorded these acquired vacation ownership notes receivable at a preliminary estimate of fair value, including a credit discount which is accreted as an adjustment to yield over the estimated life of the vacation ownership notes receivable. The fair value of our acquired vacation ownership notes receivable as of the Acquisition Date was determined using a discounted cash flow method, which calculated a present value of expected future cash flows based on scheduled principal and interest payments over the term of the respective vacation ownership notes receivable, while considering anticipated defaults and early repayments based on historical experience. Consequently, the fair value of the acquired vacation ownership notes receivable recorded on our balance sheet as of the Acquisition Date included an estimate for future uncollectible amounts which became the historical cost basis for that portfolio going forward. The table below presents a rollforward from the Acquisition Date of the accretable yield (interest income) expected to be earned related to our acquired vacation ownership notes receivable, as well as the amount of non-accretable difference at the end of the period. The non-accretable difference represents estimated contractually required payments in excess of estimated cash flows expected to be collected. The accretable yield represents the excess of estimated cash flows expected to be collected over the carrying amount of the acquired vacation ownership notes receivable. ($ in millions) 122 Days Ended December 31, 2018 Balance at Acquisition Date $ — Acquired accretable yield 233 Accretion (32 ) Reclassification from non-accretable difference (2 ) Balance at December 31, 2018 $ 199 Non-accretable difference at December 31, 2018 $ 68 The accretable yield is recognized into interest income over the estimated life of the acquired vacation ownership notes receivable using the level yield method. The accretable yield may change in future periods due to changes in the anticipated remaining life of the acquired vacation ownership notes receivable, which may alter the amount of future interest income expected to be collected, and changes in expected future principal and interest cash collections which impacts the non-accretable difference. Our acquired vacation ownership notes receivable are remeasured at period end based on expected future cash flows which takes into consideration an estimated measure of anticipated defaults and early repayments. We consider historical Legacy-ILG vacation ownership notes receivable performance and the current economic environment in developing the expected future cash flows used in the re-measurement of our acquired vacation ownership notes receivable. The following tables show future contractual principal payments, as well as interest rates for our acquired non-securitized and securitized vacation ownership notes receivable at December 31, 2018 : Acquired Vacation Ownership Notes Receivable ($ in millions) Non-Securitized Securitized Total 2019 $ 9 $ 57 $ 66 2020 8 59 67 2021 9 61 70 2022 9 61 70 2023 9 60 69 Thereafter 50 259 309 Balance at December 31, 2018 $ 94 $ 557 $ 651 Weighted average stated interest rate 13.4% 13.4% 13.4% Range of stated interest rates 0.0% to 17.9% 6.0% to 17.9% 0.0% to 17.9% Originated Vacation Ownership Notes Receivable Originated vacation ownership notes receivable represent vacation ownership notes receivable originated by Legacy-ILG subsequent to the Acquisition Date and all Legacy-MVW vacation ownership notes receivable. The following table shows future principal payments, net of reserves, as well as interest rates for our originated non-securitized and securitized originated vacation ownership notes receivable at December 31, 2018 : Originated Vacation Ownership Notes Receivable ($ in millions) Non-Securitized Securitized Total 2019 $ 52 $ 104 $ 156 2020 38 108 146 2021 32 112 144 2022 28 115 143 2023 25 116 141 Thereafter 143 515 658 Balance at December 31, 2018 $ 318 $ 1,070 $ 1,388 Weighted average stated interest rate 11.8% 12.5% 12.4% Range of stated interest rates 0.0% to 18.0% 5.2% to 17.5% 0.0% to 18.0% For originated vacation ownership notes receivable, we record the difference between the vacation ownership note receivable and the variable consideration included in the transaction price for the sale of the related vacation ownership product as a reserve on our vacation ownership notes receivable. See Footnote 4 “Revenue” for further information. The following table summarizes the activity related to our originated vacation ownership notes receivable reserve: Originated Vacation Ownership Notes Receivable ($ in millions) Non-Securitized Securitized Total Balance at December 31, 2015 $ 59 $ 49 $ 108 Increase in vacation ownership notes receivable reserve 27 17 44 Securitizations (28 ) 28 — Clean-up of Warehouse Credit Facility (1) 10 (10 ) — Write-offs (40 ) — (40 ) Defaulted vacation ownership notes receivable repurchase activity (2) 30 (30 ) — Balance at December 31, 2016 58 54 112 Increase in vacation ownership notes receivable reserve 42 10 52 Securitizations (29 ) 29 — Clean-up of Warehouse Credit Facility (1) 4 (4 ) — Write-offs (45 ) — (45 ) Defaulted vacation ownership notes receivable repurchase activity (2) 28 (28 ) — Balance at December 31, 2017 58 61 119 Vacation ownership notes receivable reserve 57 7 64 Securitizations (39 ) 39 — Clean-up call (1) 1 (1 ) — Write-offs (43 ) — (43 ) Defaulted vacation ownership notes receivable repurchase activity (2) 27 (27 ) — Balance at December 31, 2018 $ 61 $ 79 $ 140 _________________________ (1) Refers to our voluntary repurchase of previously securitized non-defaulted vacation ownership notes receivable to retire outstanding vacation ownership notes receivable securitizations in 2018 and from our Warehouse Credit Facility (as defined in Footnote 13 “Securitized Debt”) in 2017 and 2016. (2) Decrease in securitized vacation ownership notes receivable reserve and increase in non-securitized vacation ownership notes receivable reserve was attributable to the transfer of the reserve when we voluntarily repurchased defaulted securitized vacation ownership notes receivable. Credit Quality of Vacation Ownership Notes Receivable Legacy-MVW Vacation Ownership Notes Receivable The following table shows our recorded investment in non-accrual Legacy-MVW vacation ownership notes receivable, which are vacation ownership notes receivable that are 90 days or more past due. As noted in Footnote 2 “Summary of Significant Accounting Policies” we recognize interest income on a cash basis for these vacation ownership notes receivable. Legacy-MVW Vacation Ownership Notes Receivable ($ in millions) Non-Securitized Securitized Total Investment in vacation ownership notes receivable on non-accrual status at year-end 2018 $ 36 $ 9 $ 45 Investment in vacation ownership notes receivable on non-accrual status at year-end 2017 $ 39 $ 7 $ 46 Average investment in vacation ownership notes receivable on non-accrual status during 2018 $ 38 $ 8 $ 46 The following table shows the aging of the recorded investment in principal, before reserves, in Legacy-MVW vacation ownership notes receivable as of December 31, 2018 : Legacy-MVW Vacation Ownership Notes Receivable ($ in millions) Non-Securitized Securitized Total 31 – 90 days past due $ 7 $ 26 $ 33 91 – 150 days past due 3 9 12 Greater than 150 days past due 33 — 33 Total past due 43 35 78 Current 235 1,090 1,325 Total vacation ownership notes receivable $ 278 $ 1,125 $ 1,403 The following table shows the aging of the recorded investment in principal, before reserves, in Legacy-MVW vacation ownership notes receivable as of December 31, 2017 : Legacy-MVW Vacation Ownership Notes Receivable ($ in millions) Non-Securitized Securitized Total 31 – 90 days past due $ 7 $ 19 $ 26 91 – 150 days past due 5 7 12 Greater than 150 days past due 34 — 34 Total past due 46 26 72 Current 313 849 1,162 Total vacation ownership notes receivable $ 359 $ 875 $ 1,234 Legacy-ILG Vacation Ownership Notes Receivable As noted in Footnote 2 “Summary of Significant Accounting Policies” we consider Legacy-ILG vacation ownership notes receivable to be in default upon reaching 120 days outstanding. We use the origination of the vacation ownership notes receivable by brand (Hyatt, Sheraton, Westin) and the FICO scores of the customer as the primary credit quality indicators for our Legacy-ILG vacation ownership notes receivable, as historical performance indicates that there is a relationship between the default behavior of borrowers and the brand associated with the vacation ownership interest they have acquired, supplemented by the FICO scores of the customers. The following table shows the Legacy-ILG acquired vacation ownership notes receivable by brand and FICO score as of December 31, 2018 : Acquired Vacation Ownership Notes Receivable ($ in millions) 700 + 600 - 699 < 600 No Score (1) Total Westin $ 154 $ 82 $ 6 $ 21 $ 263 Sheraton 145 124 21 55 345 Hyatt 20 13 2 — 35 Other 4 1 — 3 8 $ 323 $ 220 $ 29 $ 79 $ 651 _________________________ (1) Vacation ownership notes receivable with no FICO score primarily relate to non-U.S. resident borrowers. The following table shows the Legacy-ILG originated vacation ownership notes receivable by brand and FICO score as of December 31, 2018 : Originated Vacation Ownership Notes Receivable ($ in millions) 700 + 600 - 699 < 600 No Score (1) Total Westin $ 43 $ 11 $ 1 $ 7 $ 62 Sheraton 28 17 3 9 57 Hyatt 5 2 — — 7 $ 76 $ 30 $ 4 $ 16 $ 126 _________________________ (1) Vacation ownership notes receivable with no FICO score primarily relate to non-U.S. resident borrowers. The following table shows the aging of the recorded investment in principal, before reserves, in Legacy-ILG originated vacation ownership notes receivable as of December 31, 2018 : Originated Vacation Ownership Notes Receivable Delinquent Defaulted (1) Total Delinquent & Defaulted ($ in millions) Receivables Current 30 - 59 Days 60 - 89 Days 90 - 119 Days > 120 Days December 31, 2018 $ 126 $ 124 $ 2 $ — $ — $ — $ 2 _________________________ (1) |
FINANCIAL INSTRUMENTS
FINANCIAL INSTRUMENTS | 12 Months Ended |
Dec. 31, 2018 | |
Investments, All Other Investments [Abstract] | |
FINANCIAL INSTRUMENTS | FINANCIAL INSTRUMENTS The following table shows the carrying values and the estimated fair values of financial assets and liabilities that qualify as financial instruments, determined in accordance with the authoritative guidance for disclosures regarding the fair value of financial instruments. Considerable judgment is required in interpreting market data to develop estimates of fair value. The use of different market assumptions and/or estimation methodologies could have a material effect on the estimated fair value amounts. The table excludes Cash and cash equivalents, Restricted cash, Accounts receivable, Accounts payable, Advance deposits and Accrued liabilities, all of which had fair values approximating their carrying amounts due to the short maturities and liquidity of these instruments. December 31, 2018 December 31, 2017 ($ in millions) Carrying Amount Fair Value Carrying Amount Fair Value Originated vacation ownership notes receivable $ 1,388 $ 1,413 $ 1,115 $ 1,276 Other assets 66 66 14 14 $ 1,454 $ 1,479 $ 1,129 $ 1,290 Securitized debt, net $ (1,694 ) $ (1,698 ) $ (835 ) $ (836 ) Exchange Notes, net (88 ) (87 ) — — Senior Unsecured Notes, net (741 ) (726 ) — — IAC Notes (141 ) (140 ) — — Term Loan, net (888 ) (887 ) — — Convertible notes, net (199 ) (198 ) (192 ) (260 ) Non-interest bearing note payable, net (30 ) (30 ) (61 ) (61 ) Other debt, net (20 ) (20 ) — — Other liabilities (6 ) (6 ) — — $ (3,807 ) $ (3,792 ) $ (1,088 ) $ (1,157 ) Originated Vacation Ownership Notes Receivable December 31, 2018 December 31, 2017 ($ in millions) Carrying Amount Fair Value Carrying Amount Fair Value Originated vacation ownership notes receivable Securitized $ 1,070 $ 1,093 $ 814 $ 955 Eligible for securitization 85 87 142 162 Not eligible for securitization 233 233 159 159 Non-securitized 318 320 301 321 $ 1,388 $ 1,413 $ 1,115 $ 1,276 We estimate the fair value of our originated vacation ownership notes receivable that have been securitized using a discounted cash flow model. We believe this is comparable to the model that an independent third party would use in the current market. Our model uses default rates, prepayment rates, coupon rates and loan terms for our securitized vacation ownership notes receivable portfolio as key drivers of risk and relative value to determine the fair value of the underlying vacation ownership notes receivable. We concluded that this fair value measurement should be categorized within Level 3. Due to factors that impact the general marketability of our originated vacation ownership notes receivable that have not been securitized, as well as current market conditions, we bifurcate our non-securitized vacation ownership notes receivable at each balance sheet date into those eligible and not eligible for securitization using criteria applicable to current securitization transactions in the asset-backed securities (“ABS”) market. Generally, vacation ownership notes receivable are considered not eligible for securitization if any of the following attributes are present: (1) payments are greater than 30 days past due; (2) the first payment has not been received; or (3) the collateral is located in Asia or Europe. In some cases, eligibility may also be determined based on the credit score of the borrower, the remaining term of the loans and other similar factors that may reflect investor demand in a securitization transaction or the cost to effectively securitize the vacation ownership notes receivable. The table above shows the bifurcation of our originated vacation ownership notes receivable that have not been securitized into those eligible and not eligible for securitization based upon the aforementioned eligibility criteria. We estimate the fair value of the portion of our originated vacation ownership notes receivable that have not been securitized that we believe will ultimately be securitized in the same manner as originated vacation ownership notes receivable that have been securitized. We value the remaining originated vacation ownership notes receivable that have not been securitized at their carrying value, rather than using our pricing model. We believe that the carrying value of these particular vacation ownership notes receivable approximates fair value because the stated, or otherwise imputed, interest rates of these loans are consistent with current market rates and the reserve for these vacation ownership notes receivable appropriately accounts for risks in default rates, prepayment rates, discount rates and loan terms. We concluded that this fair value measurement should be categorized within Level 3. Other Assets Other assets include $26 million of company owned insurance policies (the “COLI policies”), acquired on the lives of certain participants in the Marriott Vacations Worldwide Deferred Compensation Plan, that are held in a rabbi trust. The carrying value of the COLI policies is equal to their cash surrender value (Level 2 inputs). In addition, we have investments in marketable securities of $8 million which are marked to market as trading securities using quoted market prices (Level 1 inputs). We also have a $32 million note receivable related to a convertible secured loan facility for which fair value approximates carrying value as the terms and interest rate approximate market. Non-Recourse Debt Associated with Securitized Vacation Ownership Notes Receivable We generate cash flow estimates by modeling all bond tranches for our active vacation ownership notes receivable securitization transactions, with consideration for the collateral specific to each tranche. The key drivers in our analysis include default rates, prepayment rates, bond interest rates and other structural factors, which we use to estimate the projected cash flows. In order to estimate market credit spreads by rating, we obtain indicative credit spreads from investment banks that actively issue and facilitate the market for vacation ownership securities and determine an average credit spread by rating level of the different tranches. We then apply those estimated market spreads to swap rates in order to estimate an underlying discount rate for calculating the fair value of the active bonds payable. We concluded that this fair value measurement should be categorized within Level 3. Exchange Notes We estimate the fair value of our Exchange Notes (as defined in Footnote 14 “Debt”) using indicative quotes from securities dealers as of the last trading day for the quarter; however these notes have only a limited trading history and volume and as such this fair value estimate is not necessarily indicative of the value at which the Exchange Notes could be retired or transferred. We concluded that this fair value measurement should be categorized within Level 3. Senior Unsecured Notes We estimate the fair value of our Senior Unsecured Notes (as defined in Footnote 14 “Debt”) using quoted market prices as of the last trading day for the quarter; however these notes have only a limited trading history and volume as such this fair value estimate is not necessarily indicative of the value at which the Senior Unsecured Notes could be retired or transferred. We concluded that this fair value measurement should be categorized within Level 2. IAC Notes We estimate the fair value of our IAC Notes (as defined in Footnote 14 “Debt”) using indicative quotes from securities dealers as of the last trading day for the quarter; however these notes have only a limited trading volume and as such this fair value estimate is not necessarily indicative of the value at which the IAC Notes could be retired or transferred. We concluded that this fair value measurement should be categorized within Level 3. Term Loan We estimate the fair value of our Term Loan (as defined in Footnote 14 “Debt”) approximates its gross carrying value as the contractual interest rate is variable plus an applicable margin. In addition, the Term Loan was priced and closed within the third quarter of 2018. We concluded that this fair value measurement should be categorized within Level 3. Convertible Notes We estimate the fair value of our Convertible Notes using quoted market prices as of the last trading day for the quarter; however these notes have only a limited trading history and volume and as such this fair value estimate is not necessarily indicative of the value at which the Convertible Notes could be retired or transferred. We concluded that this fair value measurement should be categorized within Level 2. The difference between the carrying value and the fair value is primarily attributed to the underlying conversion feature, and the spread between the conversion price and the market value of the shares underlying the Convertible Notes. Non-Interest Bearing Note Payable |
EARNINGS PER SHARE
EARNINGS PER SHARE | 12 Months Ended |
Dec. 31, 2018 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE | EARNINGS PER SHARE Basic earnings per common share is calculated by dividing net income attributable to common shareholders by the weighted average number of shares of common stock outstanding during the reporting period. Treasury stock is excluded from the weighted average number of shares of common stock outstanding. Diluted earnings per common share is calculated to give effect to all potentially dilutive common shares that were outstanding during the reporting period. The dilutive effect of outstanding equity-based compensation awards is reflected in diluted earnings per common share by application of the treasury stock method using average market prices during the period. Our calculation of diluted earnings per share reflects our intent to settle conversions of the Convertible Notes through a combination settlement, which contemplates repayment in cash of the principal amount and repayment in shares of our common stock of any excess of the conversion value over the principal amount (the “conversion premium”). Therefore, we include only the shares that may be issued with respect to any conversion premium in total dilutive weighted average shares outstanding, which we calculate using the treasury stock method. As no conversion premium existed as of either December 31, 2018 or December 31, 2017, there was no dilutive impact from the Convertible Notes for either 2018 or 2017. The shares issuable on exercise of the Warrants (as defined in Footnote 14 “Debt”) sold in connection with the issuance of the Convertible Notes will not impact the total dilutive weighted average shares outstanding unless and until the price of our common stock exceeds the strike price, which was subject to adjustment in the fourth quarter of 2018 to $176.15 , as described in Footnote 14 “Debt.” If and when the price of our common stock exceeds the strike price of the Warrants, we will include the dilutive effect of the additional shares that may be issued upon exercise of the Warrants in total dilutive weighted average shares outstanding, which we calculate using the treasury stock method. The Convertible Note Hedges (as defined in Footnote 14 “Debt”) purchased in connection with the issuance of the Convertible Notes are considered to be anti-dilutive and will not impact our calculation of diluted earnings per share. The table below illustrates the reconciliation of the earnings and number of shares used in our calculation of basic and diluted earnings per share. Computation of Basic and Diluted Earnings Per Share Attributable to Common Shareholders (in millions, except per share amounts) 2018 (1) 2017 (1) 2016 (1) Net income attributable to common shareholders $ 55 $ 235 $ 122 Shares for basic earnings per share 33.3 27.1 27.9 Basic earnings per share $ 1.64 $ 8.70 $ 4.37 Net income attributable to common shareholders $ 55 $ 235 $ 122 Shares for basic earnings per share 33.3 27.1 27.9 Effect of dilutive shares outstanding Employee stock options and SARs 0.4 0.4 0.3 Restricted stock units 0.3 0.2 0.2 Shares for diluted earnings per share 34.0 27.7 28.4 Diluted earnings per share $ 1.61 $ 8.49 $ 4.29 _________________________ (1) The computations of diluted earnings per share exclude approximately 165,000 , 238,000 and 217,000 shares of common stock, the maximum number of shares issuable as of December 31, 2018 , December 31, 2017 and December 30, 2016 , respectively, upon the vesting of certain performance-based awards, because the performance conditions required to be met for the shares subject to such awards to vest were not achieved by the end of the respective reporting period. In accordance with the applicable accounting guidance for calculating earnings per share, for the year ended December 31, 2018 , we excluded from our calculation of diluted earnings per share 56,649 shares underlying SARs that may be settled in shares of common stock because the exercise price of $143.38 of such SARs was greater than the average market price for the applicable period. For the year ended December 31, 2017 , our calculation of diluted earnings per share included shares underlying SARs that may be settled in shares of common stock because the exercise price of such SARs were less than or equal to the average market price for the applicable period. For the year ended December 30, 2016 , we excluded from our calculation of diluted earnings per share 62,018 shares underlying SARs that may be settled in shares of common stock because the exercise price of $77.42 |
INVENTORY
INVENTORY | 12 Months Ended |
Dec. 31, 2018 | |
Inventory Disclosure [Abstract] | |
INVENTORY | INVENTORY The following table shows the composition of our inventory balances: ($ in millions) At Year-End 2018 At Year End 2017 Finished goods (1) $ 843 $ 391 Work-in-progress 9 2 Real estate inventory 852 393 Operating supplies and retail inventory 11 5 $ 863 $ 398 _________________________ (1) Represents completed inventory that is either registered for sale as vacation ownership interests, or unregistered and available for sale in its current form. We value vacation ownership interests at the lower of cost or fair market value less costs to sell, in accordance with applicable accounting guidance, and we record operating supplies at the lower of cost (using the first-in, first-out method) or net realizable value. In addition to the above, at December 31, 2018 , we had $51 million |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 12 Months Ended |
Dec. 31, 2018 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT | PROPERTY AND EQUIPMENT The following table details the composition of our property and equipment balances: ($ in millions) At Year-End 2018 At Year-End 2017 Land and land improvements $ 466 $ 390 Buildings and leasehold improvements 404 259 Furniture, fixtures and other equipment 88 54 Information technology 297 185 Construction in progress 32 23 1,287 911 Accumulated depreciation (336 ) (328 ) $ 951 $ 583 |
CONTINGENCIES AND COMMITMENTS
CONTINGENCIES AND COMMITMENTS | 12 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
CONTINGENCIES AND COMMITMENTS | CONTINGENCIES AND COMMITMENTS Commitments and Letters of Credit As of December 31, 2018 , we had the following commitments outstanding: • We have various contracts for the use of information technology hardware and software that we use in the normal course of business. Our aggregate commitments under these contracts were $51 million , of which we expect $29 million , $12 million , $4 million , $3 million , $2 million and $1 million will be paid in 2019 , 2020 , 2021 , 2022 , 2023 and thereafter, respectively. • We have commitments of $6 million to subsidize operating costs of vacation ownership property owners’ associations, which we expect to pay in 2019 . • We have a commitment to purchase an operating property located in New York, New York for $182 million , of which $7 million is attributed to a related capital lease arrangement and recorded in Debt. We expect to acquire the units in the property, in their current form, over time, and we expect to make payments for these units of $120 million and $62 million in 2020 and 2021, respectively. We currently manage this property, which we have rebranded as Marriott Vacation Club Pulse, New York City. See Footnote 17 “Variable Interest Entities,” for additional information on this transaction and our activities relating to the variable interest entity involved in this transaction. • We have a commitment to purchase 88 vacation ownership units located in Bali, Indonesia for use in our Vacation Ownership segment, contingent upon completion of construction to agreed-upon standards within specified timeframes. We expect to complete the acquisition in 2019 and to make the remaining payments with respect to these units when specific construction milestones are completed, as follows: $31 million in 2019 and $2 million in 2020. • During the first quarter of 2019, we amended a commitment to purchase an operating property located in San Francisco, California for $158 million , of which $9 million is attributed to a related capital lease arrangement and recorded in Debt. We expect to acquire the operating property over time and expect to make payments for the operating property as follows: $56 million in 2019, $55 million in 2020 and $47 million in 2021. We currently manage this unbranded property, and expect it to be branded as Marriott Vacation Club Pulse, San Francisco during 2019. See Footnote 17 “Variable Interest Entities” for additional information on this transaction and our activities relating to the variable interest entity involved in this transaction. Surety bonds issued as of December 31, 2018 totaled $74 million , the majority of which were requested by federal, state or local governments in connection with our operations. Additionally, as of December 31, 2018 , we had $4 million of letters of credit outstanding under our $600 million revolving credit facility (the “Revolving Corporate Credit Facility”). Guarantees At December 31, 2018 , our maximum exposure under guarantees was $40 million which primarily relates to certain of our rental management agreements within our Exchange & Third-Party Management segment. These agreements provide for owners to receive specified percentages or guaranteed amounts of the rental revenue generated under its management. In these cases, the operating expenses for the rental operations are paid from the revenue generated by the rentals, the owners are then paid their contractual percentages or guaranteed amounts, and our vacation rental business either retains the balance (if any) as its fee or makes up the deficit. Loss Contingencies In April 2013, Krishna and Sherrie Narayan and other owners of 12 residential units (owners of two of which subsequently agreed to release their claims) at the resort formerly known as The Ritz-Carlton Club & Residences, Kapalua Bay (“Kapalua Bay”) filed an amended complaint in Circuit Court for Maui County, Hawaii against us, certain of our subsidiaries, Marriott International certain of its subsidiaries, and the joint venture in which we have an equity investment that developed and marketed vacation ownership and residential products at Kapalua Bay (the “Joint Venture”). In the original complaint, the plaintiffs alleged that defendants mismanaged funds of the residential owners’ association (the “Kapalua Bay Association”), created a conflict of interest by permitting their employees to serve on the Kapalua Bay Association’s board, and failed to disclose documents to which the plaintiffs were allegedly entitled. The amended complaint alleged breach of fiduciary duty, violations of the Hawaii Unfair and Deceptive Trade Practices Act and the Hawaii condominium statute, intentional misrepresentation and concealment, unjust enrichment and civil conspiracy. The relief sought in the amended complaint included injunctive relief, repayment of all sums paid to us and our subsidiaries and Marriott International and its subsidiaries, compensatory and punitive damages, and treble damages under the Hawaii Unfair and Deceptive Trade Practices Act. In October 2018, the parties reached agreements to settle the claims of the plaintiffs and during the third quarter of 2018 we recorded an accrual of $16 million in conjunction with the settlements. In June 2013, Earl C. and Patricia A. Charles, owners of a fractional interest at Kapalua Bay, together with owners of 38 other fractional interests (owners of two of which subsequently agreed to release their claims) at Kapalua Bay, filed an amended complaint in the Circuit Court of the Second Circuit for the State of Hawaii against us, certain of our subsidiaries, Marriott International, certain of its subsidiaries, the Joint Venture, and other entities that have equity investments in the Joint Venture. The plaintiffs alleged that the defendants failed to disclose the financial condition of the Joint Venture and the commitment of the defendants to the Joint Venture, and that defendants’ actions constituted fraud and violated the Hawaii Unfair and Deceptive Trade Practices Act, the Hawaii Condominium Property Act and the Hawaii Time Sharing Plans statute. The relief sought included compensatory and punitive damages, attorneys’ fees, pre-judgment interest, declaratory relief, rescission and treble damages under the Hawaii Unfair and Deceptive Trade Practices Act. The complaint was subsequently further amended to add owners of two additional fractional interests as plaintiffs. In February 2019, the parties reached a tentative agreement to settle the case and during the fourth quarter of 2018 we recorded an accrual of $12 million in conjunction with the settlement. The definitive terms of the settlement agreement are being finalized. In May 2015, we and certain of our subsidiaries were named as defendants in an action filed in the Superior Court of San Francisco County, California, by William and Sharon Petrick and certain other present and former owners of fractional interests at the RCC San Francisco. The plaintiffs alleged that the affiliation of the RCC San Francisco with our points-based Marriott Vacation Club Destinations (“MVCD”) program, certain alleged sales practices, and other acts we and the other defendants allegedly took caused an actionable decrease in the value of their fractional interests. The relief sought included, among other things, compensatory and punitive damages, rescission, and pre- and post-judgment interest. In July 2018, the parties reached an agreement to settle the case and during the third quarter of 2018 we recorded an accrual of $11 million in connection with the settlement. In addition to various terms and conditions, the settlement calls for our repurchase of fractional interests owned by the plaintiffs. In March 2017, RCHFU, L.L.C. and other owners of 232 fractional interests at The Ritz-Carlton Club, Aspen Highlands (“RCC Aspen Highlands”) served an amended complaint in an action pending in the U.S. District Court for the District of Colorado against us, certain of our subsidiaries, and other third party defendants. The amended complaint alleges that the plaintiffs’ fractional interests were devalued by the affiliation of the RCC Aspen Highlands and other Ritz-Carlton Clubs with our points-based MVCD program. The relief sought includes, among other things, unspecified damages, pre- and post-judgment interest, and attorneys’ fees. We filed a motion to dismiss the amended complaint, which the Court granted in part and denied in part in March 2018. In February 2018, plaintiffs filed a motion seeking to add a claim for punitive damages to their complaint, which the Court granted in May 2018. In January 2019, plaintiffs filed a motion seeking to further amend their complaint. That motion remains pending. We dispute the plaintiffs’ material allegations and continue to defend against the action vigorously. Given the inherent uncertainties of litigation, we cannot estimate a range of the potential liability, if any, at this time. In May 2016, we, certain of our subsidiaries, and certain third parties were named as defendants in an action filed in the U.S. District Court for the Middle District of Florida by Anthony and Beth Lennen. The case is filed as a putative class action; the plaintiffs seek to represent a class consisting of themselves and all other purchasers of MVCD points, from inception of the MVCD program in June 2010 to the present, as well as all individuals who own or have owned weeks in any resorts for which weeks have been added to the MVCD program. Plaintiffs challenge the characterization of the beneficial interests in the MVCD trust that are sold to customers as real estate interests under Florida law. They also challenge the structure of the trust and associated operational aspects of the trust product. The relief sought includes, among other things, declaratory relief, an unwinding of the MVCD product, and punitive damages. In September 2016, we filed a motion to dismiss the complaint and a motion to stay the case pending referral of certain questions to Florida state regulators, and the Court granted the motion to dismiss and denied the motion to stay. The Court granted leave to plaintiffs to file an amended complaint, which plaintiffs filed in October 2017. In November 2017, we filed a motion to dismiss the amended complaint, which remains pending. In October 2018, plaintiffs filed a motion for class certification, which we opposed. The motion remains pending. We dispute the plaintiffs’ material allegations and continue to defend against the action vigorously. Given the early stages of the action and the inherent uncertainties of litigation, we cannot estimate a range of the potential liability, if any, at this time. In December 2016, individuals and entities who own or owned 107 fractional interests at the Fifth and Fifty-Fifth Residence Club located within The St. Regis, New York (the “St. Regis NY Club”) filed an action against ILG, certain of its subsidiaries, Marriott International and certain of its subsidiaries including Starwood. The case is filed as a mass action in the U.S. District Court for the Southern District of New York. Plaintiffs principally challenge the sale of less than all interests offered in the fractional offering plan, the amendment of the plan to include additional units, and the rental of unsold fractional interests by the plan’s sponsor, claiming that the alleged acts breached the relevant agreements and harmed the value of plaintiffs’ fractional interests. The relief sought includes, among other things, compensatory damages, rescission, disgorgement, attorneys’ fees, and pre- and post-judgment interest. In April 2017, we filed a motion to dismiss the amended complaint, which the Court granted in part and denied in part in September 2018. Thereafter, in October 2018 plaintiffs filed another amended complaint. We responded by filing a motion to dismiss, which remains pending. We dispute the material allegations and continue to defend against the action vigorously. Given the inherent uncertainties of litigation, we cannot estimate a range of the potential liability, if any, at this time. In February 2017, the owners’ association for the St. Regis NY Club filed a separate suit against ILG and certain of its subsidiaries in the U.S. District Court for the Southern District of New York. In March 2017, before we were served with the initial complaint, plaintiff filed an amended complaint that added Marriott International and Starwood as defendants and added additional claims. Plaintiff filed a second amended complaint in July 2017. The complaint, as amended, asserts claims against the sponsor of the St. Regis NY Club (St. Regis Residence Club, New York, Inc.), the St. Regis NY Club manager (St. Regis New York Management, Inc.), and certain affiliated entities, as well as against Marriott International and Starwood, for alleged breach of fiduciary duties principally related to sale and rental practices, tortious interference with the management agreement, and alleged unjust enrichment, seeks certain declaratory relief in connection with the Starpoints conversion program and the exchange program at the St. Regis NY Club, and asserts claims based on alleged anticompetitive conduct by the defendants in connection with plaintiff’s renewal of the St. Regis NY Club management agreement. In addition to the declaratory relief sought, plaintiff seeks unspecified actual damages, punitive damages, and disgorgement of payments under the management and purchase agreements, as well as related agreements. In September 2017, we filed a motion to dismiss the second amended complaint, which the Court granted in part and denied in part in September 2018. In December 2018, the remaining claims were transferred to the U.S. District Court for the Middle District of Florida. On February 21, 2019, the owners’ association filed a complaint against the defendants in the state Supreme Court of New York, New York County, alleging claims for breach of fiduciary duty, unjust enrichment, tortious interference with contract and violation of the Donnelly Act (state antitrust law). The complaint seeks disgorgement of monies received by defendants as a result of the alleged wrongdoing, unspecified actual damages, punitive damages, and treble damages for the alleged Donnelly act violations. We dispute the plaintiff’s material allegations and continue to defend against the action vigorously. Given the inherent uncertainties of litigation, we cannot estimate a range of the potential liability, if any, at this time. Other In addition to the above, in 2018 we recorded an accrual of $5 million in connection with an action brought by owners of fractional interests at The Ritz-Carlton, Lake Tahoe, and $2 million related to vacation ownership projects in Europe. During June 2018, we identified forged and fraudulently induced electronic payment disbursements we made to third parties in an aggregate amount of $10 million resulting from unauthorized third-party access to our email system. Upon detection, we immediately notified law enforcement authorities and relevant financial institutions and commenced a forensic investigation and have recovered $6 million as of December 31, 2018 . We expect to recover a portion of the remaining $4 million through applicable insurance coverage. We recorded a loss of $4 million in the Gains and other income, net line of our Income Statement for 2018. Any additional recoveries will be recorded in our results in the future. We have concluded that this event did not involve access to any of our other systems. No other misappropriation of assets was identified during our investigation. Insurance Recoveries During September 2017, the Westin St. John Resort Villas, a Legacy-ILG property, sustained damage as a result of Hurricane Irma and remained closed until January 2019. As of December 31, 2018, the property insurance claim receivable related to this event and other 2017 storms was $11 million and is presented within Accounts receivable on our Balance Sheet. This balance is subject to change. In September 2017, over 20 of our Legacy-MVW properties were impacted by Hurricane Irma and Hurricane Maria and, as a result, as of December 31, 2017, we accrued $1 million for the estimated property damage insurance deductibles and impairment of property and equipment, which was recorded in the Gains and other income, net line on the Income Statement for the year ended December 31, 2017. In 2018, we received $32 million of insurance proceeds related to the settlement of Legacy-MVW business interruption insurance claims arising from Hurricane Irma. These proceeds, and the related deductible of $3 million , were recorded net in the Gains and other income, net line on the Income Statement for the year ended December 31, 2018 . Subsequent to the end of 2018, we recorded an additional $9 million of other income relating to the final settlement of these business interruption insurance claims. During 2016, our Legacy-MVW properties in Hilton Head and Myrtle Beach, South Carolina were temporarily closed as a result of damage from Hurricane Matthew. In 2017, we received $9 million |
LEASES
LEASES | 12 Months Ended |
Dec. 31, 2018 | |
Leases [Abstract] | |
LEASES | LEASES We have various land, corporate facilities, real estate and equipment operating leases. Our land leases consist of long-term leases for a golf course (term of 30 years) and for land underlying an operating hotel (term of 50 years). Corporate facilities leases are for office space, including our corporate headquarters in Orlando, Florida, and have lease terms that range from nine to 14 years. Other operating leases are primarily for office and retail space, as well as other various equipment supporting our operations, with varying terms and renewal option periods. The following table presents our future minimum lease obligations under operating leases, including those leases that we assumed in the ILG Acquisition, for which we are the primary obligor as of December 31, 2018 : ($ in millions) Land Leases Corporate Facilities Leases Other Operating Leases Total 2019 $ 2 $ 12 $ 24 $ 38 2020 2 12 19 33 2021 2 8 13 23 2022 2 5 10 17 2023 3 5 8 16 Thereafter 50 19 26 95 Total minimum lease payments $ 61 $ 61 $ 100 $ 222 Certain of these leases provide for minimum rental payments and additional rental payments based on our operations of the leased property. The following table details the composition of rent expense associated with operating leases, net of sublease income, for the last three years: ($ in millions) 2018 2017 2016 Minimum rentals $ 16 $ 9 $ 8 Additional rentals 5 4 4 $ 21 $ 13 $ 12 |
SECURITIZED DEBT
SECURITIZED DEBT | 12 Months Ended |
Dec. 31, 2018 | |
Debt Disclosure [Abstract] | |
SECURITIZED DEBT | SECURITIZED DEBT The following table provides detail on our debt associated with vacation ownership notes receivable securitizations, net of unamortized debt issuance costs: ($ in millions) At December 31, 2018 At December 31, 2017 Vacation ownership notes receivable securitizations, gross (1) $ 962 $ 845 Unamortized debt issuance costs (11 ) (10 ) 951 835 Legacy-ILG Vacation ownership notes receivable securitizations (2) 628 — Warehouse Credit Facility, gross (3) 116 — Unamortized debt issuance costs (4) (1 ) — 115 — $ 1,694 $ 835 _________________________ (1) Interest rates as of December 31, 2018 range from 2.2% to 6.3% , with a weighted average interest rate of 2.9% . (2) Interest rates as of December 31, 2018 range from 2.3% to 4.0% , with a weighted average interest rate of 2.9% . (3) The effective interest rate as of December 31, 2018 was 3.5% . (4) Excludes $1 million of unamortized debt issuance costs as of December 31, 2017, as no cash borrowings were outstanding at that time. See Footnote 17 “ Variable Interest Entities ” for a discussion of the collateral for the non-recourse debt associated with the securitized vacation ownership notes receivable and our non-recourse warehouse credit facility (the “Warehouse Credit Facility”). The debt associated with our vacation ownership notes receivable securitizations and our Warehouse Credit Facility is non-recourse to us. Vacation Ownership Notes Receivable Securitizations During the second quarter of 2018, we completed the securitization of a pool of $436 million of vacation ownership notes receivable. In connection with the securitization, investors purchased in a private placement $423 million in vacation ownership loan backed notes from the MVW Owner Trust 2018-1 (the “2018-1 Trust”). Three classes of vacation ownership loan backed notes were issued by the 2018-1 Trust: $316 million of Class A Notes, $65 million of Class B Notes and $42 million of Class C Notes. The Class A Notes have an interest rate of 3.5 percent , the Class B Notes have an interest rate of 3.6 percent and Class C Notes have an interest rate of 3.9 percent , for an overall weighted average interest rate of 3.5 percent . In August 2018, prior to the ILG Acquisition, Legacy-ILG completed a securitization of a pool of $293 million of vacation ownership notes receivable. Approximately $221 million of vacation ownership notes receivable were purchased prior to the ILG Acquisition by VSE 2018-A VOI Mortgage LLC (the “2018-A Trust”). During the fourth quarter of 2018, the 2018-A Trust purchased $59 million of the remaining vacation ownership notes receivable and $58 million was released from restricted cash. As of December 31, 2018 , the 2018-A Trust held $13 million of the proceeds, all of which was released when the remaining vacation ownership notes receivable were purchased in January 2019. In connection with the securitization, investors purchased in a private placement $287 million in vacation ownership loan backed notes from the 2018-A Trust. Three classes of vacation ownership loan backed notes were issued by the 2018-A Trust: $209 million of Class A Notes, $49 million of Class B Notes and $29 million of Class C Notes. The Class A Notes have an interest rate of 3.6 percent , the Class B Notes have an interest rate of 3.7 percent and Class C Notes have an interest rate of 4.0 percent , for an overall weighted average interest rate of 3.63 percent . Each of the securitized vacation ownership notes receivable transactions contains various triggers relating to the performance of the underlying vacation ownership notes receivable. If a pool of securitized vacation ownership notes receivable fails to perform within the pool’s established parameters (default or delinquency thresholds vary by transaction), transaction provisions effectively redirect the monthly excess spread we would otherwise receive from that pool (attributable to the interests we retained) to accelerate the principal payments to investors (taking into account the subordination of the different tranches to the extent there are multiple tranches) until the performance trigger is cured. During 2018, and as of December 31, 2018 , no securitized vacation ownership notes receivable pools were out of compliance with their respective established parameters. As of December 31, 2018 , we had 11 securitized vacation ownership notes receivable pools outstanding. As the contractual terms of the underlying securitized vacation ownership notes receivable determine the maturities of the non-recourse debt associated with them, actual maturities may occur earlier than shown below due to prepayments by the vacation ownership notes receivable obligors. The following table shows scheduled future principal payments for our vacation ownership notes receivable securitizations as of December 31, 2018 : Vacation Ownership Notes Receivable Securitizations Warehouse Credit Facility Total ($ in millions) Legacy-MVW Legacy-ILG Payments Year 2019 $ 98 $ 155 $ 6 $ 259 2020 102 110 7 219 2021 105 82 103 290 2022 107 65 — 172 2023 106 55 — 161 Thereafter 444 161 — 605 $ 962 $ 628 $ 116 $ 1,706 Warehouse Credit Facility The Warehouse Credit Facility, which has a borrowing capacity of $250 million , allows for the securitization of Legacy-MVW vacation ownership notes receivable on a revolving non-recourse basis, through March 13, 2020. If the Warehouse Credit Facility is not renewed prior to termination, any amounts outstanding thereunder would become due and payable 13 months after termination, at which time all principal and interest collected with respect to the vacation ownership notes receivable held in the Warehouse Credit Facility would be redirected to the lenders to pay down the outstanding debt under the facility. The advance rate for vacation ownership notes receivable securitized using the Warehouse Credit Facility varies based on the characteristics of the securitized vacation ownership notes receivable. We also pay unused facility and other fees under the Warehouse Credit Facility. We generally expect to securitize our vacation ownership notes receivable, including any vacation ownership notes receivable held in the Warehouse Credit Facility, in the ABS market once or twice per year. During the fourth quarter of 2018, we securitized vacation ownership notes receivable under our Warehouse Credit Facility. The carrying amount of the vacation ownership notes receivable securitized was $137 million . The advance rate was 85 percent , which resulted in gross proceeds of $116 million . Net proceeds were $115 million due to the funding of reserve accounts in the amount of $1 million . Subsequent to the end of 2018, we securitized vacation ownership notes receivable under our Warehouse Credit Facility. The carrying amount of the vacation ownership notes receivable securitized was $85 million . The advance rate was 85 percent , which resulted in gross proceeds of $73 million . Net proceeds were $72 million due to the funding of reserve accounts of less than $1 million |
DEBT
DEBT | 12 Months Ended |
Dec. 31, 2018 | |
Debt Disclosure [Abstract] | |
DEBT | DEBT The following table provides detail on our debt balances, net of unamortized debt discount and issuance costs: ($ in millions) At December 31, 2018 At December 31, 2017 Senior Notes Exchange Notes (1) $ 89 $ — Unamortized debt issuance costs (1 ) — 88 — Senior Unsecured Notes (2) 750 — Unamortized debt issuance costs (9 ) — 741 — IAC Notes (3) 141 — Corporate Credit Facility Term Loan 900 — Unamortized debt discount and issuance costs (12 ) — 888 — Convertible notes, gross (4) 230 230 Unamortized debt discount and issuance costs (31 ) (38 ) 199 192 Non-Interest bearing note payable 31 64 Unamortized debt discount (5) (1 ) (3 ) 30 61 Capital leases 17 7 Other (6) 20 — $ 2,124 $ 260 _________________________ (1) Interest rate of 5.625% , maturing on April 15, 2023 (2) Interest rate of 6.500% , maturing on September 15, 2026 (3) Interest rate of 5.625% , maturing on April 15, 2023 (4) Effective interest rate as of December 31, 2018 was 4.7% (5) Debt discount based on imputed interest rate of 6.0% (6) Non-recourse The following table shows scheduled future principal payments for our debt as of December 31, 2018 : ($ in millions) Exchange Notes Senior Unsecured Notes IAC Notes Term Loan Convertible Notes Non-Interest Bearing Note Payable Capital Other Total Payments Year 2019 $ — $ — $ — $ 9 $ — $ 31 $ — $ 1 $ 41 2020 — — — 9 — — 17 2 28 2021 — — — 9 — — — 2 11 2022 — — — 9 230 — — 2 241 2023 89 — 141 8 — — — 2 240 Thereafter — 750 — 856 — — — 11 1,617 $ 89 $ 750 $ 141 $ 900 $ 230 $ 31 $ 17 $ 20 $ 2,178 IAC Notes and Exchange Notes In connection with the ILG Acquisition, we assumed $350 million in aggregate principal amount of outstanding 5.625% Senior Unsecured Notes due 2023 (“IAC Notes”). The IAC Notes were issued under and are governed by the terms of an indenture, dated April 10, 2015, with HSBC Bank USA, National Association, as trustee. During the third quarter of 2018, Marriott Ownership Resorts Inc. (“MORI”), a wholly owned subsidiary of MVW, offered to exchange any and all of the IAC Notes for 5.625% Senior Unsecured Notes due 2023 (“Exchange Notes”) and cash (collectively the “Exchange Offer”). On September 4, 2018, we settled the Exchange Offer and issued the Exchange Notes pursuant to an indenture dated September 4, 2018 with HSBC Bank USA, National Association, as trustee. We exchanged $88 million of the IAC Notes for $88 million of Exchange Notes, plus approximately $1 million in cash. In addition, on September 14, 2018, we announced an offer to purchase any and all of the outstanding IAC Notes remaining after the settlement of the Exchange Offer for cash at a price equal to 101% of the principal amount of the IAC Notes validly tendered and not validly withdrawn, plus accrued and unpaid interest (the “Offer”). The Offer expired on October 15, 2018, at which time, $122 million in aggregate principal IAC Notes had been validly tendered. During the fourth quarter of 2018, the tendered IAC Notes were repurchased for $123 million using cash on hand, leaving $140 million in aggregate principal amounts of the IAC Notes remaining outstanding. We may redeem some or all of the outstanding IAC Notes prior to maturity under the terms provided in the indenture. Senior Unsecured Notes due 2026 In the third quarter of 2018, we issued $750 million aggregate principal amount of 6.500% senior unsecured notes due 2026 (“Senior Unsecured Notes”) under an indenture dated August 23, 2018 with The Bank of New York Mellon Trust, as trustee. We received net proceeds of $742 million from the offering, after deducting the underwriting discount and estimated expenses. We used these proceeds, together with the borrowings under the Term Loan (defined below) primarily to finance the cash component of the consideration paid to ILG shareholders, certain fees and expenses we incurred in connection with the ILG Acquisition and working capital. We may redeem some or all of the Senior Unsecured Notes prior to maturity under the terms provided in the indenture. Corporate Credit Facility During the third quarter of 2018, we extinguished our $250 million revolving credit facility (the “Previous Revolving Corporate Credit Facility”) and entered into a new credit facility (“Corporate Credit Facility”), including a $900 million term loan facility (“Term Loan”), which matures on August 31, 2025, and a Revolving Corporate Credit Facility with a borrowing capacity of $600 million , including a letter of credit sub-facility of $75 million , that terminates on August 31, 2023 . All outstanding cash borrowings under our Previous Revolving Corporate Credit Facility were repaid in full. The Revolving Corporate Credit Facility will provide support for our business, including ongoing liquidity and letters of credit. The Term Loan bears interest at a floating rate plus an applicable margin that varies from 1.25 percent to 2.25 percent depending on the type of loan and our credit rating. Borrowings under the Revolving Corporate Credit Facility generally bear interest at a floating rate plus an applicable margin that varies from 0.50 percent to 2.75 percent depending on the type of loan and our credit rating. In addition, we pay a commitment fee on the unused availability under the Revolving Corporate Credit Facility at a rate that varies from 20 basis points per annum to 40 basis points per annum, also depending on our credit rating. No cash borrowings were outstanding as of December 31, 2018 under our Revolving Corporate Credit Facility. Any amounts borrowed under that facility, as well as obligations with respect to letters of credit issued pursuant to that facility, are secured by a perfected first priority security interest in substantially all of the assets of the borrower under, and guarantors of, that facility (which include Marriott Vacations Worldwide and each of our direct and indirect, existing and future, domestic subsidiaries, excluding certain bankruptcy remote special purpose subsidiaries), in each case including inventory, subject to certain exceptions. As of December 31, 2018 , we were in compliance with the applicable financial and operating covenants under the Corporate Credit Facility. Subsequent to the end of 2018, we made borrowings totaling $85 million under our Revolving Corporate Credit Facility to facilitate the funding of our short-term working capital needs, of which $50 million has been repaid. ILG Revolving Credit Facility In connection with the ILG Acquisition, we acquired the outstanding balance on a revolving credit facility (the “ILG Revolving Credit Facility”). The ILG Revolving Credit Facility was extinguished and all amounts outstanding were repaid in full subsequent to the completion of the ILG Acquisition. Convertible Notes During the 2017 third quarter, we issued $230 million aggregate principal amount of Convertible Notes that bear interest at a rate of 1.50 percent, payable in cash semi-annually on March 15 and September 15 of each year beginning on March 15, 2018. The Convertible Notes mature on September 15, 2022, unless repurchased or converted in accordance with their terms prior to that date. On or after June 15, 2022, and until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert their Convertible Notes at their option. The Convertible Notes were convertible at an initial rate of 6.7482 shares of common stock per $1,000 principal amount of Convertible Notes (equivalent to an initial conversion price of approximately $148.19 per share of our common stock). The conversion rate is subject to adjustment for certain events as described in the indenture governing the notes and was subject to adjustment during the fourth quarter of 2018 to 6.7685 shares of common stock per $1,000 principal amount of Convertible Notes (equivalent to a conversion price of approximately $147.74 per share of our common stock) when we declared a quarterly dividend of $0.45 per share, which was greater than the quarterly dividend at the time of the issuance of the Convertible Notes. Upon conversion, we will pay or deliver, as the case may be, cash, shares of our common stock or a combination of cash and shares of our common stock, at our election. It is our intent to settle conversions of the Convertible Notes through combination settlement, which contemplates repayment in cash of the principal amount and repayment in shares of our common stock of any excess of the conversion value over the principal amount. Holders may convert their Convertible Notes prior to June 15, 2022 only under certain circumstances. We may not redeem the Convertible Notes prior to their maturity date. If we undergo a fundamental change, as described in the indenture, subject to certain conditions, holders may require us to repurchase for cash all or any portion of their Convertible Notes, at a repurchase price equal to 100 percent of the principal amount of the Convertible Notes to be repurchased, plus accrued and unpaid interest to, but excluding, the repurchase date. If certain fundamental changes referred to in the indenture as make-whole fundamental changes occur, the conversion rate applicable to the Convertible Notes may increase. The Convertible Notes are our general senior unsecured obligations, ranking senior in right of payment to any future debt that is expressly subordinated in right of payment to the Convertible Notes and equally in right of payment with all of our existing and future liabilities that are not so subordinated. The Convertible Notes are effectively subordinated to all of our existing and future secured debt to the extent of the value of the assets securing such debt. The Convertible Notes are structurally subordinated to all of the existing and future liabilities and obligations of our subsidiaries. The Convertible Notes are not guaranteed by any of our subsidiaries. There are no financial or operating covenants related to the Convertible Notes. The indenture contains customary events of default with respect to the Convertible Notes and provides that upon the occurrence and continuation of certain events of default, the trustee or the holders of at least 25 percent in aggregate principal amount of the Convertible Notes then outstanding, may declare all principal of, and accrued and any unpaid interest on, the Convertible Notes then outstanding to be immediately due and payable. In case of certain events of bankruptcy or insolvency involving the Company or certain of its subsidiaries, all of the principal of and accrued and unpaid interest on the Convertible Notes will automatically become immediately due and payable. In accounting for the issuance of the Convertible Notes, we separated the Convertible Notes into liability and equity components, and allocated $197 million to the liability component and $33 million to the equity component. The resulting debt discount is amortized as interest expense. As of December 31, 2018 , the remaining debt discount amortization period was 3.7 years . The following table shows the net carrying value of the Convertible Notes: ($ in millions) At December 31, 2018 At December 31, 2017 Liability component Principal amount $ 230 $ 230 Unamortized debt discount (26 ) (32 ) Unamortized debt issuance costs (5 ) (6 ) Net carrying amount of the liability component $ 199 $ 192 Carrying amount of equity component, net of issuance costs $ 33 $ 33 The following table shows interest expense information related to the Convertible Notes: ($ in millions) 2018 2017 Contractual interest expense $ 3 $ 1 Amortization of debt discount 6 2 Amortization of debt issuance costs 1 — $ 10 $ 3 Convertible Note Hedges and Warrants In connection with the offering of the Convertible Notes, we entered into privately-negotiated convertible note hedge transactions with respect to our common stock (“Convertible Note Hedges”), covering a total of approximately 1.55 million shares of our common stock. The Convertible Note Hedges have a strike price that initially corresponds to the initial conversion price of the Convertible Notes, are subject to anti-dilution provisions substantially similar to those of the Convertible Notes, are exercisable by us upon any conversion under the Convertible Notes, and expire when the Convertible Notes mature. Concurrently with the entry into the Convertible Note Hedges, we separately entered into privately-negotiated warrant transactions (the “Warrants”), whereby we sold to the counterparties to the Convertible Note Hedges warrants to acquire, collectively, subject to anti-dilution adjustments, approximately 1.55 million shares of our common stock at an initial strike price of $176.68 per share, which was subject to adjustment during the fourth quarter of 2018 to $176.15 per share when we declared a quarterly dividend of $0.45 per share. Taken together, the Convertible Note Hedges and the Warrants are generally expected to reduce the potential dilution to our common stock (or, in the event the conversion of the Convertible Notes is settled in cash, to reduce our cash payment obligation) in the event that at the time of conversion our stock price exceeds the conversion price under the Convertible Notes and to effectively increase the overall conversion price from $148.19 (or a conversion premium of 30 percent) to $176.68 per share (or a conversion premium of 55 percent). The Warrants will expire in ratable portions on a series of expiration dates commencing on December 15, 2022. The Convertible Notes, the Convertible Note Hedges and the Warrants are transactions that are separate from each other. Holders of any such instrument have no rights with respect to the other instruments. As of December 31, 2018 , no Convertible Note Hedges or Warrants have been exercised. Non-Interest Bearing Note Payable During the 2017 second quarter, we issued an unsecured non-interest bearing note payable in connection with the acquisition of vacation ownership units located on the Big Island of Hawaii. Per the terms of the note payable, the first payment of $33 million was paid during the second quarter of 2018 and the remaining balance of $31 million is due in the second quarter of 2019. See Footnote 3 “Acquisitions and Dispositions” for additional information regarding this transaction. Capital Leases In 2018 we entered into a capital lease arrangement for ancillary and operations space in connection with the commitment to purchase an operating property located in San Diego, California. See Footnote 11 “Contingencies and Commitments” for additional information regarding this transaction. In 2016 we entered into a capital lease arrangement for ancillary and operations space in connection with the commitment to purchase an operating property located in New York, New York. See Footnote 11 “Contingencies and Commitments” for additional information regarding this transaction. Restrictions |
SHAREHOLDERS' EQUITY
SHAREHOLDERS' EQUITY | 12 Months Ended |
Dec. 31, 2018 | |
Equity [Abstract] | |
SHAREHOLDERS' EQUITY | SHAREHOLDERS’ EQUITY Marriott Vacations Worldwide has 100,000,000 authorized shares of common stock, par value of $0.01 per share. At December 31, 2018 , there were 57,626,462 shares of Marriott Vacations Worldwide common stock issued, of which 45,992,731 shares were outstanding and 11,633,731 shares were held as treasury stock. At December 31, 2017 , there were 36,861,843 shares of Marriott Vacations Worldwide common stock issued, of which 26,461,296 shares were outstanding and 10,400,547 shares were held as treasury stock. Marriott Vacations Worldwide has 2,000,000 authorized shares of preferred stock, par value of $0.01 per share, none of which were issued or outstanding as of December 31, 2018 or December 31, 2017 . Share Repurchase Program The following table summarizes share repurchase activity under our current share repurchase program: ($ in millions, except per share amounts) Number of Cost of Shares Average Price As of December 31, 2017 10,440,505 $ 697 $ 66.73 For the year ended December 31, 2018 1,247,269 96 77.16 As of December 31, 2018 11,687,774 $ 793 $ 67.85 On December 6, 2018, our Board of Directors authorized the extension of the duration of our existing share repurchase program to March 31, 2019, as well as the repurchase of up to 3.0 million additional shares of our common stock through December 31, 2019. As of December 31, 2018 , our Board of Directors had authorized the repurchase of an aggregate of up to 14.9 million shares of our common stock under the share repurchase program since the initiation of the program in October 2013. Share repurchases may be made through open market purchases, privately negotiated transactions, block transactions, tender offers, accelerated share repurchase agreements or otherwise. The specific timing, amount and other terms of the repurchases will depend on market conditions, corporate and regulatory requirements and other factors. Acquired shares of our common stock are held as treasury shares carried at cost in our Financial Statements. In connection with the repurchase program, we are authorized to adopt one or more trading plans pursuant to the provisions of Rule 10b5-1 under the Securities Exchange Act of 1934, as amended. As of December 31, 2018 , 3.2 million shares remained available for repurchase under the authorization approved by our Board of Directors. The authorization for the share repurchase program may be suspended, terminated, increased or decreased by our Board of Directors at any time without prior notice. Dividends We declared cash dividends to holders of common stock during the year ended December 31, 2018 as follows: Declaration Date Shareholder Record Date Distribution Date Dividend per Share February 16, 2018 March 1, 2018 March 15, 2018 $0.40 May 14, 2018 May 28, 2018 June 11, 2018 $0.40 September 6, 2018 September 20, 2018 October 4, 2018 $0.40 December 6, 2018 December 20, 2018 January 3, 2019 $0.45 Any future dividend payments will be subject to Board approval, and there can be no assurance that we will pay dividends in the future. Noncontrolling Interests Property Owners’ Associations As part of the ILG Acquisition we established a noncontrolling interest in property owners’ associations that Legacy-ILG consolidates under the voting interest model, which represents the portion of the property owners’ associations related to individual or third-party VOI owners. As of December 31, 2018 , this noncontrolling interest amounts to $8 million |
SHARE-BASED COMPENSATION
SHARE-BASED COMPENSATION | 12 Months Ended |
Dec. 31, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
SHARE-BASED COMPENSATION | SHARE-BASED COMPENSATION We maintain the MVW Stock Plan for the benefit of our officers, directors and employees. Under the MVW Stock Plan, we award: (1) RSUs of our common stock, (2) SARs relating to our common stock and (3) stock options to purchase our common stock. A total of 6 million shares are authorized for issuance pursuant to grants under the MVW Stock Plan. As of December 31, 2018 , 1 million shares were available for grants under the MVW Stock Plan. As part of the ILG Acquisition, we assumed the Interval Leisure Group, Inc. 2013 Stock and Incentive Plan (the “ILG Stock Plan”) and equity based awards outstanding under the ILG Stock Plan. On the Acquisition Date, each outstanding ILG equity based award, whether vested or unvested, was converted into (1) an equity-based award with respect to MVW’s common stock on the same terms and conditions (including time-based vesting conditions, but excluding performance conditions, if applicable) applicable to the equity-based award under the ILG Stock Plan (“ILG RSUs”), and (2) a cash-based award on the same terms and conditions (including time-based vesting conditions, but excluding performance conditions, if applicable) applicable to the equity-based award under the ILG Stock Plan (“ILG Cash-Based Awards”). The number of shares of MVW common stock subject to each ILG RSU was determined by multiplying the number of shares of ILG common stock subject to the original ILG equity-based award (that each holder would have been eligible to receive based on deemed achievement of performance at target level immediately prior to the ILG Acquisition, if applicable) (“award number”) by 0.165 , rounded up or down to the nearest whole share, as applicable. The amount of the cash-based award was determined by multiplying $14.75 by the award number. ILG equity-based awards were converted into 0.4 million MVW RSUs and $39 million of MVW Cash-Based Awards. The obligation for these cash-settled awards is classified as a liability on our Balance Sheet. The converted awards (both MVW RSUs and MVW Cash-Based Awards) remain subject to graded vesting (i.e., portions of the award vest at different times during the vesting period) or to cliff vesting (i.e., all awards vest at the end of the vesting period), subject to a prorated adjustment for employees who are terminated under certain circumstances or who retire. The ILG RSUs had a weighted average fair value of $118.03 on the Acquisition Date. As of December 31, 2018 , 1 million shares were available for grants under the ILG Stock Plan to Legacy-ILG employees. The following table details our share-based compensation expense related to award grants to our officers, directors and employees: ($ in millions) 2018 2017 2016 Service-based RSUs $ 12 $ 10 $ 9 Performance-based RSUs 7 4 3 ILG Acquisition Converted RSUs (1) 13 — — 32 14 12 SARs 3 2 2 Stock options — — — $ 35 $ 16 $ 14 _________________________ (1) Includes $6 million of share-based compensation expense related to the ILG Cash-Based Awards discussed above. The following table details our deferred compensation costs related to unvested awards: ($ in millions) At Year-End 2018 (1) At Year-End 2017 Service-based RSUs $ 16 $ 9 Performance-based RSUs 7 5 ILG Acquisition Converted RSUs 15 — 38 14 SARs 1 1 Stock options — — $ 39 $ 15 _________________________ (1) As of December 31, 2018 , the weighted average remaining term for RSU grants outstanding at year-end 2018 was one to two years and we expect that deferred compensation expense will be recognized over a weighted average period of one to three years. Restricted Stock Units We have issued RSUs that vest over time, which we refer to as service-based RSUs, and RSUs that vest based on performance with respect to established criteria, which we refer to as performance-based RSUs. The following table shows the changes in our outstanding RSUs and the associated weighted average grant-date fair values: 2018 Service-based Performance-based Total Number of RSUs Weighted Average Grant-Date Fair Value Per RSU Number of RSUs Weighted Average Grant-Date Fair Value Per RSU Number of RSUs Weighted Average Grant-Date Fair Value Per RSU Outstanding at year-end 2017 471,007 $ 59.49 311,512 $ 72.89 782,519 $ 64.83 Granted 188,622 $ 112.93 71,902 $ 138.68 260,524 $ 120.04 Converted from ILG Acquisition 447,026 $ 117.92 — $ — 447,026 $ 117.92 Distributed (341,520) $ 97.86 (35,067) $ 75.20 (376,587) $ 95.75 Forfeited (11,554) $ 91.00 (41,267) $ 74.96 (52,821) $ 78.47 Outstanding at year-end 2018 753,581 $ 89.66 307,080 $ 87.75 1,060,661 $ 89.11 The weighted average grant-date fair value per RSU granted in 2017 and 2016 was $64.83 and $53.56 , respectively. The fair value of the RSUs which vested in 2018 was $48 million , and included $24 million related to RSUs converted in the ILG Acquisition. The fair value of the RSUs which vested in 2017 and 2016 was $18 million and $13 million , respectively. Stock Appreciation Rights The following table shows the changes in our outstanding SARs and the associated weighted average exercise prices: 2018 Number of Weighted Average Exercise Price Per SAR Outstanding at year-end 2017 658,453 $ 47.63 Granted 56,649 143.38 Exercised (17,924) 26.30 Forfeited or expired — — Outstanding at year-end 2018 (1)(2) 697,178 $ 55.96 _________________________ (1) As of December 31, 2018 , outstanding SARs had a total intrinsic value of $17 million and a weighted average remaining term of 5 years. (2) As of December 31, 2018 , 497,243 SARs with a weighted average exercise price of $39.43 , an aggregate intrinsic value of $16 million and a weighted average remaining contractual term of 4 years were exercisable. The weighted average grant-date fair value per SAR granted in 2018 , 2017 and 2016 was $44.75 , $27.63 and $16.12 , respectively. The intrinsic value of SARs which vested in 2018 , 2017 and 2016 , was less than $1 million , $6 million and $1 million , respectively. The aggregate intrinsic value of SARs which were exercised in 2018 , 2017 and 2016 was $2 million , $19 million and $6 million , respectively. We use the Black-Scholes model to estimate the fair value of the SARs granted. The expected stock price volatility was calculated based on the average of the historical and implied volatility from our stock price. The average expected life was calculated using the simplified method, as we have insufficient historical information to provide a basis for estimate. The risk-free interest rate was calculated based on U.S. Treasury zero-coupon issues with a remaining term equal to the expected life assumed at the date of grant. The dividend yield assumption listed below is based on the expectation of future payouts. The following table outlines the assumptions used to estimate the fair value of grants in 2018 , 2017 and 2016 : 2018 2017 2016 Expected volatility 30.78% 30.41% 31.60% Dividend yield 1.11% 1.44% 1.96% Risk-free rate 2.68% 2.06% 1.41% Expected term (in years) 6.25 6.25 6.25 Stock Options We may grant non-qualified stock options to employees and non-employee directors at exercise prices or strike prices equal to the market price of our common stock on the date of grant. There were no outstanding or exercisable stock options held by our employees at year-end 2018 or 2017 , and no stock options were granted to our employees in 2018 , 2017 or 2016 . At December 31, 2018 , approximately 5,000 stock options were outstanding and exercisable with a weighted average exercise price per option of $18.49 and a weighted average remaining life of approximately two years. Employee Stock Purchase Plan During 2015, the Board of Directors adopted, and our shareholders subsequently approved, the Marriott Vacations Worldwide Corporation Employee Stock Purchase Plan (the “ESPP”), which became effective during 2015. A total of 500,000 shares of common stock may be purchased under the ESPP. The ESPP allows eligible employees to purchase shares of our common stock at a price per share not less than 95% of the fair market value per share of common stock on the purchase date, up to a maximum threshold established by the plan administrator for the offering period. Legacy-ILG Deferred Compensation Plan Certain deferred share units (“DSUs”) of ILG common stock were outstanding on the Acquisition Date under the Interval Leisure Group, Inc. Deferred Compensation Plan for Non-Employee Directors. On the Acquisition Date, these DSUs were converted to equity-based awards with respect to MVW’s common stock and cash-based awards, resulting in 12,265 DSUs (“ILG DSUs”) and $1 million of cash-based awards. The ILG DSUs had a weighted average fair value of $114.31 on the Acquisition Date. The services associated with the ILG DSUs were completed as of the Acquisition Date, resulting in no deferred compensation costs. The total obligation for the ILG DSUs of $2 million as of December 31, 2018 |
VARIABLE INTEREST ENTITIES
VARIABLE INTEREST ENTITIES | 12 Months Ended |
Dec. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
VARIABLE INTEREST ENTITIES | VARIABLE INTEREST ENTITIES Variable Interest Entities Related to Our Vacation Ownership Notes Receivable Securitizations We periodically securitize, without recourse, through bankruptcy remote special purpose entities, notes receivable originated in connection with the sale of vacation ownership products. These vacation ownership notes receivable securitizations provide funding for us and transfer the economic risks and substantially all the benefits of the consumer loans we originate to third parties. In a vacation ownership notes receivable securitization, various classes of debt securities issued by a special purpose entity are generally collateralized by a single tranche of transferred assets, which consist of vacation ownership notes receivable. With each vacation ownership notes receivable securitization, we may retain a portion of the securities, subordinated tranches, interest-only strips, subordinated interests in accrued interest and fees on the securitized vacation ownership notes receivable or, in some cases, overcollateralization and cash reserve accounts. We created these bankruptcy remote special purpose entities to serve as a mechanism for holding assets and related liabilities, and the entities have no equity investment at risk, making them variable interest entities. We continue to service the vacation ownership notes receivable, transfer all proceeds collected to these special purpose entities, and retain rights to receive benefits that are potentially significant to the entities. Accordingly, we concluded that we are the entities’ primary beneficiary and, therefore, consolidate them. There is no noncontrolling interest balance related to these entities and the creditors of these entities do not have general recourse to us. As part of the ILG Acquisition, we acquired the variable interests in the entities associated with ILG’s outstanding vacation ownership notes receivable securitization transactions. As these vacation ownership notes receivable securitizations are similar in nature to the Legacy-MVW vacation ownership notes receivable securitizations they have been aggregated for disclosure purposes. The following table shows consolidated assets, which are collateral for the obligations of these variable interest entities, and consolidated liabilities included on our Balance Sheet at December 31, 2018 : ($ in millions) Vacation Ownership Warehouse Total Consolidated Assets Vacation ownership notes receivable, net of reserves $ 1,501 $ 126 $ 1,627 Interest receivable 10 1 11 Restricted cash 66 3 69 Total $ 1,577 $ 130 $ 1,707 Consolidated Liabilities Interest payable $ 2 $ — $ 2 Securitized debt 1,590 116 1,706 Total $ 1,592 $ 116 $ 1,708 The following table shows the interest income and expense recognized as a result of our involvement with these variable interest entities during 2018 : ($ in millions) Vacation Ownership Warehouse Total Interest income $ 149 $ 2 $ 151 Interest expense to investors $ 34 $ 2 $ 36 Debt issuance cost amortization $ 4 $ 1 $ 5 Administrative expenses $ 1 $ — $ 1 The following table shows cash flows between us and the vacation ownership notes receivable securitization variable interest entities: ($ in millions) 2018 2017 Cash Inflows Net proceeds from vacation ownership notes receivable securitizations $ 419 $ 346 Principal receipts 322 229 Interest receipts 145 100 Reserve release (1) 168 1 Total 1,054 676 Cash Outflows Principal to investors (329 ) (215 ) Voluntary repurchases of defaulted vacation ownership notes receivable, net of substitutions (31 ) (28 ) Voluntary clean-up call (22 ) — Interest to investors (31 ) (19 ) Funding of restricted cash (2) (110 ) (2 ) Total (523 ) (264 ) Net Cash Flows $ 531 $ 412 _________________________ (1) Includes the release of $106 million related to the securitization transaction completed during the second quarter of 2018 and $58 million related to the Legacy-ILG securitization completed prior to the ILG Acquisition. The funds were released as the remaining vacation ownership notes receivable were purchased by 2018-1 Trust and the 2018-A Trust. Refer to Footnote 13 “Securitized Debt” for a discussion of the terms of the securitization transactions and the purchase of additional vacation ownership notes receivable subsequent to December 31, 2018. (2) Includes $106 million of the proceeds from the securitization transaction completed during the second quarter of 2018, which were released when the remaining vacation ownership notes receivable were purchased by the 2018-1 Trust during the third quarter of 2018. Under the terms of our vacation ownership notes receivable securitizations, we have the right to substitute loans for, or repurchase, defaulted loans at our option, subject to certain limitations. We made voluntary repurchases of defaulted vacation ownership notes receivable, net of substitutions, of $31 million during 2018 , $28 million during 2017 and $30 million during 2016 . We also made voluntary repurchases, net of substitutions, of $39 million , $57 million and $144 million of other non-defaulted vacation ownership notes receivable during 2018 , 2017 and 2016 , respectively, to retire previous vacation ownership notes receivable securitizations. Our maximum exposure to loss relating to the special purpose entities that purchase, sell and own these vacation ownership notes receivable is the overcollateralization amount (the difference between the loan collateral balance and the balance on the outstanding vacation ownership notes receivable), plus cash reserves and any residual interest in future cash flows from collateral. The following table shows cash flows between us and the Warehouse Credit Facility variable interest entity: ($ in millions) 2018 2017 Cash Inflows Proceeds from vacation ownership notes receivable securitizations $ 116 $ 50 Principal receipts 1 2 Interest receipts 1 2 Total 118 54 Cash Outflows Principal to investors — (1 ) Repayment of Warehouse Credit Facility — (49 ) Interest to investors (1 ) (2 ) Funding of restricted cash (1 ) — Total (2 ) (52 ) Net Cash Flows $ 116 $ 2 Other Variable Interest Entities We have a commitment to purchase an operating property located in San Francisco, California. Refer to Footnote 11 “Contingencies and Commitments” for additional information on the commitment. We are required to purchase the operating property from the third party developer unless the developer has sold the property to another party. The operating property is held by a variable interest entity for which we are not the primary beneficiary as we cannot prevent the variable interest entity from selling the operating property at a higher price. Accordingly, we have not consolidated the variable interest entity. As of December 31, 2018 , our Balance Sheet reflected $10 million in Property and equipment related to a capital lease and leasehold improvements and $9 million in Debt related to the capital lease liability for ancillary and operations space we lease from the variable interest entity. In addition, a note receivable of less than $1 million is included in the Accounts receivable line. We believe that our maximum exposure to loss as a result of our involvement with this variable interest entity is $1 million as of December 31, 2018 . We have a commitment to purchase an operating property located in New York, New York, that we currently manage as Marriott Vacation Club Pulse, New York City. Refer to Footnote 11 “Contingencies and Commitments” for additional information on the commitment. We are required to purchase the completed property from the third party developer unless the developer has sold the property to another party. The property is held by a variable interest entity for which we are not the primary beneficiary as we cannot prevent the variable interest entity from selling the property at a higher price. Accordingly, we have not consolidated the variable interest entity. As of December 31, 2018 , our Balance Sheet reflected $8 million in Property and equipment related to a capital lease and leasehold improvements and $7 million in Debt related to the capital lease liability for ancillary and operations space we lease from the variable interest entity. In addition, a note receivable of less than $1 million is included in the Accounts receivable line on the Balance Sheet as of December 31, 2018 . We believe that our maximum exposure to loss as a result of our involvement with this variable interest entity is $1 million as of December 31, 2018 . Pursuant to a commitment to repurchase an operating property located in Marco Island, Florida that was previously sold to a third-party developer, we acquired 36 completed vacation ownership units during 2017, 20 completed vacation ownership units during the first quarter of 2018, and the remaining 92 |
BUSINESS SEGMENTS
BUSINESS SEGMENTS | 12 Months Ended |
Dec. 31, 2018 | |
Segment Reporting [Abstract] | |
BUSINESS SEGMENTS | BUSINESS SEGMENTS We define our reportable segments based on the way in which the chief operating decision maker (“CODM”), currently our chief executive officer, manages the operations of the company for purposes of allocating resources and assessing performance. We operate in two reportable business segments: • Vacation Ownership, which as of December 31, 2018 , had more than 100 resorts and over 660,000 owners and members of a diverse portfolio that includes seven vacation ownership brands licensed under exclusive, long-term relationships with Marriott International and Hyatt Hotels Corporation. We are the exclusive worldwide developer, marketer, seller and manager of vacation ownership and related products under the Marriott Vacation Club, Grand Residences by Marriott, Sheraton, Westin, and Hyatt Residence Club brands, as well as under Marriott Vacation Club Pulse, an extension to the Marriott Vacation Club brand. We are also the exclusive worldwide developer, marketer and seller of vacation ownership and related products under The Ritz-Carlton Destination Club brand, we have the non-exclusive right to develop, market and sell whole ownership residential products under The Ritz-Carlton Residences brand, and we have a license to use the St. Regis brand for specified fractional ownership resorts. Our Vacation Ownership segment generates most of its revenues from four primary sources: selling vacation ownership products; managing vacation ownership resorts, clubs and owners’ associations; financing consumer purchases of vacation ownership products; and renting vacation ownership inventory. • Exchange & Third-Party Management, which, as of December 31, 2018 , includes exchange networks and membership programs comprised of more than 3,200 resorts in over 80 nations and nearly two million members, as well as management of over 180 other resorts and lodging properties. We provide these services through a variety of brands including Interval International, Trading Places International, Vacation Resorts International, VRI Europe, Aqua-Aston and Great Destinations. Exchange & Third-Party Management revenue generally is fee-based and derived from membership, exchange and rental transactions, property and association management, and other related products and services. Our CODM evaluates the performance of our segments based primarily on the results of the segment without allocating corporate expenses or income taxes. We do not allocate corporate interest expense or indirect general and administrative expenses to our segments. We include interest income specific to segment activities within the appropriate segment. We allocate depreciation, other gains and losses, equity in earnings or losses from our joint ventures and noncontrolling interest to each of our segments as appropriate. Corporate and other represents that portion of our results that are not allocable to our segments, including those relating to property owners’ associations consolidated under the voting interest model, as our CODM does not use this information to make operating segment resource allocations. Prior year segment information has been reclassified to conform to the current reportable segment presentation. Our CODM uses Adjusted EBITDA to evaluate the profitability of our operating segments, and the components of net income attributable to common shareholders excluded from Adjusted EBITDA are not separately evaluated. Adjusted EBITDA is defined as net income attributable to common shareholders, before interest expense (excluding consumer financing interest expense), income taxes, depreciation and amortization, excluding share-based compensation expense and adjusted for certain items that affect the comparability or our operating performance. Our reconciliation of the aggregate amount of Adjusted EBITDA for our reportable segments to consolidated net income attributable to common shareholders is presented below. Revenues ($ in millions) 2018 2017 2016 Vacation Ownership $ 2,803 $ 2,183 $ 2,000 Exchange & Third-Party Management 161 — — Total segment revenues 2,964 2,183 2,000 Corporate and other 4 — — $ 2,968 $ 2,183 $ 2,000 Adjusted EBITDA and Reconciliation to Net Income Attributable to Common Shareholders ($ in millions) 2018 2017 2016 Adjusted EBITDA Vacation Ownership $ 511 $ 383 $ 326 Adjusted EBITDA Exchange & Third-Party Management 77 — — Reconciling items: Corporate and other (169 ) (89 ) (89 ) Interest expense (54 ) (10 ) (9 ) Tax provision (51 ) (5 ) (76 ) Depreciation and amortization (62 ) (21 ) (21 ) Share-based compensation expense (35 ) (16 ) (14 ) Certain items (162 ) (7 ) 5 Net income attributable to common shareholders $ 55 $ 235 $ 122 Depreciation and Amortization ($ in millions) 2018 2017 2016 Vacation Ownership $ 37 $ 17 $ 16 Exchange & Third-Party Management 16 — — Total segment depreciation 53 17 16 Corporate and other 9 4 5 $ 62 $ 21 $ 21 Assets ($ in millions) 2018 2017 Vacation Ownership $ 7,275 $ 2,279 Exchange & Third-Party Management 1,182 — Total segment assets 8,457 2,279 Corporate and other 561 566 $ 9,018 $ 2,845 Capital Expenditures (including inventory) ($ in millions) 2018 2017 2016 Vacation Ownership $ 245 $ 174 $ 164 Exchange & Third-Party Management 5 — — Total segment capital expenditures 250 174 164 Corporate and other 2 7 9 $ 252 $ 181 $ 173 Geographic Information We conduct business globally, and our operations outside the United States represented approximately 13 percent , 13 percent and 15 percent of our revenues, excluding cost reimbursements, for 2018, 2017 and 2016, respectively. Revenues (excluding cost reimbursements) ($ in millions) 2018 2017 2016 United States $ 1,780 $ 1,247 $ 1,090 All other countries 263 186 190 $ 2,043 $ 1,433 $ 1,280 Fixed Assets ($ in millions) 2018 2017 United States $ 748 $ 506 All other countries 203 77 $ 951 $ 583 |
QUARTERLY RESULTS (UNAUDITED)
QUARTERLY RESULTS (UNAUDITED) | 12 Months Ended |
Dec. 31, 2018 | |
Quarterly Financial Information Disclosure [Abstract] | |
QUARTERLY RESULTS (UNAUDITED) | QUARTERLY RESULTS (UNAUDITED) 2018 (1) ($ in millions, except per share data) First Second Third (2) Fourth Fiscal Revenues $ 571 $ 595 $ 750 $ 1,052 $ 2,968 Expenses $ (518 ) $ (546 ) $ (698 ) $ (939 ) $ (2,701 ) Net income (loss) attributable to common shareholders $ 36 $ 11 $ (36 ) $ 44 $ 55 Earnings (loss) per share attributable to common shareholders Basic $ 1.35 $ 0.40 $ (1.08 ) $ 0.92 $ 1.64 Diluted $ 1.32 $ 0.39 $ (1.08 ) $ 0.91 $ 1.61 2017 (1) ($ in millions, except per share data) First Second Third Fourth Fiscal Revenues $ 528 $ 563 $ 530 $ 562 $ 2,183 Expenses $ (483 ) $ (489 ) $ (472 ) $ (493 ) $ (1,937 ) Net income attributable to common shareholders $ 28 $ 48 $ 40 $ 119 $ 235 Earnings per share attributable to common shareholders Basic $ 1.02 $ 1.76 $ 1.49 $ 4.46 $ 8.70 Diluted $ 1.00 $ 1.72 $ 1.45 $ 4.35 $ 8.49 _______________________ (1) The sum of the earnings per share attributable to common shareholders for the four quarters differs from annual earnings per share attributable to common shareholders due to the required method of computing the weighted average shares in interim periods. (2) The third quarter results were revised to correct an immaterial prior period error relating to $30 million of acquisition-related costs incurred by Legacy-ILG prior to the Acquisition Date, that we paid in connection with the completion of the ILG Acquisition. These costs were incorrectly expensed as “ILG acquisition-related costs” during the third quarter of 2018, and during the fourth quarter of 2018 were reclassified to Goodwill. The impact to net income (loss) attributable to common shareholders during the three and nine-months ended September 30, 2018 was $22 million |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2018 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS Dividends On February 15, 2019, our Board of Directors declared a quarterly dividend of $0.45 per share to be paid on March 14, 2019 to shareholders of record as of February 28, 2019. |
ADOPTION IMPACT OF NEW REVENUE
ADOPTION IMPACT OF NEW REVENUE STANDARD | 12 Months Ended |
Dec. 31, 2018 | |
Revenue from Contract with Customer [Abstract] | |
ADOPTION IMPACT OF NEW REVENUE STANDARD | ADOPTION IMPACT OF NEW REVENUE STANDARD As discussed in Footnote 2 "Summary of Significant Accounting Policies" the FASB issued ASU 2014-09 in 2014, which, as amended, created ASC 606. The core principle of ASC 606 is that an entity shall recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The standard also contains significant new disclosure requirements regarding the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. We adopted ASC 606 effective January 1, 2018, on a retrospective basis and restated our previously reported historical results as shown in the tables below. The cumulative impact of the adoption of the new Revenue Standard on our opening retained earnings as of January 3, 2015, the first day of our 2015 fiscal year, was $2 million . Upon adoption of the new Revenue Standard, recognition of revenue from the sale of vacation ownership products that is deemed collectible is now deferred from the point in time at which the statutory rescission period expires to closing, when control of the vacation ownership product is transferred to the customer. In addition, we aligned our assessment of collectibility of the transaction price for sales of vacation ownership products with our credit granting policies. We elected the practical expedient to expense all marketing and sales costs as they are incurred. Our consolidated cost reimbursements revenues and cost reimbursements expenses increased significantly, as all costs reimbursed to us by property owners’ associations are now reported on a gross basis upon adoption of the new Revenue Standard. In conjunction with the adoption of the new Revenue Standard we reclassified certain revenues and expenses. As part of the adoption of the new Revenue Standard, we elected the following practical expedients and accounting policies: • We expense all marketing and sales costs that we incur to sell vacation ownership products when incurred. • In determining the transaction price for contracts from customers, we exclude all taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-product transaction and collected by the entity from a customer (e.g., sales tax). • We do not disclose the amount of the transaction price allocated to the remaining performance obligations as of December 31, 2017 or provide an explanation of when we expect to recognize that amount as revenue. The following tables present the impact of the adoption of the new Revenue Standard on our previously reported historical results for the periods presented. 2017 Income Statement Impact 2017 ($ in millions, except per share amounts) As Reported ASC 606 Adjustments Conforming Reclassifications (1) As Adjusted REVENUES Sale of vacation ownership products $ 728 $ 29 $ — $ 757 Resort management and other services 306 (27 ) (279 ) — Management and exchange — — 279 279 Rental 323 (61 ) — 262 Financing 135 — — 135 Cost reimbursements 460 290 — 750 TOTAL REVENUES 1,952 231 — 2,183 EXPENSES Cost of vacation ownership products 178 16 — 194 Marketing and sales 409 (14 ) (7 ) 388 Resort management and other services 172 (17 ) (155 ) — Management and exchange — — 147 147 Rental 281 (58 ) (2 ) 221 Financing 18 — 25 43 General and administrative 110 — (4 ) 106 Depreciation and amortization — — 21 21 Litigation settlement 4 — — 4 Consumer financing interest 25 — (25 ) — Royalty fee 63 — — 63 Cost reimbursements 460 290 — 750 TOTAL EXPENSES 1,720 217 — 1,937 Gains and other income, net 6 — — 6 Interest expense (10 ) — — (10 ) ILG acquisition costs — — (1 ) (1 ) Other (2 ) — 1 (1 ) INCOME BEFORE INCOME TAXES AND NONCONTROLLING INTERESTS 226 14 — 240 Benefit (provision) for income taxes 1 (6 ) — (5 ) NET INCOME 227 8 — 235 Net income attributable to noncontrolling interests — — — — NET INCOME ATTRIBUTABLE TO COMMON SHAREHOLDERS $ 227 $ 8 $ — $ 235 EARNINGS PER SHARE ATTRIBUTABLE TO COMMON SHAREHOLDERS Basic $ 8.38 $ 0.32 $ — $ 8.70 Diluted $ 8.18 $ 0.31 $ — $ 8.49 _________________________ (1) We have reclassified certain prior year amounts to conform to our current year presentation. See Footnote 1 "Basis of Presentation" for a description of the reclassifications. 2016 Income Statement Impact 2016 ($ in millions, except per share amounts) As Reported ASC 606 Adjustments Conforming Reclassifications (1) As Adjusted REVENUES Sale of vacation ownership products $ 638 $ (15 ) $ — $ 623 Resort management and other services 300 (22 ) (278 ) — Management and exchange — — 278 278 Rental 312 (60 ) — 252 Financing 126 1 — 127 Cost reimbursements 432 288 — 720 TOTAL REVENUES 1,808 192 — 2,000 EXPENSES Cost of vacation ownership products 155 8 — 163 Marketing and sales 353 (13 ) (6 ) 334 Resort management and other services 174 (17 ) (157 ) — Management and exchange — — 149 149 Rental 261 (49 ) (2 ) 210 Financing 19 — 24 43 General and administrative 105 — (5 ) 100 Depreciation and amortization — — 21 21 Litigation settlement (1 ) — — (1 ) Consumer financing interest 24 — (24 ) — Royalty fee 61 — — 61 Cost reimbursements 432 288 — 720 TOTAL EXPENSES 1,583 217 — 1,800 Gains and other income, net 11 — — 11 Interest expense (9 ) — — (9 ) Other (4 ) — — (4 ) INCOME BEFORE INCOME TAXES AND NONCONTROLLING INTERESTS 223 (25 ) — 198 Provision for income taxes (86 ) 10 — (76 ) NET INCOME 137 (15 ) — 122 Net income attributable to noncontrolling interests — — — — NET INCOME ATTRIBUTABLE TO COMMON SHAREHOLDERS $ 137 $ (15 ) $ — $ 122 EARNINGS PER SHARE ATTRIBUTABLE TO COMMON SHAREHOLDERS Basic $ 4.93 $ (0.56 ) $ — $ 4.37 Diluted $ 4.83 $ (0.54 ) $ — $ 4.29 _________________________ (1) We have reclassified certain prior year amounts to conform to our current year presentation. See Footnote 1 "Basis of Presentation" for a description of the reclassifications. 2017 Balance Sheet Impact As of December 31, 2017 ($ in millions) As Reported ASC 606 Adjustments Conforming Reclassifications (1) As Adjusted ASSETS Cash and cash equivalents $ 409 $ — $ — $ 409 Restricted cash 82 — — 82 Accounts receivable, net 154 (62 ) — 92 Vacation ownership notes receivable, net 1,120 (5 ) — 1,115 Inventory 716 12 (330 ) 398 Property and equipment 253 — 330 583 Other 172 (6 ) — 166 TOTAL ASSETS $ 2,906 $ (61 ) $ — $ 2,845 LIABILITIES AND EQUITY Accounts payable $ 145 $ — $ — $ 145 Advance deposits 63 21 — 84 Accrued liabilities 168 (48 ) — 120 Deferred revenue 98 (29 ) — 69 Payroll and benefits liability 112 — — 112 Deferred compensation liability 75 — — 75 Securitized debt — — 835 835 Debt, net 1,095 — (835 ) 260 Other 14 — — 14 Deferred taxes 91 (1 ) — 90 TOTAL LIABILITIES 1,861 (57 ) — 1,804 Preferred stock — — — — Common stock — — — — Treasury stock (694 ) — — (694 ) Additional paid-in capital 1,189 — — 1,189 Accumulated other comprehensive income 17 — — 17 Retained earnings 533 (4 ) — 529 TOTAL EQUITY 1,045 (4 ) — 1,041 TOTAL LIABILITIES AND EQUITY $ 2,906 $ (61 ) $ — $ 2,845 _________________________ (1) We have reclassified certain prior year amounts to conform to our current year presentation. See Footnote 1 "Basis of Presentation" for a description of the reclassifications. 2017 Cash Flow Impact - Operating Activities 2017 ($ in millions) As Reported Adjustments As Adjusted OPERATING ACTIVITIES Net income $ 227 $ 8 $ 235 Adjustments to reconcile net income to net cash and restricted cash provided by operating activities: Depreciation and amortization of intangibles 21 — 21 Amortization of debt discount and issuance costs 10 — 10 Vacation ownership notes receivable reserve 50 2 52 Share-based compensation 16 — 16 Loss on disposal of property and equipment, net 2 — 2 Deferred income taxes (66 ) 5 (61 ) Net change in assets and liabilities: Accounts receivable 5 (14 ) (9 ) Vacation ownership notes receivable originations (467 ) 1 (466 ) Vacation ownership notes receivable collections 270 — 270 Inventory 42 3 45 Purchase of vacation ownership units for future transfer to inventory (34 ) — (34 ) Other assets (21 ) — (21 ) Accounts payable, advance deposits and accrued liabilities 51 (12 ) 39 Deferred revenue 2 7 9 Payroll and benefit liabilities 16 — 16 Deferred compensation liability 12 — 12 Other, net 6 — 6 Net cash and restricted cash provided by operating activities $ 142 $ — $ 142 2016 Cash Flow Impact - Operating Activities 2016 ($ in millions) As Reported Adjustments As Adjusted OPERATING ACTIVITIES Net income $ 137 $ (15 ) $ 122 Adjustments to reconcile net income to net cash and restricted cash provided by operating activities: Depreciation and amortization of intangibles 21 — 21 Amortization of debt discount and issuance costs 6 — 6 Vacation ownership notes receivable reserve 48 (3 ) 45 Share-based compensation 14 — 14 Gain on disposal of property and equipment, net (11 ) — (11 ) Deferred income taxes 39 (9 ) 30 Net change in assets and liabilities: Accounts receivable (29 ) 29 — Vacation ownership notes receivable originations (357 ) — (357 ) Vacation ownership notes receivable collections 254 — 254 Inventory 5 (6 ) (1 ) Other assets 11 1 12 Accounts payable, advance deposits and accrued liabilities (19 ) 5 (14 ) Deferred revenue 17 (2 ) 15 Payroll and benefit liabilities (7 ) — (7 ) Deferred compensation liability 12 — 12 Other liabilities — 1 1 Other, net — (1 ) (1 ) Net cash and restricted cash provided by operating activities $ 141 $ — $ 141 |
SUPPLEMENTAL GUARANTOR INFORMAT
SUPPLEMENTAL GUARANTOR INFORMATION | 12 Months Ended |
Dec. 31, 2018 | |
Guarantees and Product Warranties [Abstract] | |
SUPPLEMENTAL GUARANTOR INFORMATION | SUPPLEMENTAL GUARANTOR INFORMATION The IAC Notes are guaranteed by Marriott Vacations Worldwide Corporation, ILG and certain other subsidiaries for which 100% of the voting securities are owned directly or indirectly by ILG (collectively, the “Guarantor Subsidiaries”). These guarantees are full and unconditional and joint and several. The guarantees of the Guarantor Subsidiaries are subject to release in limited circumstances only upon the occurrence of certain customary conditions. The indenture governing the IAC Notes contains covenants that, among other things, limit the ability of Interval Acquisition Corp. (the “Issuer”) and the Guarantor Subsidiaries to pay dividends to us or make distributions, loans or advances to us. The following tables present consolidating financial information as of December 31, 2018 and for the 122 days ended December 31, 2018 for MVW and ILG on a stand-alone basis, the Issuer on a stand-alone basis, the combined Guarantor Subsidiaries of MVW (collectively, the “Guarantor Subsidiaries”), the combined non-guarantor subsidiaries of MVW (collectively, the “Non-Guarantor Subsidiaries”) and MVW on a consolidated basis. Condensed Consolidating Balance Sheet As of December 31, 2018 ($ in millions) MVW ILG Interval Acquisition Corp. Guarantor Subsidiaries Non-Guarantor Subsidiaries Total Eliminations MVW Consolidated Cash and cash equivalents $ — $ 2 $ 11 $ 26 $ 192 $ — $ 231 Restricted cash — — — 83 300 — 383 Accounts receivable, net 29 — 2 101 194 (2 ) 324 Vacation ownership notes receivable, net — — — 176 1,863 — 2,039 Inventory — — — 440 423 — 863 Property and equipment — 1 — 273 677 — 951 Goodwill 2,828 — — — — — 2,828 Intangibles, net — — — 1,066 41 — 1,107 Investments in subsidiaries 123 1,446 1,588 (269 ) 1,748 (4,636 ) — Other (2 ) (7 ) 2 126 211 (38 ) 292 Total assets $ 2,978 $ 1,442 $ 1,603 $ 2,022 $ 5,649 $ (4,676 ) $ 9,018 Accounts payable $ 39 $ — $ — $ 64 $ 142 $ — $ 245 Advance deposits — — — 25 88 — 113 Accrued liabilities 13 8 (24 ) 135 291 — 423 Deferred revenue — — — 110 209 — 319 Payroll and benefits liability 16 — — 76 119 — 211 Deferred compensation liability — — — 7 86 — 93 Securitized debt, net — — — — 1,694 — 1,694 Debt, net — — 142 — 1,982 — 2,124 Other — — — 1 11 — 12 Deferred taxes 38 (60 ) 87 142 111 — 318 Intercompany liabilities (receivables) / equity — (1,272 ) (335 ) (98 ) (2,530 ) 4,163 (72 ) MVW shareholders' equity 2,872 2,766 1,733 1,563 3,438 (8,839 ) 3,533 Noncontrolling interests — — — (3 ) 8 — 5 Total liabilities and equity $ 2,978 $ 1,442 $ 1,603 $ 2,022 $ 5,649 $ (4,676 ) $ 9,018 Condensed Consolidating Statement of Income 122 Days Ended December 31, 2018 ($ in millions) MVW ILG Interval Acquisition Corp. Guarantor Subsidiaries Non-Guarantor Subsidiaries Total Eliminations MVW Consolidated Revenues $ (3 ) $ — $ — $ 488 $ 1,035 $ (7 ) $ 1,513 Expenses (14 ) — (1 ) (495 ) (888 ) 7 (1,391 ) Interest expense (3 ) — (2 ) 1 (50 ) — (54 ) ILG acquisition-related costs (11 ) — — — (47 ) — (58 ) Equity in earnings from unconsolidated entities — — — (1 ) — — (1 ) Equity in net income of subsidiaries 65 5 9 — — (79 ) — Income tax benefit (11 ) — (1 ) 2 21 — 11 Net income (loss) 23 5 5 (5 ) 71 (79 ) 20 Net loss (income) attributable to noncontrolling interests — — — 1 2 — 3 Net income (loss) attributable to common shareholders $ 23 $ 5 $ 5 $ (4 ) $ 73 $ (79 ) $ 23 Condensed Consolidating Statement of Cash Flows 122 Days Ended December 31, 2018 ($ in millions) MVW ILG Interval Acquisition Corp. Guarantor Subsidiaries Non-Guarantor Subsidiaries Total Eliminations MVW Consolidated Net cash, cash equivalents and restricted cash provided by (used in) operating activities $ 120 $ — $ (2 ) $ 17 $ (57 ) $ — $ 78 Net cash, cash equivalents and restricted cash (used in) provided by investing activities (1 ) 2 125 115 (1,586 ) (123 ) (1,468 ) Net cash, cash equivalents and restricted cash (used in) provided by financing activities (119 ) — (113 ) (23 ) (221 ) 123 (353 ) Cash, cash equivalents and restricted cash, beginning of period — — — — 2,357 — 2,357 Cash, cash equivalents and restricted cash, end of period $ — $ 2 $ 10 $ 109 $ 493 $ — $ 614 |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Our Business | The consolidated financial statements present the results of operations, financial position and cash flows of Marriott Vacations Worldwide Corporation (referred to in this report as “we,” “us,” “Marriott Vacations Worldwide,” “MVW” or “the Company,” which includes our consolidated subsidiaries except where the context of the reference is to a single corporate entity). In order to make this report easier to read, we refer throughout to (i) our Consolidated Financial Statements as our “Financial Statements,” (ii) our Consolidated Statements of Income as our “Income Statements,” (iii) our Consolidated Balance Sheets as our “Balance Sheets,” and (iv) our Consolidated Statements of Cash Flows as our “Cash Flows.” In addition, references throughout to numbered “Footnotes” refer to the numbered Notes in these Notes to Consolidated Financial Statements, unless otherwise noted. |
Principles of Consolidation and Basis of Presentation | The 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. References in these Financial Statements to net income attributable to common shareholders and MVW shareholders’ equity do not include noncontrolling interests, which represent the outside ownership of our consolidated non-wholly owned entities and are reported separately. Intercompany accounts and transactions between consolidated companies have been eliminated in consolidation. These Financial Statements reflect our financial position, results of operations and cash flows as prepared in conformity with United States Generally Accepted Accounting Principles (“GAAP”). 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, allocations of the purchase price paid in business combinations, cost of vacation ownership products, inventory valuation, goodwill and intangibles valuation, property and equipment valuation, accounting for acquired vacation ownership notes receivable, vacation ownership notes receivable reserves, income taxes and loss contingencies. Accordingly, actual amounts may differ from these estimated amounts. We adopted Accounting Standards Update (“ASU”) 2014-09 “ Revenue from Contracts with Customers (Topic 606), ” as amended (“ASU 2014-09”), effective January 1, 2018, the first day of our 2018 fiscal year, and refer to it as the new “Revenue Standard” throughout these Financial Statements. We have restated our previously reported historical results within these Financial Statements to conform with the adoption of the new Revenue Standard. See “ New Accounting Standards ” in Footnote 2 “Summary of Significant Accounting Policies” for additional information on ASU 2014-09 and Footnote 21 “Adoption Impact of New Revenue Standard” for further discussion of the adoption and the impact on our previously reported historical results. Unless otherwise specified, each reference to a particular year in these Financial Statements means the fiscal year ended on the date shown in the following table, rather than the corresponding calendar year. Beginning with our 2017 fiscal year, we changed our financial reporting cycle to a calendar year-end and end-of-month quarterly reporting cycle. Fiscal Year Fiscal Year-End Date Number of Days 2018 December 31, 2018 365 2017 December 31, 2017 366 2016 December 30, 2016 364 |
Revenue Recognition | Revenue Recognition We account for revenue in accordance with Accounting Standards Codification (“ASC”) Topic 606, “ Revenue from Contracts with Customers ” (“ASC 606”), which we adopted on January 1, 2018, using the retrospective method. See “ New Accounting Standards ” below for additional information and Footnote 21 “Adoption Impact of New Revenue Standard” for further discussion of the adoption and the impact on our previously reported historical results. Sale of Vacation Ownership Products We market and sell vacation ownership products in our Vacation Ownership segment. Vacation ownership products include deeded vacation ownership products, deeded beneficial interests, rights to use real estate and other interests in trusts that solely hold real estate (collectively “vacation ownership products” or “VOIs”). Vacation ownership products may be sold for cash or we may provide financing. In connection with the sale of vacation ownership products, we provide sales incentives to certain purchasers and, in certain cases, membership in a brand affiliated club. Non-cash incentives typically include Marriott Bonvoy, Hyatt’s customer loyalty program points (“World of Hyatt” points) or an alternative sales incentive that we refer to as “plus points.” Plus points are redeemable for stays at our resorts or for use in an exclusive selection of travel packages provided by affiliate tour operators (the “Explorer Collection”), generally up to two years from the date of issuance. Typically, sales incentives are only awarded if the sale is closed. Upon execution of a legal sales agreement, we typically receive an upfront deposit from our customer with the remainder of the purchase price for the vacation ownership product to either be collected at closing (“cash contract”) or financed by the customer through our financing programs (“financed contract”). Refer to “ Financing Revenues ” below for further information regarding financing terms. Customer deposits received for contracts are recorded as Advance deposits on our Balance Sheets until the point in time at which control of the vacation ownership product has transferred to the customer. Our assessment of collectibility of the transaction price for sales of vacation ownership products is aligned with our credit granting policies for financed contracts. In determining the consideration to which we expect to be entitled for financed contracts, we include estimated variable consideration in the transaction price to the extent it is probable that a significant reversal of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is resolved. Our estimates of variable consideration and determination of whether to include estimated amounts in the transaction price are based largely on the customer class and the results of our static pool analyses, which rely on historical payment data by customer class as described in “ Loan Loss Reserves ” below. Variable consideration which has not been included within the transaction price is presented as a reserve on vacation ownership notes receivable. Revisions to estimates of variable consideration from the sale of vacation ownership products impact the reserve on vacation ownership notes receivable and can increase or decrease revenue. Revenues were reduced during 2018 by $4 million due to changes in our estimate of variable consideration for performance obligations that were satisfied in prior periods. In addition, we account for cash incentives provided to customers as a reduction of the transaction price. Refer to “ Arrangements with Multiple Performance Obligations ” below for a description of our methods of allocating transaction price to each performance obligation. We evaluated our business practices, and the underlying risks and rewards associated with vacation ownership products and the respective timing that such risks and rewards are transferred to the customer in determining the point in time at which control of the vacation ownership product is transferred to the customer. Based upon the different terms of the contracts with the customer and business practices, we transfer control of the vacation ownership product at different times for Legacy-MVW and Legacy-ILG. We recognize revenue on the sale of Legacy-MVW vacation ownership products at closing. We recognize revenue on the sale of Legacy-ILG vacation ownership products upon expiration of the rescission period and completion of construction. Revenue for non-cash incentives, such as plus points, is recorded as Deferred revenue on our Balance Sheets at closing and is recognized as rental revenue upon transfer of control to the customer, which typically occurs upon delivery of the incentive, or at the point in time when the incentive is redeemed. For non-cash incentives provided by third parties (i.e. Marriott Bonvoy points, World of Hyatt points or third-party Explorer Collection offerings), we evaluated whether we control the underlying good or service prior to delivery to the customer. We concluded that we are an agent for those non-cash incentives which we do not control prior to delivery and as such record the related revenue net of the related cost upon recognition. Management and Exchange Revenues and Cost Reimbursements Revenues Ancillary Revenues Ancillary revenues consist of goods and services that are sold or provided by us at food and beverage outlets, golf courses and other retail and service outlets located at our resorts. Payments for such goods and services are generally received at the point of sale in the form of cash or credit card charges. For goods and services sold, we evaluate whether we control the underlying goods or services prior to delivery to the customer. For transactions where we do not control the goods or services prior to delivery, the related revenue is recorded net of the related cost upon recognition. We recognize ancillary revenue at the point in time when goods have been provided and/or services have been rendered. Management Fee Revenues and Cost Reimbursements Revenues We provide day-to-day-management services, including housekeeping services, operation of reservation systems, maintenance and certain accounting and administrative services for property owners’ associations, condominium owners and hotels. We generate revenue from fees we earn for managing vacation ownership resorts, clubs, owners’ associations, condominiums and hotels. In our Vacation Ownership segment, these fees are earned regardless of usage or occupancy and are typically based on either a percentage of the budgeted costs to operate the resorts or a fixed fee arrangement (“VO management fee revenues”). In our Exchange & Third-Party Management segment, we earn base management fees which are typically either (i) fixed amounts, (ii) amounts based on a percentage of adjusted gross lodging revenue, or (iii) various revenue sharing agreements based on stated formulas (“Base management fee revenues”) and incentive management fees, which are generally a percentage of either operating profits or improvement in operating profits (“Incentive management fees”). In addition, we receive reimbursement of costs incurred on behalf of our customers, which consist of actual expenses with no added margin (“cost reimbursements”). Vacation Ownership segment cost reimbursements revenues exclude amounts that we have paid to the property owners’ associations related to maintenance fees for unsold vacation ownership products, as we have concluded that such payments are consideration payable to a customer. Management fees are collected over time or upfront depending upon the specific management contract. Cost reimbursements are received over time and considered variable consideration. We have determined that a significant financing component does not exist as a substantial amount of the consideration promised by the customer is paid when the associated variable consideration is determined. We evaluated the nature of the management services provided and concluded that the management services constitute a series of distinct services to be accounted for as a single performance obligation transferred over time. We use an input method, the number of days that management services are provided, to recognize VO management fee revenues and Base management fee revenues, which is consistent with the pattern of transfer to the customers who receive and consume the benefits as services are provided each day. We recognize incentive management fees as earned throughout the incentive period based on actual results, which is subject to estimation of the transaction price. Any consideration we receive in advance of services being rendered is recorded as Deferred revenue on our Balance Sheets and is recognized ratably across the service period to which it relates. We recognize variable consideration for Cost reimbursements revenues when the reimbursable costs are incurred. Other Services Revenues Other services revenues includes revenues from membership fees, club dues and additional fees for services we provide to customers. Membership fees and club dues are received in advance of providing access to the exchange services, are recorded as Deferred revenue on our Balance Sheets and are earned regardless of whether exchange services are provided. Generally, Interval International memberships are cancelable and refundable on a pro-rata basis, with the exception of the Interval International network’s Platinum tier which is non-refundable. Transaction-based fees are typically collected at a point in time. We have determined that exchange services constitute a stand-ready obligation for us to provide unlimited access to exchange services over a defined period of time, when and if a customer (or customer of a customer) requests. We have determined that customers benefit from the stand-ready obligation evenly throughout the period in which the customer has access to exchange services and as such, recognize membership fees and club dues on a straight-line basis over the related period of time. Transaction-based fees are recognized as revenue at the point in time at which the relevant goods or services are transferred to the customer. For transaction-based fees, we evaluate whether we control the underlying goods or services prior to delivery to the customer. Transaction-based fees from exchanges and other transactions in our Exchange & Third-Party Management segment are generally recognized when confirmation of the transaction is provided and services have been rendered. For transactions where we do not control the goods or services prior to delivery, the related revenue is recorded net of the related cost upon recognition. Financing Revenues We offer consumer financing as an option to qualifying customers purchasing vacation ownership products, which is collateralized by the underlying vacation ownership products. We recognize interest income on an accrual basis. The contractual terms of the financing agreements require that the contractual level of annual principal payments be sufficient to amortize the loan over a customary period for the vacation ownership product being financed, which is generally ten years. Generally, payments commence under the financing contracts 30 to 60 days after closing. We record the difference between the vacation ownership note receivable and the variable consideration included in the transaction price for the sale of the related vacation ownership product as a reserve on our vacation ownership notes receivable. We earn interest income from the financing arrangements on the principal balance outstanding over the life of the arrangement and record that interest income in Financing revenues on our Income Statements. In addition, we recognize interest income related to our acquired vacation ownership notes receivable using the level yield method. See Footnote 6 “Vacation Ownership Notes Receivable” for additional information related to the accounting for our acquired vacation ownership notes receivable. Financing revenues include transaction-based fees we charge to owners and other third parties for services. We recognize fee revenues when services have been rendered. Rental Revenues In our Vacation Ownership segment, we generate revenue from rentals of inventory that we hold for sale as interests in our vacation ownership programs, inventory that we control because our owners have elected alternative usage options permitted under our vacation ownership programs and rentals of owned-hotel properties. In our Exchange & Third-Party Management segment, we offer vacation rental opportunities for managed properties and to members of the Interval International network and certain other membership programs from seasonal oversupply or underutilized space, as well as sourced resort accommodations. We receive payments for rentals primarily through credit card charges. We recognize rental revenues when occupancy has occurred, which is consistent with the period in which the customer benefits from such service. We recognize rental revenue from the utilization of plus points issued in connection with the sale of vacation ownership products as described in “ Sale of Vacation Ownership Products ” above. We also generate revenues from vacation packages sold to our customers. The packages have an expiration period of six to twenty-four months, and payments for such packages are non-refundable and generally paid by the customer in advance. Payments received in advance are recorded as Advance deposits on our Balance Sheets, until the revenue is recognized, when occupancy has occurred. For rental revenues associated with vacation ownership products which we own and which are registered and held for sale, to the extent that the proceeds are less than costs, revenues are reported net in accordance with ASC Topic 978, “ Real Estate – Time-Sharing Activities .” Arrangements with Multiple Performance Obligations Our contracts with customers may include multiple performance obligations. For such arrangements, we allocate revenue to each performance obligation based on its relative standalone selling price. In cases where the standalone selling price is not readily available, we generally determine the standalone selling prices utilizing the adjusted market approach, using prices from similar contracts, our historical pricing on similar contracts, our internal marketing and selling data and other internal and external inputs we deem to be appropriate. Significant judgment is required in determining the standalone selling price under the adjusted market approach. Receivables, Contract Assets & Contract Liabilities |
Costs Incurred to Sell Vacation Ownership Products | Costs Incurred to Sell Vacation Ownership ProductsWe charge marketing and sales costs we incur to sell vacation ownership products to expense when incurred. |
Earnings Per Common Share | Earnings Per Share Attributable to Common ShareholdersBasic earnings per share attributable to common shareholders is calculated by dividing the earnings available to common shareholders by the weighted average number of common shares outstanding for the period. Diluted earnings per share attributable to common shareholders is calculated to give effect to all potentially dilutive common shares that were outstanding during the reporting period. The dilutive effect of outstanding equity-based compensation awards is reflected in diluted earnings per share attributable to common shareholders by application of the treasury stock method. |
Business Combinations | Business Combinations We allocate the purchase price of an acquisition to the tangible and intangible assets acquired and liabilities assumed based on their estimated fair values at the acquisition date. We recognize as goodwill the amount by which the purchase price of an acquired entity exceeds the net of the fair values assigned to the assets acquired and liabilities assumed. In determining the fair values of assets acquired and liabilities assumed, we use various recognized valuation methods including the income, cost and market approaches. Further, we make assumptions within certain valuation techniques, including discount rates, royalty rates, and the amount and timing of future cash flows. We record the net assets and results of operations of an acquired entity in our Financial Statements from the acquisition date. We initially perform these valuations based upon preliminary estimates and assumptions by management or independent valuation specialists under our supervision, where appropriate, and make revisions as estimates and assumptions are finalized. We expense acquisition-related costs as we incur them. See Footnote 3 “Acquisitions and Dispositions” for additional information. As part of our accounting for business combinations we are required to determine the useful lives of identifiable intangible assets recognized separately from goodwill. The useful life of an intangible asset is the period over which the asset is expected to contribute directly or indirectly to the future cash flows of the acquired business. An intangible asset with a finite useful life shall be amortized; an intangible asset with an indefinite useful life shall not be amortized. We base the estimate of the useful life of an intangible asset on an analysis of all pertinent factors, in particular, all of the following factors with no one factor being more presumptive than the other: • The expected use of the asset. • The expected useful life of another asset or a group of assets to which the useful life of the intangible asset may relate. • Any legal, regulatory, or contractual provisions that may limit the useful life. • Our own historical experience in renewing or extending similar arrangements, consistent with our intended use of the asset, regardless of whether those arrangements have explicit renewal or extension provisions. • The effects of obsolescence, demand, competition, and other economic factors. • The level of maintenance expenditures required to obtain the expected future cash flows from the asset. If no legal, regulatory, contractual, competitive, economic, or other factors limit the useful life of an intangible asset to the reporting entity, the useful life of the asset shall be considered to be indefinite. The term indefinite does not mean the same as infinite or indeterminate. The useful life of an intangible asset is indefinite if that life extends beyond the foreseeable horizon; that is, there is no foreseeable limit on the period of time over which it is expected to contribute to the cash flows of the acquired business. Although we believe the assumptions and estimates we have made have been reasonable and appropriate, they are based in part on historical experience and information obtained from the management of the acquired entity and are inherently uncertain. Examples of critical estimates in accounting for acquisitions include but are not limited to future expected cash flows from sales of products and services and related contracts and agreements and discount and long-term growth rates. Unanticipated events and circumstances may occur which could affect the accuracy or validity of our assumptions, estimates or actual results. |
Capitalization of Costs | Capitalization of Costs We capitalize costs clearly associated with the acquisition of real estate when a transaction is accounted for as an asset acquisition under ASC Topic 805, “ Business Combinations ” (“ASC 805”) . Alternatively, when acquired real estate constitutes a business under ASC 805, transaction costs are expensed as incurred. We capitalize interest and certain salaries and related costs incurred in connection with the following: (1) development and construction of sales centers; (2) internally developed software; and (3) development and construction projects for our real estate inventory. We capitalize costs clearly associated with the development and construction of a real estate project when it is probable that we will acquire a property. We capitalize salary and related costs only to the extent they directly relate to the project. We capitalize interest expense, taxes and insurance costs when activities that are necessary to get the property ready for its intended use are underway. We cease capitalization of costs during prolonged gaps in development when substantially all activities are suspended or when projects are considered substantially complete. Capitalized salaries and related costs totaled $6 million in each of 2018 , 2017 and 2016 |
Variable Interest Entities | Variable Interest EntitiesWe consolidate entities under our control, including variable interest entities (“VIEs”) where we are deemed to be the primary beneficiary. In accordance with the applicable accounting guidance for the consolidation of VIEs, we analyze our variable interests, including loans, guarantees and equity investments, to determine if an entity in which we have a variable interest is a variable interest entity. Our analysis includes both quantitative and qualitative reviews. We base our quantitative analysis on the forecasted cash flows of the entity, and our qualitative analysis on our review of the design of the entity, its organizational structure including decision-making ability, and relevant financial agreements. We also use our qualitative analyses to determine if we must consolidate a variable interest entity because we are its primary beneficiary. |
Fair Value Measurements | Fair Value Measurements We have few financial instruments that we must measure at fair value on a recurring basis. See Footnote 7 “Financial Instruments” for further information. We also apply the provisions of fair value measurement to various non-recurring measurements for our financial and non-financial assets and liabilities. The applicable accounting standards define fair value as the price that would be received upon selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (an exit price). We measure fair value of our assets and liabilities using inputs from the following three levels of the fair value hierarchy: • Level 1 inputs are unadjusted quoted prices in active markets for identical assets or liabilities that we have the ability to access at the measurement date. • Level 2 inputs include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (i.e., interest rates, yield curves, etc.), and inputs that are derived principally from or corroborated by observable market data by correlation or other means (market corroborated inputs). • |
Cash and Cash Equivalents | Cash and Cash Equivalents We consider all highly liquid investments with an initial purchase maturity of three |
Restricted Cash | Restricted CashRestricted cash primarily consists of cash restricted for use by consolidated property owners’ associations which is designated for resort operations and other specific uses, such as reserves, cash held in a reserve account related to vacation ownership notes receivable securitizations, cash collected for maintenance fees to be remitted to property owners’ associations, and deposits received and held in escrow, primarily associated with the sale of vacation ownership products. |
Accounts Receivable | Accounts Receivable Accounts receivable are stated at amounts due from customers, principally resort developers, members and managed properties, net of an allowance for doubtful accounts. Accounts receivable outstanding longer than the contractual payment terms are considered past due. We determine our allowance for accounts receivables by considering a number of factors, including the length of time accounts receivable are past due, previous loss history, our judgment as to the specific customer’s current ability to pay its obligation and the condition of the general economy. Our policy for determining our allowance for doubtful accounts consists of both general and specific reserves. The general reserve methodology is distinct for each business based on its historical collection experience and past practice. Predominantly, receivables greater than 120 days past due are applied a general reserve factor, while receivables 180 |
Loan Loss Reserves | Loan Loss Reserves We record the difference between the vacation ownership note receivable and the variable consideration included in the transaction price for the sale of the related vacation ownership product as a reserve on our vacation ownership notes receivable. See “Financing Revenues” above for further information. Legacy-MVW Vacation Ownership Notes Receivable Although we consider loans to owners to be past due if we do not receive payment within 30 days of the due date, we suspend accrual of interest only on those loans that are over 90 days past due. We consider loans over 150 days past due to be in default and fully reserve such amounts. We apply payments we receive for vacation ownership notes receivable on non-accrual status first to interest, then to principal and any remainder to fees. We resume accruing interest when vacation ownership notes receivable are less than 90 days past due. We do not accept payments for vacation ownership notes receivable during the foreclosure process unless the amount is sufficient to pay all past due principal, interest, fees and penalties owed and fully reinstate the note. We write off vacation ownership notes receivable against the reserve once we receive title to the vacation ownership products through the foreclosure or deed-in-lieu process or, in Asia Pacific or Europe, when revocation is complete. For both Legacy-MVW non-securitized and securitized vacation ownership notes receivable, we estimated average remaining default rates of 7.01 percent and 7.16 percent as of December 31, 2018 and December 31, 2017 , respectively. A 0.5 percent age point increase in the estimated default rate would have resulted in an increase in the related vacation ownership notes receivable reserve of $7 million and $6 million as of December 31, 2018 and December 31, 2017 , respectively. For additional information on our Legacy-MVW vacation ownership notes receivable, including information on the related reserves, see Footnote No. 6 “Vacation Ownership Notes Receivable.” Legacy-ILG Vacation Ownership Notes Receivable On an ongoing basis, we monitor the credit quality of our Legacy-ILG vacation ownership notes receivable portfolio based on payment activity as follows: • Current — The vacation ownership note receivable is in good standing as payments and reporting are current per the terms contractually stipulated in the agreement. • Delinquent — We consider a vacation ownership note receivable to be delinquent based on the contractual terms of each individual financing agreement. • Non-performing — Our vacation ownership notes receivable are generally considered non-performing if interest or principal is more than 30 days past due. All non-performing vacation ownership notes receivable are placed on non-accrual status and we do not resume interest accrual until the vacation ownership notes receivable becomes contractually current. We apply payments we receive for vacation ownership notes receivable on non-performing status first to interest, then to principal, and any remainder to fees. We consider vacation ownership notes receivable to be in default upon reaching 120 days outstanding. We use the origination of the vacation ownership notes receivable by brand (Hyatt, Sheraton, Westin) and the FICO scores of the customer as the primary credit quality indicators for our Legacy-ILG vacation ownership notes receivable, as historical performance indicates that there is a relationship between the default behavior of borrowers and the brand associated with the vacation ownership property they have acquired, supplemented by the FICO scores of the customers. At December 31, 2018 , the weighted average FICO score within our consolidated Legacy-ILG vacation ownership notes receivable pools was 710 based upon the outstanding vacation ownership notes receivable balance at time of origination. The average estimated rate for all future defaults for our Legacy-ILG consolidated outstanding pool of vacation ownership notes receivable as of December 31, 2018 was 12.37 percent . A 0.5 percent age point increase in the estimated default rate on the Legacy-ILG originated vacation ownership notes receivable would have resulted in an increase in the related vacation ownership notes receivable reserve of $1 million as of December 31, 2018 . |
Inventory | Inventory Our inventory consists primarily of completed vacation ownership products and vacation ownership products under construction. We carry our inventory at the lower of (1) cost, including costs of improvements and amenities incurred subsequent to acquisition, capitalized interest and real estate taxes plus other costs incurred during construction, or (2) estimated fair value, less costs to sell, which can result in impairment charges and/or recoveries of previous impairments. We account for vacation ownership inventory and cost of vacation ownership products in accordance with the authoritative guidance for accounting for real estate time-sharing transactions, which defines a specific application of the relative sales value method for reducing vacation ownership inventory and recording cost of sales as described in our policy for revenue recognition for vacation ownership products. Also, pursuant to the guidance for accounting for real estate time-sharing transactions, we do not reduce inventory for cost of vacation ownership products related to variable consideration which has not been included within the transaction price (accordingly, no adjustment is made when inventory is reacquired upon default of the related receivable). These standards provide for changes in estimates within the relative sales value calculations to be accounted for as real estate inventory true-ups, which we refer to as product cost true-up activity, and are recorded in Cost of vacation ownership product expenses on the Income Statements to retrospectively adjust the margin previously recorded subject to those estimates. For 2018 , 2017 and 2016 , product cost true-up activity relating to vacation ownership products increased carrying values of inventory by $6 million , less than $1 million and $15 million , respectively. |
Property and Equipment | Property and Equipment Property and equipment includes our sales centers, golf courses, information technology, including internally developed capitalized software, and other assets used in the normal course of business, as well as land held for future vacation ownership product development and undeveloped, and partially developed, land parcels that are not part of an approved development plan and do not meet the criteria to be classified as held for sale. In addition, fully developed vacation ownership interests are classified as property and equipment until they are registered for sale. We record property and equipment at cost, including interest and real estate taxes incurred during active development. We capitalize the cost of improvements that extend the useful life of property and equipment when incurred. These capitalized costs may include structural costs, equipment, fixtures, floor and decorative items and signage. We expense all repair and maintenance costs as incurred. We compute depreciation using the straight-line method over the estimated useful lives of the assets ( three to forty years), and we amortize leasehold improvements over the shorter of the asset life or lease term. |
Valuation of Property and Equipment | Valuation of Property and EquipmentWe test long-lived asset groups for recoverability when changes in circumstances indicate the carrying value may not be recoverable, for example, when there are material adverse changes in projected revenues or expenses, significant underperformance relative to historical or projected operating results, or significant negative industry or economic trends. We evaluate recoverability of an asset group by comparing its carrying value to the future net undiscounted cash flows that we expect will be generated by the asset group. If the comparison indicates that the carrying value of an asset group is not recoverable, we recognize an impairment loss for the excess of carrying value over the estimated fair value. When we recognize an impairment loss for assets to be held and used, we depreciate the adjusted carrying amount of those assets over their remaining useful life. |
Goodwill | Goodwill We test goodwill for potential impairment at least annually, or more frequently if an event or other circumstance indicates that we may not be able to recover the carrying amount of the net assets of the reporting unit. In evaluating goodwill for impairment, we may assess qualitative factors to determine whether it is more likely than not (that is, a likelihood of more than 50 percent) that the fair value of a reporting unit is less than its carrying amount. If we bypass the qualitative assessment, or if we conclude that it is more likely than not that the fair value of a reporting unit is less than its carrying value, then we perform a quantitative impairment test by comparing the fair value of a reporting unit with its carrying amount. Goodwill acquired in business combinations is assigned to the reporting unit(s) expected to benefit from the combination as of the acquisition date. In accordance with ASC Topic 350, “ Intangibles - Goodwill and Other ” (“ASC 350”), we review the carrying value of goodwill and other intangible assets of each of our reporting units on an annual basis as of October 1, or more frequently upon the occurrence of certain events or substantive changes in circumstances, based on either a qualitative assessment or a two-step impairment test. In evaluating goodwill for impairment, we may first assess qualitative factors to determine whether it is more likely than not (that is, a likelihood of more than 50 percent) that the fair value of a reporting unit is less than its carrying amount. Qualitative factors that we consider include, for example, macroeconomic and industry conditions, overall financial performance, and other relevant entity-specific events. If we bypass the qualitative assessment, or if we conclude that it is more likely than not that the fair value of a reporting unit is less than its carrying value, then we perform a two-step goodwill impairment test to identify potential goodwill impairment and measure the amount of goodwill impairment we will recognize, if any. In the first step of the two-step goodwill impairment test, we compare the estimated fair value of the reporting unit with its carrying value. If the estimated fair value of the reporting unit exceeds its carrying amount, no further analysis is needed. If, however, the estimated fair value of the reporting unit is less than its carrying amount, we proceed to the second step and calculate the implied fair value of the reporting unit goodwill to determine whether any impairment is required. We calculate the implied fair value of the reporting unit goodwill by allocating the estimated fair value of the reporting unit to all of the unit’s assets and liabilities as if the unit had been acquired in a business combination. If the carrying value of the reporting unit’s goodwill exceeds the implied fair value of the goodwill, we recognize an impairment loss in the amount of that excess. In allocating the estimated fair value of the reporting unit to all of the assets and liabilities of the reporting unit, we use industry and market data, as well as knowledge of the industry and our past experience. We calculate the estimated fair value of a reporting unit using a weighting of the income and market approaches. For the income approach, we use internally developed discounted cash flow models that include the following assumptions, among others: projections of revenues, expenses, and related cash flows based on assumed long-term growth rates and demand trends; expected future investments to grow new units; and estimated discount rates. For the market approach, we use internal analyses based primarily on market comparables. We base these assumptions on our historical data and experience, third-party appraisals, industry projections, micro and macro general economic condition projections, and our expectations. We have had no goodwill impairment charges in the year ended December 31, 2018. |
Convertible Senior Notes | Convertible Senior Notes In accounting for the 1.50% |
Loss Contingencies | Loss ContingenciesWe are subject to various legal proceedings and claims in the normal course of business, the outcomes of which are subject to significant uncertainty. We record an accrual for loss contingencies when we determine that it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. In making such determinations we evaluate, among other things, the degree of probability of an unfavorable outcome and, when it is probable that a liability has been incurred, our ability to make a reasonable estimate of the loss. We review these accruals each reporting period and make revisions based on changes in facts and circumstances. |
Defined Contribution Plan | Defined Contribution Plan We administer and maintain a defined contribution plan for the benefit of all employees meeting certain eligibility requirements who elect to participate in the plan. Contributions are determined based on a specified percentage of salary deferrals by participating employees. We recognized compensation expense (net of cost reimbursements from property owners’ associations) for our participating employees totaling $11 million in 2018 , $10 million in 2017 and $8 million in 2016 |
Deferred Compensation Plan | Deferred Compensation Plan Prior to the spin-off of MVW from Marriott International (the “Marriott Spin-Off”), certain members of our senior management had the opportunity to participate in the Marriott International, Inc. Executive Deferred Compensation Plan (the “Marriott International EDC”), which Marriott International maintains and administers. Under the Marriott International EDC, participating employees were able to defer payment and income taxation of a portion of their salary and bonus. Participants also had the opportunity for long-term capital appreciation by crediting their accounts with notional earnings (at a fixed annual rate of return of 3.9 percent for 2018 and 4.0 percent for 2017 ). Although additional discretionary contributions to the participants’ accounts under the Marriott International EDC may be made, no additional discretionary contributions were made for our employees in 2018 , 2017 and 2016 . Subsequent to the Marriott Spin-Off, we remain liable to reimburse Marriott International for distributions for participants that were employees of Marriott Vacations Worldwide at the time of the Marriott Spin-Off including earnings thereon. Since 2014, certain members of our senior management have had the opportunity to participate in the Marriott Vacations Worldwide Deferred Compensation Plan (the “Deferred Compensation Plan”), which we maintain and administer. Under the Deferred Compensation Plan, participating employees may defer payment and income taxation of a portion of their salary and bonus. It also gives participants the opportunity for long-term capital appreciation by crediting their accounts with notional earnings. Since the beginning of our 2017 fiscal year, participants in the Deferred Compensation Plan have been able to select a rate of return based on various market-based investment alternatives for a portion of their contributions, as well as any future Company contributions, to the Deferred Compensation Plan, and may also select such a rate for a portion of their existing account balances. To support our ability to meet a portion of our obligations under the Deferred Compensation Plan, we acquired company owned insurance policies (the “COLI policies”) on the lives of certain participants in the Deferred Compensation Plan, the proceeds of which are intended to be aligned with the investment alternatives elected by plan participants and are payable to a rabbi trust with the Company as grantor. For 2017 , at least 25 percent of a participant’s contributions to the Deferred Compensation Plan was required to be subject to a fixed rate of return, which was 3.5 percent for 2017 . For 2018, participants were able to select a rate of return based on market-based investment alternatives for up to 100 percent of their contributions and existing balances, with one of those options being a fixed rate of return of 3.5 percent . We consolidate the liabilities of the Deferred Compensation Plan and the related assets, which consist of the COLI policies held in the rabbi trust. The rabbi trust is considered a VIE. We are considered the primary beneficiary of the rabbi trust because we direct the activities of the trust and are the beneficiary of the trust. At December 31, 2018 , the value of the assets held in the rabbi trust was $26 million , which is included in the Other line within assets on our Balance Sheets. |
Share-Based Compensation Costs | Share-Based Compensation Costs We established the Marriott Vacations Worldwide Corporation Stock and Cash Incentive Plan (the “MVW Stock Plan”) in order to compensate our employees and directors by granting them equity awards such as restricted stock units (“RSUs”), stock appreciation rights (“SARs”) and stock options. We follow the provisions of ASC Topic 718, “ Compensation—Stock Compensation, ” which requires that a company measure the expense of employee services received in exchange for an award of equity instruments based on the grant-date fair value of the award. Generally, share-based awards granted to our employees, other than RSUs with performance vesting conditions, vest ratably over a four -year period. For share-based awards with service-only vesting conditions, we record compensation expense on a straight-line basis over the requisite service period. For RSUs with performance vesting conditions, the number of RSUs earned, if any, is determined following the end of a three -year performance period based upon the cumulative achievement over that period of specific quantitative operating financial measures and we recognize compensation expense once it is probable that the corresponding performance condition will be achieved. SARs awarded under the Stock Plan are granted at exercise prices or strike prices equal to the market price of our common stock on the date of grant (this price is referred to as the “base value”). SARs generally expire ten years after the date of grant and both vest and become exercisable in cumulative installments of one quarter of the grant at the end of each of the first four years following the date of grant. Upon exercise of SARs, our employees and non-employee directors receive a number of shares of our common stock equal to the number of SARs being exercised, multiplied by the quotient of (a) the market price of the common stock on the date of exercise (this price is referred to as the “final value”) minus the base value, divided by (b) the final value. We recognize the expense associated with these awards on our Income Statements based on the fair value of the awards as of the date that the share-based awards are granted and adjust that expense to the estimated number of awards that we expect will vest or be earned. The fair value of RSUs represents the number of awards granted multiplied by the average of the high and low market price of our common stock on the date the awards are granted reduced by the present value of the dividends expected to be paid on the shares during the vesting period, discounted at a risk-free interest rate. We generally determine the fair value of SARs using the Black-Scholes option valuation model which incorporates assumptions about expected volatility, risk free interest rate, dividend yield and expected term. We will issue shares from authorized shares upon the exercise of SARs or stock options held by our employees and directors. For share-based awards granted to non-employee directors, we recognize compensation expense on the grant date based on the fair value of the awards as of that date. See Footnote 15 “Share-Based Compensation” for more information, including information on the Legacy-ILG stock and incentive plan that was assumed as part of the ILG Acquisition. |
Non-U.S. Operations | Non-U.S. OperationsThe U.S. dollar is the functional currency of our consolidated entities operating in the United States. The functional currency for our consolidated entities operating outside of the United States is generally the currency of the economic environment in which the entity primarily generates and expends cash. For consolidated entities whose functional currency is not the U.S. dollar, we translate their financial statements into U.S. dollars. We translate assets and liabilities at the exchange rate in effect as of the financial statement date and translate Income Statement accounts using the weighted average exchange rate for the period. We include translation adjustments from currency exchange and the effect of exchange rate changes on intercompany transactions of a long-term investment nature as a separate component of equity. We report gains and losses from currency exchange rate changes related to intercompany receivables and payables that are not of a long-term investment nature, as well as gains and losses from non-U.S. currency transactions, currently in operating costs and expenses. |
Income Taxes | Income Taxes We file income tax returns, including with respect to our subsidiaries, in various jurisdictions around the world. We account for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements. Under this method, deferred tax assets and liabilities are determined based on the differences between the financial statements and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income in the period that includes the enactment date. Changes in existing tax laws and rates, their related interpretations, and the uncertainty generated by the current economic environment may affect the amounts of deferred tax liabilities or the valuations of deferred tax assets over time. Our accounting for deferred tax consequences represents management’s best estimate of future events that can be appropriately reflected in the accounting estimates. We record net deferred tax assets to the extent we believe these assets will more likely than not be realized. In making such a determination, we consider all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning strategies, and results of recent operations. In the event we determine that we would be able to realize our deferred income tax assets in the future in excess of their net recorded amount, we would make an adjustment to the deferred tax asset valuation allowance, which impacts the provision for income taxes. For tax positions we have taken, or expect to take, in a tax return we apply a more likely than not threshold, under which we must conclude a tax position is more likely than not to be sustained, assuming that the position will be examined by the appropriate taxing authority that has full knowledge of all relevant information, in order to continue to recognize the benefit. In determining our provision for income taxes, we use judgment, reflecting our estimates and assumptions, in applying the more likely than not threshold. We do not have any significant unrecognized tax benefits as of December 31, 2018, December 31, 2017 or December 30, 2016, that, if recognized, would impact our effective tax rate for 2018, 2017 or 2016, respectively. We do not expect that our unrecognized tax benefits as of December 31, 2018 will change significantly within the next twelve months. Additionally, we recognize accrued interest and penalties related to our unrecognized tax benefits as a component of tax expense. |
New Accounting Standards | New Accounting Standards Accounting Standards Update 2018-05 – “ Income Taxes (Topic 740): Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 118 ” (“ASU 2018-05”) In March 2018, the Financial Accounting Standards Board (“FASB”) issued ASU 2018-05, which updates the income tax accounting in GAAP to reflect the interpretive guidance in Staff Accounting Bulletin (“SAB”) 118 (“SAB 118”), that was issued by the staff of the Securities and Exchange Commission in December 2017 in order to address the application of GAAP in situations where a registrant does not have all the necessary information available, prepared, or analyzed (including computations) in reasonable detail to complete the accounting for certain income tax effects of the Tax Cuts and Jobs Act (“the “Tax Act”). SAB 118 provides for a provisional one year measurement period for registrants to finalize their accounting for certain income tax effects related to the Tax Act. ASU 2018-05 was effective upon issuance. We finalized our provisional amounts related to the Tax Act in the fourth quarter of 2018. See Footnote 5 “Income Taxes” for additional information. Accounting Standards Update 2018-15 – “ Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract ” (“ASU 2018-15”) In August 2018, the FASB issued ASU 2018-15, which provides guidance for determining if a cloud computing arrangement is within the scope of the internal-use software guidance in ASU 350-40 “ Intangibles – Goodwill and Other – Internal Use Software ” and would require capitalization of certain implementation costs. For public business entities, this guidance is effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. Early adoption is permitted, including adoption in any interim period. The adoption of ASU 2018-15 in the fourth quarter of 2018 did not have a material impact on our financial statements or disclosures. Accounting Standards Update 2016-01 – “ Financial Instruments – Overall (Subtopic 825-10) ” (“ASU 2016-01”) In January 2016, the FASB issued ASU 2016-01, which updates certain aspects of recognition, measurement, presentation and disclosure of financial instruments. For public business entities, the amendments in ASU 2016-01 will be effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. The adoption of ASU 2016-01 in the first quarter of 2018 did not have a material impact on our financial statements or disclosures. Accounting Standards Update 2016-16 – “ Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory ” (“ASU 2016-16”) In October 2016, the FASB issued ASU 2016-16, which changes the timing of when certain intercompany transactions are recognized within the provision for income taxes. This update is effective for public companies for annual periods beginning after December 15, 2017, and for annual periods and interim periods thereafter, with early adoption permitted. The adoption of ASU 2016-16 in the first quarter of 2018 did not have a material impact on our financial statements or disclosures. Accounting Standards Update 2014-09 – “ Revenue from Contracts with Customers (Topic 606) ” (“ASU 2014-09”), as Amended In May 2014, the FASB issued ASU 2014-09, which, as amended, created ASC Topic 606, “ Revenue from Contracts with Customers ” (“ASC 606”), and supersedes the revenue recognition requirements in ASC Topic 605, “ Revenue Recognition, ” including most industry-specific guidance, and significantly enhances comparability of revenue recognition practices across entities and industries by providing a principle-based, comprehensive framework for addressing revenue recognition issues. In order for a provider of promised goods or services to recognize as revenue the consideration that it expects to receive in exchange for the promised goods or services, the provider should apply the following five steps: (1) identify the contract with a customer; (2) identify the performance obligations in the contract; (3) determine the transaction price; (4) allocate the transaction price to the performance obligations in the contract; and (5) recognize revenue when (or as) the entity satisfies a performance obligation. ASU 2014-09, as amended, is effective for annual reporting periods, and interim periods within those reporting periods, beginning after December 15, 2017. The new standard may be applied retrospectively or on a modified retrospective basis with the cumulative effect recognized on the date of adoption. We adopted ASU 2014-09, as amended, effective January 1, 2018, the first day of our 2018 fiscal year, on a retrospective basis and have restated our previously reported historical results within these Financial Statements. See Footnote 21 “Adoption Impact of New Revenue Standard” for further discussion of the adoption and the impact on our previously reported historical results and Footnote 4 “Revenue” for additional information on how we recognize revenue. |
Future Adoption of Accounting Standards | Future Adoption of Accounting Standards Accounting Standards Update 2017-12 – “ Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities ” (“ASU 2017-12”) In August 2017, the FASB issued ASU 2017-12, which amends and simplifies existing guidance in order to allow companies to better portray the economic effects of risk management activities in the financial statements and enhance the transparency and understandability of the results of hedging activities. ASU 2017-12 eliminates the requirement to separately measure and report hedge ineffectiveness and generally requires the entire change in the fair value of a hedging instrument to be presented in the same income statement line as the hedged item. The guidance also eases certain documentation and assessment requirements. This update is effective for public companies for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years, with early adoption permitted. We expect to adopt ASU 2017-12 commencing in fiscal year 2019 and are continuing to evaluate the impact that adoption of this update will have on our financial statements and disclosures. Accounting Standards Update 2016-13 – “ Financial Instruments – Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments ” (“ASU 2016-13”) In June 2016, the FASB issued ASU 2016-13, which, as amended, replaces the incurred loss impairment methodology in current GAAP with a methodology that reflects expected credit losses. The update is intended to provide financial statement users with more decision-useful information about the expected credit losses on financial instruments and other commitments to extend credit held by a reporting entity at each reporting date. This update is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years, with early adoption permitted for fiscal years beginning after December 15, 2018. We expect to adopt ASU 2016-13 commencing in fiscal year 2020 and are continuing to evaluate the impact that adoption of this update will have on our financial statements and disclosures. Accounting Standards Update 2016-02 – “ Leases (Topic 842) ” (“ASU 2016-02”) In February 2016, the FASB issued ASU 2016-02 to increase transparency and comparability of information regarding an entity’s leasing activities by providing additional information to users of financial statements. ASU 2016-02 requires lessees to recognize most leases on their balance sheet by recording a liability for its lease obligation and an asset for its right to use the underlying asset as of the lease commencement date and recognizing expenses on the income statement in a similar manner to the current guidance in ASC Topic 840, Leases (“ASC 840”). Lessor accounting will remain largely unchanged, other than certain targeted improvements intended to align lessor accounting with the lessee accounting model and with the updated revenue recognition guidance. Upon adoption of ASU 2016-02, as amended, leases will be classified as either finance or operating, with classification affecting the geography of expense recognition in the income statement. Additionally, enhanced quantitative and qualitative disclosures regarding leases are required. ASU 2016-02 is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years, with early adoption permitted. As permitted by the amended guidance, we intend to elect to retain the original lease classification and historical accounting for existing or expired contracts of lessees and lessors so that we will not be required to reassess whether such contracts contain leases, the lease classification, or the initial direct costs. Additionally, we intend to elect an accounting policy by class of underlying asset to combine lease and non-lease components. We do not intend to utilize the practical expedient which allows the use of hindsight by lessees and lessors in determining the lease term and in assessing impairment of its right-of-use assets. We plan to adopt ASU 2016-02, as amended, using the transition method which allows the application of the standard at the adoption date, January 1, 2019, and will recognize a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. |
BASIS OF PRESENTATION (Tables)
BASIS OF PRESENTATION (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Each Reference to Particular Year in These Financial Statements Means Fiscal Year Ended on Date Shown | Unless otherwise specified, each reference to a particular year in these Financial Statements means the fiscal year ended on the date shown in the following table, rather than the corresponding calendar year. Beginning with our 2017 fiscal year, we changed our financial reporting cycle to a calendar year-end and end-of-month quarterly reporting cycle. Fiscal Year Fiscal Year-End Date Number of Days 2018 December 31, 2018 365 2017 December 31, 2017 366 2016 December 30, 2016 364 |
ACQUISITIONS AND DISPOSITIONS (
ACQUISITIONS AND DISPOSITIONS (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Business Combinations [Abstract] | |
Consideration Transferred | The following table presents the fair value of each class of consideration transferred at the Acquisition Date. (in millions, except per share amounts) Equivalent shares of Marriott Vacations Worldwide common stock issued in exchange for ILG outstanding shares 20.5 Marriott Vacations Worldwide common stock price per share as of Acquisition Date $ 119.00 Fair value of Marriott Vacations Worldwide common stock issued in exchange for ILG outstanding shares 2,441 Cash consideration to ILG shareholders, net of cash acquired of $154 million 1,680 Fair value of ILG equity-based awards attributed to pre-combination service 64 Total consideration transferred, net of cash acquired 4,185 Noncontrolling interests 29 $ 4,214 |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The following table presents our preliminary estimates of the fair values of the assets that we acquired and the liabilities that we assumed in connection with the business combination as previously reported at the end of the third quarter of 2018 and as of year-end 2018. ($ in millions) September 1, 2018 (as previously reported) Adjustments (1) September 1, 2018 (as adjusted) Vacation ownership notes receivable $ 736 $ 17 $ 753 Inventory 494 (20 ) 474 Property and equipment 384 (10 ) 374 Intangible assets 1,223 (57 ) 1,166 Other assets 581 39 620 Deferred revenue (217 ) — (217 ) Deferred taxes (174 ) (5 ) (179 ) Debt (392 ) — (392 ) Securitized debt from VIEs (696 ) (6 ) (702 ) Other liabilities (476 ) (35 ) (511 ) Net assets acquired 1,463 (77 ) 1,386 Goodwill (2) 2,747 81 2,828 $ 4,210 $ 4 $ 4,214 _________________________ (1) Adjustments to Goodwill include the correction of an immaterial prior period error related to $30 million of acquisition-related costs incurred by Legacy-ILG prior to the Acquisition Date, that we paid in connection with the completion of the ILG Acquisition. These costs were incorrectly expensed as “ILG acquisition-related costs” during the third quarter of 2018, and during the fourth quarter of 2018 were reclassified to Goodwill. (2) |
Goodwill Acquired as Part of Business Combination | The following table details the carrying amount of our goodwill at December 31, 2018 and reflects our preliminary estimate of goodwill added as a result of the ILG Acquisition. The assignment of goodwill to our reporting units may change during the measurement period as we have not yet finalized the fair value of the assets and liabilities assumed in the ILG Acquisition. ($ in millions) Vacation Ownership Segment Exchange & Third-Party Management Segment Total Consolidated Year-End 2018 Balance Goodwill $ 2,448 $ 380 $ 2,828 |
Finite-Lived and Indefinite-Lived Intangible Assets Acquired as Part of Business Combination | The following table presents our preliminary estimates of the fair values of the identified intangible assets acquired in the ILG Acquisition and their related estimated useful lives. Estimated Fair Value ($ in millions) Estimated Useful Life (in years) Member relationships $ 695 15 to 20 Management contracts 356 15 to 25 Management contracts (1) 33 indefinite Trade names and trademarks 82 indefinite $ 1,166 _________________________ (1) |
Business Acquisition, Pro Forma Information | Accordingly, these unaudited pro forma results are presented for informational purposes only and are not necessarily indicative of what the actual results of operations of the combined company would have been if the ILG Acquisition had occurred at the beginning of the period presented, nor are they indicative of future results of operations. ($ in millions, except per share data) 2018 2017 Revenues $ 4,216 $ 3,927 Net income $ 192 $ 191 Net income attributable to common stockholders $ 193 $ 189 EARNINGS PER SHARE ATTRIBUTABLE TO COMMON SHAREHOLDERS Basic $ 4.10 $ 3.96 Diluted $ 4.00 $ 3.88 ($ in millions) September 1, 2018 to December 31, 2018 Revenue $ 568 Net loss $ (5 ) |
REVENUE (Tables)
REVENUE (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | Sources of Revenue by Segment The following tables detail the sources of revenue by segment for each of the last three fiscal years. 2018 ($ in millions) Vacation Ownership Exchange & Third-Party Management Corporate and Other Total Sale of vacation ownership products $ 990 $ — $ — $ 990 Ancillary revenues 160 1 — 161 Management fee revenues 114 30 (4 ) 140 Other services revenues 85 78 35 198 Management and exchange 359 109 31 499 Rental 352 18 1 371 Cost reimbursements 920 33 (28 ) 925 Revenue from contracts with customers 2,621 160 4 2,785 Financing 182 1 — 183 Total Revenues $ 2,803 $ 161 $ 4 $ 2,968 2017 ($ in millions) Vacation Ownership Exchange & Third-Party Management Corporate and Other Total Sale of vacation ownership products $ 757 $ — $ — $ 757 Ancillary revenues 118 — — 118 Management fee revenues 89 — — 89 Other services revenues 72 — — 72 Management and exchange 279 — — 279 Rental 262 — — 262 Cost reimbursements 750 — — 750 Revenue from contracts with customers 2,048 — — 2,048 Financing 135 — — 135 Total Revenues $ 2,183 $ — $ — $ 2,183 2016 ($ in millions) Vacation Ownership Exchange & Third-Party Management Corporate and Other Total Sale of vacation ownership products $ 623 $ — $ — $ 623 Ancillary revenues 124 — — 124 Management fee revenues 84 — — 84 Other services revenues 70 — — 70 Management and exchange 278 — — 278 Rental 252 — — 252 Cost reimbursements 720 — — 720 Revenue from contracts with customers 1,873 — — 1,873 Financing 127 — — 127 Total Revenues $ 2,000 $ — $ — $ 2,000 |
Revenue, Remaining Performance Obligation | Timing of Revenue from Contracts with Customers by Segment The following tables detail the timing of revenue from contracts with customers by segment for each of the last three fiscal years. 2018 ($ in millions) Vacation Ownership Exchange & Third-Party Management Corporate and Other Total Services transferred over time $ 1,467 $ 95 $ 4 $ 1,566 Goods or services transferred at a point in time 1,154 65 — 1,219 Revenue from contracts with customers $ 2,621 $ 160 $ 4 $ 2,785 2017 ($ in millions) Vacation Ownership Exchange & Third-Party Management Corporate and Other Total Services transferred over time $ 1,149 $ — $ — $ 1,149 Goods or services transferred at a point in time 899 — — 899 Revenue from contracts with customers $ 2,048 $ — $ — $ 2,048 2016 ($ in millions) Vacation Ownership Exchange & Third-Party Management Corporate and Other Total Services transferred over time $ 1,104 $ — $ — $ 1,104 Goods or services transferred at a point in time 769 — — 769 Revenue from contracts with customers $ 1,873 $ — $ — $ 1,873 |
Contract with Customer, Asset and Liability | The following table shows the composition of our receivables and contract liabilities. We had no contract assets at either December 31, 2018 or December 31, 2017 . ($ in millions) At December 31, 2018 At December 31, 2017 Receivables Accounts receivable $ 68 $ 73 Vacation ownership notes receivable, net 2,039 1,115 $ 2,107 $ 1,188 Contract Liabilities Advance deposits $ 113 $ 84 Deferred revenue 319 69 $ 432 $ 153 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Income (Loss) Before Provision for Income Taxes by Geographic Region | The components of our earnings before income taxes for the last three years consisted of: ($ in millions) 2018 2017 2016 United States $ 108 $ 232 $ 195 Non-U.S. jurisdictions (5 ) 8 3 $ 103 $ 240 $ 198 |
Provision for Income Taxes | Our provision for income taxes for the last three years consisted of: ($ in millions) 2018 2017 2016 Current – U.S. Federal $ 17 $ (49 ) $ (35 ) – U.S. State (1 ) (7 ) (5 ) – Non-U.S. (10 ) (7 ) (5 ) 6 (63 ) (45 ) Deferred – U.S. Federal (46 ) 44 (30 ) – U.S. State (9 ) (1 ) (2 ) – Non-U.S. (2 ) 15 1 (57 ) 58 (31 ) $ (51 ) $ (5 ) $ (76 ) |
Deferred Tax Assets and Liabilities | The following table presents our deferred tax assets and liabilities, and the tax effect of each type of temporary difference and carry-forward that gave rise to a significant portion of our deferred tax assets and liabilities at December 31, 2018 and December 31, 2017 : ($ in millions) At Year-End 2018 At Year-End 2017 Deferred Tax Assets Inventory $ 145 $ 38 Reserves 84 26 Deferred revenue 22 1 Property and equipment 54 12 Long lived intangible assets — 24 Net operating loss and capital loss carryforwards 59 39 Tax credits 24 40 Other, net 21 17 Deferred tax assets 409 197 Less valuation allowance (106 ) (44 ) Net deferred tax assets 303 153 Deferred Tax Liabilities Long lived intangible assets (234 ) — Deferred sales of vacation ownership interests (377 ) (230 ) Deferred tax liabilities (611 ) (230 ) Total net deferred tax liabilities $ (308 ) $ (77 ) |
Reconciliation of US Statutory Income Tax Rate to Effective Tax Rate | The following table reconciles the U.S. statutory income tax rate to our effective income tax rate: 2018 2017 2016 U.S. statutory income tax rate 21.00% 35.00% 35.00% U.S. state income taxes, net of U.S. federal tax benefit 4.23 2.50 2.47 Permanent differences (1) 2.78 (0.58) 1.16 Transaction costs (2) 4.68 — — Impact related to the Tax Act 1.23 (27.12) — Impact of non-deductible executive compensation (3) 3.60 (2.54) — Foreign tax rate changes (0.11) (2.01) 0.05 Non-U.S. income (loss) (4) 3.90 (2.61) 0.08 Other items (0.11) (0.79) (1.06) Change in valuation allowance (5) 8.60 0.03 0.78 Effective rate 49.80% 1.88% 38.48% _________________________ (1) Primarily due to non-deductible meal and entertainment expenses and new foreign tax provisions net of foreign tax credits, under provisions of the Tax Act. (2) Attributed to non-deductible transaction costs incurred as a result of the ILG Acquisition. (3) Increase attributable to non-deductible executive compensation under provisions of the Tax Act. (4) Attributed to the difference between U.S. and foreign income tax rates and other foreign adjustments. (5) |
VACATION OWNERSHIP NOTES RECE_2
VACATION OWNERSHIP NOTES RECEIVABLE (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Receivables [Abstract] | |
Composition of Vacation Ownership Notes Receivable Balances, Net of Reserves | The following table shows the composition of our vacation ownership notes receivable balances, net of reserves: December 31, 2018 December 31, 2017 ($ in millions) Originated Acquired Total Originated Acquired Total Securitized $ 1,070 $ 557 $ 1,627 $ 814 $ — $ 814 Non-securitized Eligible for securitization (1) 85 22 107 142 — 142 Not eligible for securitization (1) 233 72 305 159 — 159 Subtotal 318 94 412 301 — 301 $ 1,388 $ 651 $ 2,039 $ 1,115 $ — $ 1,115 _________________________ (1) |
Interest Income Associated with Vacation Ownership Notes Receivable | The following table summarizes interest income associated with vacation ownership notes receivable: ($ in millions) 2018 2017 2016 Interest income associated with vacation ownership notes receivable — securitized $ 151 $ 101 $ 97 Interest income associated with vacation ownership notes receivable — non-securitized 24 27 23 Total interest income associated with vacation ownership notes receivable $ 175 $ 128 $ 120 |
Schedule Of Accretable Yield | The table below presents a rollforward from the Acquisition Date of the accretable yield (interest income) expected to be earned related to our acquired vacation ownership notes receivable, as well as the amount of non-accretable difference at the end of the period. The non-accretable difference represents estimated contractually required payments in excess of estimated cash flows expected to be collected. The accretable yield represents the excess of estimated cash flows expected to be collected over the carrying amount of the acquired vacation ownership notes receivable. ($ in millions) 122 Days Ended December 31, 2018 Balance at Acquisition Date $ — Acquired accretable yield 233 Accretion (32 ) Reclassification from non-accretable difference (2 ) Balance at December 31, 2018 $ 199 Non-accretable difference at December 31, 2018 $ 68 |
Future Principal Payments, Net of Reserves, and Interest Rates of Vacation Ownership Notes Receivable | The following tables show future contractual principal payments, as well as interest rates for our acquired non-securitized and securitized vacation ownership notes receivable at December 31, 2018 : Acquired Vacation Ownership Notes Receivable ($ in millions) Non-Securitized Securitized Total 2019 $ 9 $ 57 $ 66 2020 8 59 67 2021 9 61 70 2022 9 61 70 2023 9 60 69 Thereafter 50 259 309 Balance at December 31, 2018 $ 94 $ 557 $ 651 Weighted average stated interest rate 13.4% 13.4% 13.4% Range of stated interest rates 0.0% to 17.9% 6.0% to 17.9% 0.0% to 17.9% Originated Vacation Ownership Notes Receivable Originated vacation ownership notes receivable represent vacation ownership notes receivable originated by Legacy-ILG subsequent to the Acquisition Date and all Legacy-MVW vacation ownership notes receivable. The following table shows future principal payments, net of reserves, as well as interest rates for our originated non-securitized and securitized originated vacation ownership notes receivable at December 31, 2018 : Originated Vacation Ownership Notes Receivable ($ in millions) Non-Securitized Securitized Total 2019 $ 52 $ 104 $ 156 2020 38 108 146 2021 32 112 144 2022 28 115 143 2023 25 116 141 Thereafter 143 515 658 Balance at December 31, 2018 $ 318 $ 1,070 $ 1,388 Weighted average stated interest rate 11.8% 12.5% 12.4% Range of stated interest rates 0.0% to 18.0% 5.2% to 17.5% 0.0% to 18.0% |
Notes Receivable Reserves | The following table summarizes the activity related to our originated vacation ownership notes receivable reserve: Originated Vacation Ownership Notes Receivable ($ in millions) Non-Securitized Securitized Total Balance at December 31, 2015 $ 59 $ 49 $ 108 Increase in vacation ownership notes receivable reserve 27 17 44 Securitizations (28 ) 28 — Clean-up of Warehouse Credit Facility (1) 10 (10 ) — Write-offs (40 ) — (40 ) Defaulted vacation ownership notes receivable repurchase activity (2) 30 (30 ) — Balance at December 31, 2016 58 54 112 Increase in vacation ownership notes receivable reserve 42 10 52 Securitizations (29 ) 29 — Clean-up of Warehouse Credit Facility (1) 4 (4 ) — Write-offs (45 ) — (45 ) Defaulted vacation ownership notes receivable repurchase activity (2) 28 (28 ) — Balance at December 31, 2017 58 61 119 Vacation ownership notes receivable reserve 57 7 64 Securitizations (39 ) 39 — Clean-up call (1) 1 (1 ) — Write-offs (43 ) — (43 ) Defaulted vacation ownership notes receivable repurchase activity (2) 27 (27 ) — Balance at December 31, 2018 $ 61 $ 79 $ 140 _________________________ (1) Refers to our voluntary repurchase of previously securitized non-defaulted vacation ownership notes receivable to retire outstanding vacation ownership notes receivable securitizations in 2018 and from our Warehouse Credit Facility (as defined in Footnote 13 “Securitized Debt”) in 2017 and 2016. (2) |
Recorded Investment in Non-accrual Notes Receivable that are 90 Days or More Past Due | The following table shows our recorded investment in non-accrual Legacy-MVW vacation ownership notes receivable, which are vacation ownership notes receivable that are 90 days or more past due. As noted in Footnote 2 “Summary of Significant Accounting Policies” we recognize interest income on a cash basis for these vacation ownership notes receivable. Legacy-MVW Vacation Ownership Notes Receivable ($ in millions) Non-Securitized Securitized Total Investment in vacation ownership notes receivable on non-accrual status at year-end 2018 $ 36 $ 9 $ 45 Investment in vacation ownership notes receivable on non-accrual status at year-end 2017 $ 39 $ 7 $ 46 Average investment in vacation ownership notes receivable on non-accrual status during 2018 $ 38 $ 8 $ 46 |
Aging of Recorded Investment in Principal, Before Reserves, in Vacation Ownership Notes Receivable | The following table shows the aging of the recorded investment in principal, before reserves, in Legacy-MVW vacation ownership notes receivable as of December 31, 2018 : Legacy-MVW Vacation Ownership Notes Receivable ($ in millions) Non-Securitized Securitized Total 31 – 90 days past due $ 7 $ 26 $ 33 91 – 150 days past due 3 9 12 Greater than 150 days past due 33 — 33 Total past due 43 35 78 Current 235 1,090 1,325 Total vacation ownership notes receivable $ 278 $ 1,125 $ 1,403 The following table shows the aging of the recorded investment in principal, before reserves, in Legacy-MVW vacation ownership notes receivable as of December 31, 2017 : Legacy-MVW Vacation Ownership Notes Receivable ($ in millions) Non-Securitized Securitized Total 31 – 90 days past due $ 7 $ 19 $ 26 91 – 150 days past due 5 7 12 Greater than 150 days past due 34 — 34 Total past due 46 26 72 Current 313 849 1,162 Total vacation ownership notes receivable $ 359 $ 875 $ 1,234 December 31, 2018 : Originated Vacation Ownership Notes Receivable Delinquent Defaulted (1) Total Delinquent & Defaulted ($ in millions) Receivables Current 30 - 59 Days 60 - 89 Days 90 - 119 Days > 120 Days December 31, 2018 $ 126 $ 124 $ 2 $ — $ — $ — $ 2 _________________________ (1) |
Financing Receivable Credit Quality Indicators | The following table shows the Legacy-ILG acquired vacation ownership notes receivable by brand and FICO score as of December 31, 2018 : Acquired Vacation Ownership Notes Receivable ($ in millions) 700 + 600 - 699 < 600 No Score (1) Total Westin $ 154 $ 82 $ 6 $ 21 $ 263 Sheraton 145 124 21 55 345 Hyatt 20 13 2 — 35 Other 4 1 — 3 8 $ 323 $ 220 $ 29 $ 79 $ 651 _________________________ (1) Vacation ownership notes receivable with no FICO score primarily relate to non-U.S. resident borrowers. The following table shows the Legacy-ILG originated vacation ownership notes receivable by brand and FICO score as of December 31, 2018 : Originated Vacation Ownership Notes Receivable ($ in millions) 700 + 600 - 699 < 600 No Score (1) Total Westin $ 43 $ 11 $ 1 $ 7 $ 62 Sheraton 28 17 3 9 57 Hyatt 5 2 — — 7 $ 76 $ 30 $ 4 $ 16 $ 126 _________________________ (1) |
FINANCIAL INSTRUMENTS (Tables)
FINANCIAL INSTRUMENTS (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Investments, All Other Investments [Abstract] | |
Carrying Values and Estimated Fair Values of Financial Assets and Liabilities | The following table shows the carrying values and the estimated fair values of financial assets and liabilities that qualify as financial instruments, determined in accordance with the authoritative guidance for disclosures regarding the fair value of financial instruments. Considerable judgment is required in interpreting market data to develop estimates of fair value. The use of different market assumptions and/or estimation methodologies could have a material effect on the estimated fair value amounts. The table excludes Cash and cash equivalents, Restricted cash, Accounts receivable, Accounts payable, Advance deposits and Accrued liabilities, all of which had fair values approximating their carrying amounts due to the short maturities and liquidity of these instruments. December 31, 2018 December 31, 2017 ($ in millions) Carrying Amount Fair Value Carrying Amount Fair Value Originated vacation ownership notes receivable $ 1,388 $ 1,413 $ 1,115 $ 1,276 Other assets 66 66 14 14 $ 1,454 $ 1,479 $ 1,129 $ 1,290 Securitized debt, net $ (1,694 ) $ (1,698 ) $ (835 ) $ (836 ) Exchange Notes, net (88 ) (87 ) — — Senior Unsecured Notes, net (741 ) (726 ) — — IAC Notes (141 ) (140 ) — — Term Loan, net (888 ) (887 ) — — Convertible notes, net (199 ) (198 ) (192 ) (260 ) Non-interest bearing note payable, net (30 ) (30 ) (61 ) (61 ) Other debt, net (20 ) (20 ) — — Other liabilities (6 ) (6 ) — — $ (3,807 ) $ (3,792 ) $ (1,088 ) $ (1,157 ) Originated Vacation Ownership Notes Receivable December 31, 2018 December 31, 2017 ($ in millions) Carrying Amount Fair Value Carrying Amount Fair Value Originated vacation ownership notes receivable Securitized $ 1,070 $ 1,093 $ 814 $ 955 Eligible for securitization 85 87 142 162 Not eligible for securitization 233 233 159 159 Non-securitized 318 320 301 321 $ 1,388 $ 1,413 $ 1,115 $ 1,276 |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Earnings Per Share [Abstract] | |
Reconciliation of Earnings and Number of Shares Used in Calculation of Basic and Diluted Earnings Per Share | The table below illustrates the reconciliation of the earnings and number of shares used in our calculation of basic and diluted earnings per share. Computation of Basic and Diluted Earnings Per Share Attributable to Common Shareholders (in millions, except per share amounts) 2018 (1) 2017 (1) 2016 (1) Net income attributable to common shareholders $ 55 $ 235 $ 122 Shares for basic earnings per share 33.3 27.1 27.9 Basic earnings per share $ 1.64 $ 8.70 $ 4.37 Net income attributable to common shareholders $ 55 $ 235 $ 122 Shares for basic earnings per share 33.3 27.1 27.9 Effect of dilutive shares outstanding Employee stock options and SARs 0.4 0.4 0.3 Restricted stock units 0.3 0.2 0.2 Shares for diluted earnings per share 34.0 27.7 28.4 Diluted earnings per share $ 1.61 $ 8.49 $ 4.29 _________________________ (1) The computations of diluted earnings per share exclude approximately 165,000 , 238,000 and 217,000 shares of common stock, the maximum number of shares issuable as of December 31, 2018 , December 31, 2017 and December 30, 2016 , respectively, upon the vesting of certain performance-based awards, because the performance conditions required to be met for the shares subject to such awards to vest were not achieved by the end of the respective reporting period. |
INVENTORY (Tables)
INVENTORY (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Inventory Disclosure [Abstract] | |
Composition of Inventory | The following table shows the composition of our inventory balances: ($ in millions) At Year-End 2018 At Year End 2017 Finished goods (1) $ 843 $ 391 Work-in-progress 9 2 Real estate inventory 852 393 Operating supplies and retail inventory 11 5 $ 863 $ 398 _________________________ (1) |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Property, Plant and Equipment [Abstract] | |
Composition of Property and Equipment | The following table details the composition of our property and equipment balances: ($ in millions) At Year-End 2018 At Year-End 2017 Land and land improvements $ 466 $ 390 Buildings and leasehold improvements 404 259 Furniture, fixtures and other equipment 88 54 Information technology 297 185 Construction in progress 32 23 1,287 911 Accumulated depreciation (336 ) (328 ) $ 951 $ 583 |
LEASES (Tables)
LEASES (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Leases [Abstract] | |
Summary of Future Obligations Under Operating Leases | The following table presents our future minimum lease obligations under operating leases, including those leases that we assumed in the ILG Acquisition, for which we are the primary obligor as of December 31, 2018 : ($ in millions) Land Leases Corporate Facilities Leases Other Operating Leases Total 2019 $ 2 $ 12 $ 24 $ 38 2020 2 12 19 33 2021 2 8 13 23 2022 2 5 10 17 2023 3 5 8 16 Thereafter 50 19 26 95 Total minimum lease payments $ 61 $ 61 $ 100 $ 222 |
Composition of Rental Expense Associated with Operating Leases | The following table details the composition of rent expense associated with operating leases, net of sublease income, for the last three years: ($ in millions) 2018 2017 2016 Minimum rentals $ 16 $ 9 $ 8 Additional rentals 5 4 4 $ 21 $ 13 $ 12 |
SECURITIZED DEBT (Tables)
SECURITIZED DEBT (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Debt Disclosure [Abstract] | |
Schedule of Securitized Vacation Ownership Debt | The following table provides detail on our debt associated with vacation ownership notes receivable securitizations, net of unamortized debt issuance costs: ($ in millions) At December 31, 2018 At December 31, 2017 Vacation ownership notes receivable securitizations, gross (1) $ 962 $ 845 Unamortized debt issuance costs (11 ) (10 ) 951 835 Legacy-ILG Vacation ownership notes receivable securitizations (2) 628 — Warehouse Credit Facility, gross (3) 116 — Unamortized debt issuance costs (4) (1 ) — 115 — $ 1,694 $ 835 _________________________ (1) Interest rates as of December 31, 2018 range from 2.2% to 6.3% , with a weighted average interest rate of 2.9% . (2) Interest rates as of December 31, 2018 range from 2.3% to 4.0% , with a weighted average interest rate of 2.9% . (3) The effective interest rate as of December 31, 2018 was 3.5% . (4) Excludes $1 million |
Scheduled Future Principal Payments for Debt | The following table shows scheduled future principal payments for our vacation ownership notes receivable securitizations as of December 31, 2018 : Vacation Ownership Notes Receivable Securitizations Warehouse Credit Facility Total ($ in millions) Legacy-MVW Legacy-ILG Payments Year 2019 $ 98 $ 155 $ 6 $ 259 2020 102 110 7 219 2021 105 82 103 290 2022 107 65 — 172 2023 106 55 — 161 Thereafter 444 161 — 605 $ 962 $ 628 $ 116 $ 1,706 December 31, 2018 : ($ in millions) Exchange Notes Senior Unsecured Notes IAC Notes Term Loan Convertible Notes Non-Interest Bearing Note Payable Capital Other Total Payments Year 2019 $ — $ — $ — $ 9 $ — $ 31 $ — $ 1 $ 41 2020 — — — 9 — — 17 2 28 2021 — — — 9 — — — 2 11 2022 — — — 9 230 — — 2 241 2023 89 — 141 8 — — — 2 240 Thereafter — 750 — 856 — — — 11 1,617 $ 89 $ 750 $ 141 $ 900 $ 230 $ 31 $ 17 $ 20 $ 2,178 |
DEBT (Tables)
DEBT (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Debt Disclosure [Abstract] | |
Debt Balances, Net of Unamortized Debt Issuance Costs | The following table provides detail on our debt balances, net of unamortized debt discount and issuance costs: ($ in millions) At December 31, 2018 At December 31, 2017 Senior Notes Exchange Notes (1) $ 89 $ — Unamortized debt issuance costs (1 ) — 88 — Senior Unsecured Notes (2) 750 — Unamortized debt issuance costs (9 ) — 741 — IAC Notes (3) 141 — Corporate Credit Facility Term Loan 900 — Unamortized debt discount and issuance costs (12 ) — 888 — Convertible notes, gross (4) 230 230 Unamortized debt discount and issuance costs (31 ) (38 ) 199 192 Non-Interest bearing note payable 31 64 Unamortized debt discount (5) (1 ) (3 ) 30 61 Capital leases 17 7 Other (6) 20 — $ 2,124 $ 260 _________________________ (1) Interest rate of 5.625% , maturing on April 15, 2023 (2) Interest rate of 6.500% , maturing on September 15, 2026 (3) Interest rate of 5.625% , maturing on April 15, 2023 (4) Effective interest rate as of December 31, 2018 was 4.7% (5) Debt discount based on imputed interest rate of 6.0% (6) |
Scheduled Future Principal Payments for Debt | The following table shows scheduled future principal payments for our vacation ownership notes receivable securitizations as of December 31, 2018 : Vacation Ownership Notes Receivable Securitizations Warehouse Credit Facility Total ($ in millions) Legacy-MVW Legacy-ILG Payments Year 2019 $ 98 $ 155 $ 6 $ 259 2020 102 110 7 219 2021 105 82 103 290 2022 107 65 — 172 2023 106 55 — 161 Thereafter 444 161 — 605 $ 962 $ 628 $ 116 $ 1,706 December 31, 2018 : ($ in millions) Exchange Notes Senior Unsecured Notes IAC Notes Term Loan Convertible Notes Non-Interest Bearing Note Payable Capital Other Total Payments Year 2019 $ — $ — $ — $ 9 $ — $ 31 $ — $ 1 $ 41 2020 — — — 9 — — 17 2 28 2021 — — — 9 — — — 2 11 2022 — — — 9 230 — — 2 241 2023 89 — 141 8 — — — 2 240 Thereafter — 750 — 856 — — — 11 1,617 $ 89 $ 750 $ 141 $ 900 $ 230 $ 31 $ 17 $ 20 $ 2,178 |
Convertible Debt | The following table shows the net carrying value of the Convertible Notes: ($ in millions) At December 31, 2018 At December 31, 2017 Liability component Principal amount $ 230 $ 230 Unamortized debt discount (26 ) (32 ) Unamortized debt issuance costs (5 ) (6 ) Net carrying amount of the liability component $ 199 $ 192 Carrying amount of equity component, net of issuance costs $ 33 $ 33 The following table shows interest expense information related to the Convertible Notes: ($ in millions) 2018 2017 Contractual interest expense $ 3 $ 1 Amortization of debt discount 6 2 Amortization of debt issuance costs 1 — $ 10 $ 3 |
SHAREHOLDERS' EQUITY (Tables)
SHAREHOLDERS' EQUITY (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Equity [Abstract] | |
Stock Repurchase Activity under Current Stock Repurchase Program | The following table summarizes share repurchase activity under our current share repurchase program: ($ in millions, except per share amounts) Number of Cost of Shares Average Price As of December 31, 2017 10,440,505 $ 697 $ 66.73 For the year ended December 31, 2018 1,247,269 96 77.16 As of December 31, 2018 11,687,774 $ 793 $ 67.85 |
Cash Dividend Declared | We declared cash dividends to holders of common stock during the year ended December 31, 2018 as follows: Declaration Date Shareholder Record Date Distribution Date Dividend per Share February 16, 2018 March 1, 2018 March 15, 2018 $0.40 May 14, 2018 May 28, 2018 June 11, 2018 $0.40 September 6, 2018 September 20, 2018 October 4, 2018 $0.40 December 6, 2018 December 20, 2018 January 3, 2019 $0.45 |
SHARE-BASED COMPENSATION (Table
SHARE-BASED COMPENSATION (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Compensation Cost for Share-based Payment | The following table details our share-based compensation expense related to award grants to our officers, directors and employees: ($ in millions) 2018 2017 2016 Service-based RSUs $ 12 $ 10 $ 9 Performance-based RSUs 7 4 3 ILG Acquisition Converted RSUs (1) 13 — — 32 14 12 SARs 3 2 2 Stock options — — — $ 35 $ 16 $ 14 _________________________ (1) Includes $6 million |
Schedule of Unrecognized Compensation Cost | The following table details our deferred compensation costs related to unvested awards: ($ in millions) At Year-End 2018 (1) At Year-End 2017 Service-based RSUs $ 16 $ 9 Performance-based RSUs 7 5 ILG Acquisition Converted RSUs 15 — 38 14 SARs 1 1 Stock options — — $ 39 $ 15 _________________________ (1) As of December 31, 2018 , the weighted average remaining term for RSU grants outstanding at year-end 2018 was one to two years and we expect that deferred compensation expense will be recognized over a weighted average period of one to three |
Additional Information on Outstanding RSUs Issued to Employees | The following table shows the changes in our outstanding RSUs and the associated weighted average grant-date fair values: 2018 Service-based Performance-based Total Number of RSUs Weighted Average Grant-Date Fair Value Per RSU Number of RSUs Weighted Average Grant-Date Fair Value Per RSU Number of RSUs Weighted Average Grant-Date Fair Value Per RSU Outstanding at year-end 2017 471,007 $ 59.49 311,512 $ 72.89 782,519 $ 64.83 Granted 188,622 $ 112.93 71,902 $ 138.68 260,524 $ 120.04 Converted from ILG Acquisition 447,026 $ 117.92 — $ — 447,026 $ 117.92 Distributed (341,520) $ 97.86 (35,067) $ 75.20 (376,587) $ 95.75 Forfeited (11,554) $ 91.00 (41,267) $ 74.96 (52,821) $ 78.47 Outstanding at year-end 2018 753,581 $ 89.66 307,080 $ 87.75 1,060,661 $ 89.11 |
Changes in Outstanding Marriott Vacations Worldwide SARs Issued to Both Marriott International and Marriott Vacations Worldwide Employees and Non-employee Directors | The following table shows the changes in our outstanding SARs and the associated weighted average exercise prices: 2018 Number of Weighted Average Exercise Price Per SAR Outstanding at year-end 2017 658,453 $ 47.63 Granted 56,649 143.38 Exercised (17,924) 26.30 Forfeited or expired — — Outstanding at year-end 2018 (1)(2) 697,178 $ 55.96 _________________________ (1) As of December 31, 2018 , outstanding SARs had a total intrinsic value of $17 million and a weighted average remaining term of 5 years. (2) As of December 31, 2018 , 497,243 SARs with a weighted average exercise price of $39.43 , an aggregate intrinsic value of $16 million and a weighted average remaining contractual term of 4 |
Assumptions Used to Estimate Fair Value of Grants | The following table outlines the assumptions used to estimate the fair value of grants in 2018 , 2017 and 2016 : 2018 2017 2016 Expected volatility 30.78% 30.41% 31.60% Dividend yield 1.11% 1.44% 1.96% Risk-free rate 2.68% 2.06% 1.41% Expected term (in years) 6.25 6.25 6.25 |
VARIABLE INTEREST ENTITIES (Tab
VARIABLE INTEREST ENTITIES (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Classifications of Consolidated Variable Interest Entities | The following table shows consolidated assets, which are collateral for the obligations of these variable interest entities, and consolidated liabilities included on our Balance Sheet at December 31, 2018 : ($ in millions) Vacation Ownership Warehouse Total Consolidated Assets Vacation ownership notes receivable, net of reserves $ 1,501 $ 126 $ 1,627 Interest receivable 10 1 11 Restricted cash 66 3 69 Total $ 1,577 $ 130 $ 1,707 Consolidated Liabilities Interest payable $ 2 $ — $ 2 Securitized debt 1,590 116 1,706 Total $ 1,592 $ 116 $ 1,708 |
Interest Income and Interest Expense | The following table shows the interest income and expense recognized as a result of our involvement with these variable interest entities during 2018 : ($ in millions) Vacation Ownership Warehouse Total Interest income $ 149 $ 2 $ 151 Interest expense to investors $ 34 $ 2 $ 36 Debt issuance cost amortization $ 4 $ 1 $ 5 Administrative expenses $ 1 $ — $ 1 |
Cash Flows Between Company and Variable Interest Entities | The following table shows cash flows between us and the vacation ownership notes receivable securitization variable interest entities: ($ in millions) 2018 2017 Cash Inflows Net proceeds from vacation ownership notes receivable securitizations $ 419 $ 346 Principal receipts 322 229 Interest receipts 145 100 Reserve release (1) 168 1 Total 1,054 676 Cash Outflows Principal to investors (329 ) (215 ) Voluntary repurchases of defaulted vacation ownership notes receivable, net of substitutions (31 ) (28 ) Voluntary clean-up call (22 ) — Interest to investors (31 ) (19 ) Funding of restricted cash (2) (110 ) (2 ) Total (523 ) (264 ) Net Cash Flows $ 531 $ 412 _________________________ (1) Includes the release of $106 million related to the securitization transaction completed during the second quarter of 2018 and $58 million related to the Legacy-ILG securitization completed prior to the ILG Acquisition. The funds were released as the remaining vacation ownership notes receivable were purchased by 2018-1 Trust and the 2018-A Trust. Refer to Footnote 13 “Securitized Debt” for a discussion of the terms of the securitization transactions and the purchase of additional vacation ownership notes receivable subsequent to December 31, 2018. (2) Includes $106 million of the proceeds from the securitization transaction completed during the second quarter of 2018, which were released when the remaining vacation ownership notes receivable were purchased by the 2018-1 Trust during the third quarter of 2018. Under the terms of our vacation ownership notes receivable securitizations, we have the right to substitute loans for, or repurchase, defaulted loans at our option, subject to certain limitations. We made voluntary repurchases of defaulted vacation ownership notes receivable, net of substitutions, of $31 million during 2018 , $28 million during 2017 and $30 million during 2016 . We also made voluntary repurchases, net of substitutions, of $39 million , $57 million and $144 million of other non-defaulted vacation ownership notes receivable during 2018 , 2017 and 2016 , respectively, to retire previous vacation ownership notes receivable securitizations. Our maximum exposure to loss relating to the special purpose entities that purchase, sell and own these vacation ownership notes receivable is the overcollateralization amount (the difference between the loan collateral balance and the balance on the outstanding vacation ownership notes receivable), plus cash reserves and any residual interest in future cash flows from collateral. The following table shows cash flows between us and the Warehouse Credit Facility variable interest entity: ($ in millions) 2018 2017 Cash Inflows Proceeds from vacation ownership notes receivable securitizations $ 116 $ 50 Principal receipts 1 2 Interest receipts 1 2 Total 118 54 Cash Outflows Principal to investors — (1 ) Repayment of Warehouse Credit Facility — (49 ) Interest to investors (1 ) (2 ) Funding of restricted cash (1 ) — Total (2 ) (52 ) Net Cash Flows $ 116 $ 2 |
BUSINESS SEGMENTS (Tables)
BUSINESS SEGMENTS (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Segment Reporting [Abstract] | |
Revenues | Revenues ($ in millions) 2018 2017 2016 Vacation Ownership $ 2,803 $ 2,183 $ 2,000 Exchange & Third-Party Management 161 — — Total segment revenues 2,964 2,183 2,000 Corporate and other 4 — — $ 2,968 $ 2,183 $ 2,000 |
Adjusted EBITDA, Net Income, Depreciation and Amortization | Adjusted EBITDA and Reconciliation to Net Income Attributable to Common Shareholders ($ in millions) 2018 2017 2016 Adjusted EBITDA Vacation Ownership $ 511 $ 383 $ 326 Adjusted EBITDA Exchange & Third-Party Management 77 — — Reconciling items: Corporate and other (169 ) (89 ) (89 ) Interest expense (54 ) (10 ) (9 ) Tax provision (51 ) (5 ) (76 ) Depreciation and amortization (62 ) (21 ) (21 ) Share-based compensation expense (35 ) (16 ) (14 ) Certain items (162 ) (7 ) 5 Net income attributable to common shareholders $ 55 $ 235 $ 122 Depreciation and Amortization ($ in millions) 2018 2017 2016 Vacation Ownership $ 37 $ 17 $ 16 Exchange & Third-Party Management 16 — — Total segment depreciation 53 17 16 Corporate and other 9 4 5 $ 62 $ 21 $ 21 |
Assets | Assets ($ in millions) 2018 2017 Vacation Ownership $ 7,275 $ 2,279 Exchange & Third-Party Management 1,182 — Total segment assets 8,457 2,279 Corporate and other 561 566 $ 9,018 $ 2,845 |
Capital Expenditures (including inventory) | Capital Expenditures (including inventory) ($ in millions) 2018 2017 2016 Vacation Ownership $ 245 $ 174 $ 164 Exchange & Third-Party Management 5 — — Total segment capital expenditures 250 174 164 Corporate and other 2 7 9 $ 252 $ 181 $ 173 |
Revenue by Geographic Areas | Revenues (excluding cost reimbursements) ($ in millions) 2018 2017 2016 United States $ 1,780 $ 1,247 $ 1,090 All other countries 263 186 190 $ 2,043 $ 1,433 $ 1,280 |
Fixed Assets by Geographic Areas | Fixed Assets ($ in millions) 2018 2017 United States $ 748 $ 506 All other countries 203 77 $ 951 $ 583 |
QUARTERLY RESULTS (UNAUDITED) (
QUARTERLY RESULTS (UNAUDITED) (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of Quarterly Financial Information | 2018 (1) ($ in millions, except per share data) First Second Third (2) Fourth Fiscal Revenues $ 571 $ 595 $ 750 $ 1,052 $ 2,968 Expenses $ (518 ) $ (546 ) $ (698 ) $ (939 ) $ (2,701 ) Net income (loss) attributable to common shareholders $ 36 $ 11 $ (36 ) $ 44 $ 55 Earnings (loss) per share attributable to common shareholders Basic $ 1.35 $ 0.40 $ (1.08 ) $ 0.92 $ 1.64 Diluted $ 1.32 $ 0.39 $ (1.08 ) $ 0.91 $ 1.61 2017 (1) ($ in millions, except per share data) First Second Third Fourth Fiscal Revenues $ 528 $ 563 $ 530 $ 562 $ 2,183 Expenses $ (483 ) $ (489 ) $ (472 ) $ (493 ) $ (1,937 ) Net income attributable to common shareholders $ 28 $ 48 $ 40 $ 119 $ 235 Earnings per share attributable to common shareholders Basic $ 1.02 $ 1.76 $ 1.49 $ 4.46 $ 8.70 Diluted $ 1.00 $ 1.72 $ 1.45 $ 4.35 $ 8.49 _______________________ (1) The sum of the earnings per share attributable to common shareholders for the four quarters differs from annual earnings per share attributable to common shareholders due to the required method of computing the weighted average shares in interim periods. (2) The third quarter results were revised to correct an immaterial prior period error relating to $30 million of acquisition-related costs incurred by Legacy-ILG prior to the Acquisition Date, that we paid in connection with the completion of the ILG Acquisition. These costs were incorrectly expensed as “ILG acquisition-related costs” during the third quarter of 2018, and during the fourth quarter of 2018 were reclassified to Goodwill. The impact to net income (loss) attributable to common shareholders during the three and nine-months ended September 30, 2018 was $22 million |
ADOPTION IMPACT OF NEW REVENU_2
ADOPTION IMPACT OF NEW REVENUE STANDARD (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of New Accounting Pronouncement | The following tables present the impact of the adoption of the new Revenue Standard on our previously reported historical results for the periods presented. 2017 Income Statement Impact 2017 ($ in millions, except per share amounts) As Reported ASC 606 Adjustments Conforming Reclassifications (1) As Adjusted REVENUES Sale of vacation ownership products $ 728 $ 29 $ — $ 757 Resort management and other services 306 (27 ) (279 ) — Management and exchange — — 279 279 Rental 323 (61 ) — 262 Financing 135 — — 135 Cost reimbursements 460 290 — 750 TOTAL REVENUES 1,952 231 — 2,183 EXPENSES Cost of vacation ownership products 178 16 — 194 Marketing and sales 409 (14 ) (7 ) 388 Resort management and other services 172 (17 ) (155 ) — Management and exchange — — 147 147 Rental 281 (58 ) (2 ) 221 Financing 18 — 25 43 General and administrative 110 — (4 ) 106 Depreciation and amortization — — 21 21 Litigation settlement 4 — — 4 Consumer financing interest 25 — (25 ) — Royalty fee 63 — — 63 Cost reimbursements 460 290 — 750 TOTAL EXPENSES 1,720 217 — 1,937 Gains and other income, net 6 — — 6 Interest expense (10 ) — — (10 ) ILG acquisition costs — — (1 ) (1 ) Other (2 ) — 1 (1 ) INCOME BEFORE INCOME TAXES AND NONCONTROLLING INTERESTS 226 14 — 240 Benefit (provision) for income taxes 1 (6 ) — (5 ) NET INCOME 227 8 — 235 Net income attributable to noncontrolling interests — — — — NET INCOME ATTRIBUTABLE TO COMMON SHAREHOLDERS $ 227 $ 8 $ — $ 235 EARNINGS PER SHARE ATTRIBUTABLE TO COMMON SHAREHOLDERS Basic $ 8.38 $ 0.32 $ — $ 8.70 Diluted $ 8.18 $ 0.31 $ — $ 8.49 _________________________ (1) We have reclassified certain prior year amounts to conform to our current year presentation. See Footnote 1 "Basis of Presentation" for a description of the reclassifications. 2016 Income Statement Impact 2016 ($ in millions, except per share amounts) As Reported ASC 606 Adjustments Conforming Reclassifications (1) As Adjusted REVENUES Sale of vacation ownership products $ 638 $ (15 ) $ — $ 623 Resort management and other services 300 (22 ) (278 ) — Management and exchange — — 278 278 Rental 312 (60 ) — 252 Financing 126 1 — 127 Cost reimbursements 432 288 — 720 TOTAL REVENUES 1,808 192 — 2,000 EXPENSES Cost of vacation ownership products 155 8 — 163 Marketing and sales 353 (13 ) (6 ) 334 Resort management and other services 174 (17 ) (157 ) — Management and exchange — — 149 149 Rental 261 (49 ) (2 ) 210 Financing 19 — 24 43 General and administrative 105 — (5 ) 100 Depreciation and amortization — — 21 21 Litigation settlement (1 ) — — (1 ) Consumer financing interest 24 — (24 ) — Royalty fee 61 — — 61 Cost reimbursements 432 288 — 720 TOTAL EXPENSES 1,583 217 — 1,800 Gains and other income, net 11 — — 11 Interest expense (9 ) — — (9 ) Other (4 ) — — (4 ) INCOME BEFORE INCOME TAXES AND NONCONTROLLING INTERESTS 223 (25 ) — 198 Provision for income taxes (86 ) 10 — (76 ) NET INCOME 137 (15 ) — 122 Net income attributable to noncontrolling interests — — — — NET INCOME ATTRIBUTABLE TO COMMON SHAREHOLDERS $ 137 $ (15 ) $ — $ 122 EARNINGS PER SHARE ATTRIBUTABLE TO COMMON SHAREHOLDERS Basic $ 4.93 $ (0.56 ) $ — $ 4.37 Diluted $ 4.83 $ (0.54 ) $ — $ 4.29 _________________________ (1) We have reclassified certain prior year amounts to conform to our current year presentation. See Footnote 1 "Basis of Presentation" for a description of the reclassifications. 2017 Balance Sheet Impact As of December 31, 2017 ($ in millions) As Reported ASC 606 Adjustments Conforming Reclassifications (1) As Adjusted ASSETS Cash and cash equivalents $ 409 $ — $ — $ 409 Restricted cash 82 — — 82 Accounts receivable, net 154 (62 ) — 92 Vacation ownership notes receivable, net 1,120 (5 ) — 1,115 Inventory 716 12 (330 ) 398 Property and equipment 253 — 330 583 Other 172 (6 ) — 166 TOTAL ASSETS $ 2,906 $ (61 ) $ — $ 2,845 LIABILITIES AND EQUITY Accounts payable $ 145 $ — $ — $ 145 Advance deposits 63 21 — 84 Accrued liabilities 168 (48 ) — 120 Deferred revenue 98 (29 ) — 69 Payroll and benefits liability 112 — — 112 Deferred compensation liability 75 — — 75 Securitized debt — — 835 835 Debt, net 1,095 — (835 ) 260 Other 14 — — 14 Deferred taxes 91 (1 ) — 90 TOTAL LIABILITIES 1,861 (57 ) — 1,804 Preferred stock — — — — Common stock — — — — Treasury stock (694 ) — — (694 ) Additional paid-in capital 1,189 — — 1,189 Accumulated other comprehensive income 17 — — 17 Retained earnings 533 (4 ) — 529 TOTAL EQUITY 1,045 (4 ) — 1,041 TOTAL LIABILITIES AND EQUITY $ 2,906 $ (61 ) $ — $ 2,845 _________________________ (1) We have reclassified certain prior year amounts to conform to our current year presentation. See Footnote 1 "Basis of Presentation" for a description of the reclassifications. 2017 Cash Flow Impact - Operating Activities 2017 ($ in millions) As Reported Adjustments As Adjusted OPERATING ACTIVITIES Net income $ 227 $ 8 $ 235 Adjustments to reconcile net income to net cash and restricted cash provided by operating activities: Depreciation and amortization of intangibles 21 — 21 Amortization of debt discount and issuance costs 10 — 10 Vacation ownership notes receivable reserve 50 2 52 Share-based compensation 16 — 16 Loss on disposal of property and equipment, net 2 — 2 Deferred income taxes (66 ) 5 (61 ) Net change in assets and liabilities: Accounts receivable 5 (14 ) (9 ) Vacation ownership notes receivable originations (467 ) 1 (466 ) Vacation ownership notes receivable collections 270 — 270 Inventory 42 3 45 Purchase of vacation ownership units for future transfer to inventory (34 ) — (34 ) Other assets (21 ) — (21 ) Accounts payable, advance deposits and accrued liabilities 51 (12 ) 39 Deferred revenue 2 7 9 Payroll and benefit liabilities 16 — 16 Deferred compensation liability 12 — 12 Other, net 6 — 6 Net cash and restricted cash provided by operating activities $ 142 $ — $ 142 2016 Cash Flow Impact - Operating Activities 2016 ($ in millions) As Reported Adjustments As Adjusted OPERATING ACTIVITIES Net income $ 137 $ (15 ) $ 122 Adjustments to reconcile net income to net cash and restricted cash provided by operating activities: Depreciation and amortization of intangibles 21 — 21 Amortization of debt discount and issuance costs 6 — 6 Vacation ownership notes receivable reserve 48 (3 ) 45 Share-based compensation 14 — 14 Gain on disposal of property and equipment, net (11 ) — (11 ) Deferred income taxes 39 (9 ) 30 Net change in assets and liabilities: Accounts receivable (29 ) 29 — Vacation ownership notes receivable originations (357 ) — (357 ) Vacation ownership notes receivable collections 254 — 254 Inventory 5 (6 ) (1 ) Other assets 11 1 12 Accounts payable, advance deposits and accrued liabilities (19 ) 5 (14 ) Deferred revenue 17 (2 ) 15 Payroll and benefit liabilities (7 ) — (7 ) Deferred compensation liability 12 — 12 Other liabilities — 1 1 Other, net — (1 ) (1 ) Net cash and restricted cash provided by operating activities $ 141 $ — $ 141 |
SUPPLEMENTAL GUARANTOR INFORM_2
SUPPLEMENTAL GUARANTOR INFORMATION (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Guarantees and Product Warranties [Abstract] | |
Balance Sheet | Condensed Consolidating Balance Sheet As of December 31, 2018 ($ in millions) MVW ILG Interval Acquisition Corp. Guarantor Subsidiaries Non-Guarantor Subsidiaries Total Eliminations MVW Consolidated Cash and cash equivalents $ — $ 2 $ 11 $ 26 $ 192 $ — $ 231 Restricted cash — — — 83 300 — 383 Accounts receivable, net 29 — 2 101 194 (2 ) 324 Vacation ownership notes receivable, net — — — 176 1,863 — 2,039 Inventory — — — 440 423 — 863 Property and equipment — 1 — 273 677 — 951 Goodwill 2,828 — — — — — 2,828 Intangibles, net — — — 1,066 41 — 1,107 Investments in subsidiaries 123 1,446 1,588 (269 ) 1,748 (4,636 ) — Other (2 ) (7 ) 2 126 211 (38 ) 292 Total assets $ 2,978 $ 1,442 $ 1,603 $ 2,022 $ 5,649 $ (4,676 ) $ 9,018 Accounts payable $ 39 $ — $ — $ 64 $ 142 $ — $ 245 Advance deposits — — — 25 88 — 113 Accrued liabilities 13 8 (24 ) 135 291 — 423 Deferred revenue — — — 110 209 — 319 Payroll and benefits liability 16 — — 76 119 — 211 Deferred compensation liability — — — 7 86 — 93 Securitized debt, net — — — — 1,694 — 1,694 Debt, net — — 142 — 1,982 — 2,124 Other — — — 1 11 — 12 Deferred taxes 38 (60 ) 87 142 111 — 318 Intercompany liabilities (receivables) / equity — (1,272 ) (335 ) (98 ) (2,530 ) 4,163 (72 ) MVW shareholders' equity 2,872 2,766 1,733 1,563 3,438 (8,839 ) 3,533 Noncontrolling interests — — — (3 ) 8 — 5 Total liabilities and equity $ 2,978 $ 1,442 $ 1,603 $ 2,022 $ 5,649 $ (4,676 ) $ 9,018 |
Income Statement | Condensed Consolidating Statement of Income 122 Days Ended December 31, 2018 ($ in millions) MVW ILG Interval Acquisition Corp. Guarantor Subsidiaries Non-Guarantor Subsidiaries Total Eliminations MVW Consolidated Revenues $ (3 ) $ — $ — $ 488 $ 1,035 $ (7 ) $ 1,513 Expenses (14 ) — (1 ) (495 ) (888 ) 7 (1,391 ) Interest expense (3 ) — (2 ) 1 (50 ) — (54 ) ILG acquisition-related costs (11 ) — — — (47 ) — (58 ) Equity in earnings from unconsolidated entities — — — (1 ) — — (1 ) Equity in net income of subsidiaries 65 5 9 — — (79 ) — Income tax benefit (11 ) — (1 ) 2 21 — 11 Net income (loss) 23 5 5 (5 ) 71 (79 ) 20 Net loss (income) attributable to noncontrolling interests — — — 1 2 — 3 Net income (loss) attributable to common shareholders $ 23 $ 5 $ 5 $ (4 ) $ 73 $ (79 ) $ 23 |
Cash Flow | Condensed Consolidating Statement of Cash Flows 122 Days Ended December 31, 2018 ($ in millions) MVW ILG Interval Acquisition Corp. Guarantor Subsidiaries Non-Guarantor Subsidiaries Total Eliminations MVW Consolidated Net cash, cash equivalents and restricted cash provided by (used in) operating activities $ 120 $ — $ (2 ) $ 17 $ (57 ) $ — $ 78 Net cash, cash equivalents and restricted cash (used in) provided by investing activities (1 ) 2 125 115 (1,586 ) (123 ) (1,468 ) Net cash, cash equivalents and restricted cash (used in) provided by financing activities (119 ) — (113 ) (23 ) (221 ) 123 (353 ) Cash, cash equivalents and restricted cash, beginning of period — — — — 2,357 — 2,357 Cash, cash equivalents and restricted cash, end of period $ — $ 2 $ 10 $ 109 $ 493 $ — $ 614 |
BASIS OF PRESENTATION (Details)
BASIS OF PRESENTATION (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Percent of the assets, liabilities, revenues, expenses and cash flows discussed | 100.00% | ||
Fiscal period duration | 365 days | 366 days | 364 days |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Inventory | $ 863 | $ 398 | |
Property and equipment | 951 | 583 | |
Securitized debt, net | 1,694 | 835 | |
Securitized debt net | $ 2,124 | 260 | |
Conforming Reclassifications | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Inventory | (330) | ||
Property and equipment | 330 | ||
Securitized debt, net | 835 | ||
Securitized debt net | $ (835) |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Revenue Recognition (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2018USD ($) | |
Revenue from External Customer [Line Items] | |
Increase (decrease) in revenue due to change in estimate of variable consideration for performance obligations | $ (4) |
Minimum | |
Revenue from External Customer [Line Items] | |
Number of days for payments to commence under financing contracts after closing | 30 days |
Maximum | |
Revenue from External Customer [Line Items] | |
Number of days for payments to commence under financing contracts after closing | 60 days |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Inventory and Capitalized Costs (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 30, 2016 | |
Accounting Policies [Abstract] | |||
Increase in carrying value of inventories | $ 6 | $ 1 | $ 15 |
Capitalized salaries and related costs | $ 6 | $ 6 | $ 6 |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Defined Contribution Plan and Deferred Compensation Plan (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 30, 2016 | |
Accounting Policies [Abstract] | |||
Defined contribution plan, cost | $ 11,000,000 | $ 10,000,000 | $ 8,000,000 |
EDC | Marriott International | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Annual rate of return | 3.90% | 4.00% | |
Additional discretionary contributions | $ 0 | $ 0 | $ 0 |
Deferred Compensation Plan | Stock options | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Annual rate of return | 3.50% | 3.50% | |
Minimum required fixed rate of return (at least) | 25.00% |
SUMMARY OF SIGNIFICANT ACCOUN_6
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Property and Equipment (Details) | 12 Months Ended |
Dec. 31, 2018 | |
Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives of the assets | 3 years |
Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives of the assets | 40 years |
SUMMARY OF SIGNIFICANT ACCOUN_7
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Cash and Cash Equivalents, Restricted Cash (Details) | 12 Months Ended |
Dec. 31, 2018 | |
Maximum | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Highly liquid investments maturity period | 3 months |
SUMMARY OF SIGNIFICANT ACCOUN_8
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Accounts Receivable (Details) | 12 Months Ended |
Dec. 31, 2018 | |
Financing Receivable, Impaired [Line Items] | |
Threshold period past due for general reserve factor of trade accounts receivable | 120 days |
Threshold period past due for write-off of trade accounts receivable | 180 days |
SUMMARY OF SIGNIFICANT ACCOUN_9
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Loan Loss Reserves and Costs Incurred to Sell Vacation Ownership Products (Details) $ in Millions | 12 Months Ended | |
Dec. 31, 2018USD ($)credit_score | Dec. 31, 2017USD ($) | |
Legacy MVW | ||
Condensed Balance Sheet Statements, Captions [Line Items] | ||
Period in which loan considered past due | 30 days | |
Period in which loan suspend accrual of interest | 90 days | |
Period in which loan considered default loan | 150 days | |
Average Estimated Rate Of Default For All Outstanding Loans | 7.01% | 7.16% |
Estimated default rate increases that would have resulted an increase in allowance for credit losses | 0.50% | |
Financing receivable, allowance for credit losses, that would have been increased | $ 7 | $ 6 |
Legacy ILG | ||
Condensed Balance Sheet Statements, Captions [Line Items] | ||
Average Estimated Rate Of Default For All Outstanding Loans | 12.37% | |
Estimated default rate increases that would have resulted an increase in allowance for credit losses | 0.50% | |
Financing receivable, allowance for credit losses, that would have been increased | $ 1 | |
Weighted average FICO score within originated loan pool | credit_score | 710 |
SUMMARY OF SIGNIFICANT ACCOU_10
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Derivative Instruments (Details) | Dec. 31, 2018USD ($) |
Warehouse Credit Facility | |
Debt Instrument [Line Items] | |
Line of credit facility, maximum borrowing capacity | $ 250,000,000 |
SUMMARY OF SIGNIFICANT ACCOU_11
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Share-Based Compensation Costs (Details) | 12 Months Ended |
Dec. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Stock awards, vesting period | 4 years |
Performance-based RSUs | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Stock awards, vesting period | 3 years |
Employees and Non Employee Directors | SARs | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Stock awards, vesting period | 4 years |
Stock awards, expiration from grant date | 10 years |
SUMMARY OF SIGNIFICANT ACCOU_12
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Convertible Senior Notes (Details) | Sep. 30, 2017 |
Convertible Notes | Convertible Notes | |
Debt Instrument [Line Items] | |
Debt, stated interest rate | 1.50% |
ACQUISITIONS AND DISPOSITIONS -
ACQUISITIONS AND DISPOSITIONS - Additional Information (Details) $ / shares in Units, $ in Millions, $ in Millions | Sep. 01, 2018USD ($)$ / shares | Dec. 31, 2018USD ($)vacation_ownership_unit | Mar. 31, 2018USD ($)vacation_ownership_unit | Sep. 30, 2017USD ($)vacation_ownership_unit | Jun. 30, 2017USD ($)vacation_ownership_unit | Jun. 17, 2016USD ($)room | Jun. 17, 2016AUD ($)room | Mar. 25, 2016USD ($) | Dec. 31, 2018USD ($)vacation_ownership_unitProperty | Dec. 31, 2017USD ($) | Dec. 31, 2017AUD ($) | Dec. 30, 2016USD ($) |
Business Acquisition [Line Items] | ||||||||||||
Number of hotels acquired | Property | 4 | |||||||||||
Business combinations, pro forma, acquisition-related costs | $ 28 | $ 197 | ||||||||||
Number of vacation ownership units acquired | vacation_ownership_unit | 92 | 92 | ||||||||||
Purchase of vacation ownership units for future transfer to inventory | $ 0 | 34 | $ 0 | |||||||||
Non-cash issuance of debt in connection with acquisition of vacation ownership units | 0 | 64 | 0 | |||||||||
Disposition of subsidiary shares to noncontrolling interest holder | 51 | |||||||||||
Disposition of subsidiary shares to noncontrolling interest holder | $ 40 | 0 | 0 | |||||||||
San Francisco, California | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Number of units disposed of (in rooms) | room | 19 | 19 | ||||||||||
Cash proceeds from disposal | $ 20 | |||||||||||
Gain on sale of property | $ 11 | |||||||||||
Marco Island, Florida | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Number of vacation ownership units acquired | vacation_ownership_unit | 20 | 36 | ||||||||||
Payments to acquire real estate | $ 83 | $ 24 | ||||||||||
Purchase of vacation ownership units for future transfer to inventory | $ 34 | |||||||||||
Bali, Indonesia Resort One | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Number of vacation ownership units acquired | vacation_ownership_unit | 51 | |||||||||||
Asset acquisition, consideration transferred | $ 24 | |||||||||||
Asset acquisition, recognized identifiable assets acquired, inventory | 22 | |||||||||||
Asset acquisition, recognized identifiable assets acquired, property and equipment | $ 2 | |||||||||||
Big Island Of Hawaii | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Number of vacation ownership units acquired | vacation_ownership_unit | 112 | |||||||||||
Payments to acquire real estate | $ 27 | |||||||||||
Noncash transaction, value of consideration | 1 | |||||||||||
Non-cash issuance of debt in connection with acquisition of vacation ownership units | $ 64 | |||||||||||
Miami, Florida | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Consideration transferred, net of cash acquired | $ 24 | |||||||||||
Cash payments to acquire business | $ 24 | |||||||||||
Surfers Paradise, Australia | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Cash proceeds from disposal | 51 | $ 71 | ||||||||||
Gain on sale of property | $ 1 | $ 1 | ||||||||||
Maximum | Surfers Paradise, Australia | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Guarantee of net operating income | $ 2 | $ 3 | ||||||||||
ILG, Inc | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Business combination, share conversion ratio | 0.165 | |||||||||||
Business combination, share price (in usd per share) | $ / shares | $ 119 | |||||||||||
Consideration transferred, net of cash acquired | $ 4,185 | |||||||||||
ILG, Inc | Minimum | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Vacation ownership product, financing term | 5 years | |||||||||||
ILG, Inc | Maximum | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Vacation ownership product, financing term | 15 years | |||||||||||
ILG, Inc | ILG, Inc | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Business combination, share price (in usd per share) | $ / shares | $ 14.75 | |||||||||||
VRI Europe Limited | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Percentage of voting interests acquired | 75.50% | |||||||||||
Disposition of subsidiary shares to noncontrolling interest holder | 63 | |||||||||||
Receivable VRI Europe | 6 | $ 6 | ||||||||||
Notes receivable | 17 | $ 17 | ||||||||||
Disposition of subsidiary shares to noncontrolling interest holder | $ 40 |
ACQUISITIONS AND DISPOSITIONS_2
ACQUISITIONS AND DISPOSITIONS - Deferred Revenue Narrative (Details) - Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-01-01 | Dec. 31, 2018 |
Business Acquisition [Line Items] | |
Expected timing of satisfaction, period | 2 years |
Minimum | Sale of vacation ownership products | |
Business Acquisition [Line Items] | |
Expected timing of satisfaction, period | 1 year |
Maximum | Sale of vacation ownership products | |
Business Acquisition [Line Items] | |
Expected timing of satisfaction, period | 5 years |
ACQUISITIONS AND DISPOSITIONS_3
ACQUISITIONS AND DISPOSITIONS - Consideration Transferred (Details) - ILG, Inc $ / shares in Units, shares in Millions, $ in Millions | Sep. 01, 2018USD ($)$ / sharesshares |
Business Acquisition [Line Items] | |
Equivalent shares of Marriott Vacations Worldwide common stock issued in exchange for ILG outstanding shares (in shares) | shares | 20.5 |
Marriott Vacations Worldwide common stock price as of Acquisition Date (in dollars per share) | $ / shares | $ 119 |
Fair value of Marriott Vacations Worldwide common stock issued in exchange for ILG outstanding shares | $ 2,441 |
Cash consideration to ILG shareholders, net of cash acquired of $154 million | 1,680 |
Fair value of ILG equity-based awards attributed to pre-combination service | 64 |
Total consideration transferred, net of cash acquired | 4,185 |
Noncontrolling interests | 29 |
Total shareholder equity | 4,214 |
Cash acquired from acquisition | $ 154 |
ACQUISITIONS AND DISPOSITIONS_4
ACQUISITIONS AND DISPOSITIONS - Preliminary Fair Values of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Millions | Sep. 01, 2018 | Dec. 31, 2018 | Dec. 31, 2017 |
As adjusted | |||
Goodwill | $ 2,828 | $ 0 | |
ILG, Inc | |||
As previously reported | |||
Vacation ownership notes receivable | $ 753 | ||
Inventory | 474 | ||
Property and equipment | 374 | ||
Intangible assets | 1,166 | ||
Other assets | 620 | ||
Deferred revenue | (217) | ||
Deferred taxes | (179) | ||
Debt | (392) | ||
Securitized debt from VIEs | (702) | ||
Other liabilities | (511) | ||
Net assets acquired | 1,386 | ||
Assets acquired | 4,214 | ||
Adjustments | |||
Vacation ownership notes receivable | 17 | ||
Inventory | (20) | ||
Property and equipment | (10) | ||
Intangible assets | (57) | ||
Other assets | 39 | ||
Deferred revenue | 0 | ||
Deferred taxes | (5) | ||
Debt | 0 | ||
Securitized debt from VIEs | (6) | ||
Other liabilities | (35) | ||
Net assets acquired | (77) | ||
Goodwill | 81 | ||
Assets acquired | 4 | ||
As adjusted | |||
Vacation ownership notes receivable | 753 | ||
Inventory | 474 | ||
Property and equipment | 374 | ||
Intangible assets | 1,166 | ||
Other assets | 620 | ||
Deferred revenue | (217) | ||
Deferred taxes | (179) | ||
Debt | (392) | ||
Securitized debt from VIEs | (702) | ||
Other liabilities | (511) | ||
Goodwill | 2,828 | ||
Previously Reported | ILG, Inc | |||
As previously reported | |||
Vacation ownership notes receivable | 736 | ||
Inventory | 494 | ||
Property and equipment | 384 | ||
Intangible assets | 1,223 | ||
Other assets | 581 | ||
Deferred revenue | (217) | ||
Deferred taxes | (174) | ||
Debt | (392) | ||
Securitized debt from VIEs | (696) | ||
Other liabilities | (476) | ||
Net assets acquired | 1,463 | ||
Assets acquired | 4,210 | ||
As adjusted | |||
Vacation ownership notes receivable | 736 | ||
Inventory | 494 | ||
Property and equipment | 384 | ||
Intangible assets | 1,223 | ||
Other assets | 581 | ||
Deferred revenue | (217) | ||
Deferred taxes | (174) | ||
Debt | (392) | ||
Securitized debt from VIEs | (696) | ||
Other liabilities | (476) | ||
Goodwill | 2,747 | ||
Goodwill Adjustment | ILG, Inc | |||
Adjustments | |||
Goodwill | $ 30 |
ACQUISITIONS AND DISPOSITIONS A
ACQUISITIONS AND DISPOSITIONS ACQUISITIONS AND DISPOSITIONS - Goodwill (Details) $ in Millions | Dec. 31, 2018USD ($) |
Business Acquisition [Line Items] | |
Goodwill | $ 2,828 |
Vacation Ownership | |
Business Acquisition [Line Items] | |
Goodwill | 2,448 |
Exchange & Third-Party Management | |
Business Acquisition [Line Items] | |
Goodwill | $ 380 |
ACQUISITIONS AND DISPOSITIONS_5
ACQUISITIONS AND DISPOSITIONS - Intangible Assets (Details) - ILG, Inc $ in Millions | Sep. 01, 2018USD ($) |
Business Acquisition [Line Items] | |
Intangible assets | $ 1,166 |
Management contracts | |
Business Acquisition [Line Items] | |
Estimated Fair Value | 33 |
Trade names and trademarks | |
Business Acquisition [Line Items] | |
Estimated Fair Value | 82 |
Member relationships | |
Business Acquisition [Line Items] | |
Estimated Fair Value | $ 695 |
Member relationships | Minimum | |
Business Acquisition [Line Items] | |
Estimated Useful Life | 15 years |
Member relationships | Maximum | |
Business Acquisition [Line Items] | |
Estimated Useful Life | 20 years |
Management contracts | |
Business Acquisition [Line Items] | |
Estimated Fair Value | $ 356 |
Management contracts | Minimum | |
Business Acquisition [Line Items] | |
Estimated Useful Life | 15 years |
Management contracts | Maximum | |
Business Acquisition [Line Items] | |
Estimated Useful Life | 25 years |
ACQUISITIONS AND DISPOSITIONS_6
ACQUISITIONS AND DISPOSITIONS - Pro Forma Results of Operations (Details) - ILG, Inc - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Business Acquisition [Line Items] | ||
Revenues | $ 4,216 | $ 3,927 |
Net income | 192 | 191 |
Net income attributable to common stockholders | $ 193 | $ 189 |
EARNINGS PER SHARE ATTRIBUTABLE TO COMMON SHAREHOLDERS | ||
Basic (in usd per share) | $ 4.10 | $ 3.96 |
Diluted (in usd per share) | $ 4 | $ 3.88 |
ACQUISITIONS AND DISPOSITIONS_7
ACQUISITIONS AND DISPOSITIONS - ILG Results of Operations (Details) - ILG, Inc $ in Millions | 4 Months Ended |
Dec. 31, 2018USD ($) | |
Business Acquisition [Line Items] | |
Revenue | $ 568 |
Net loss | $ (5) |
REVENUE - Additional Informatio
REVENUE - Additional Information (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||
Contract with customer, performance obligation, decrease in revenue | $ (4,000,000) | |
Contract with customer, contract assets | 0 | $ 0 |
Contract with customer, liability, revenue recognized | $ 117,000,000 | |
Minimum | ||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||
Number of days for payments to commence under financing contracts after closing | 30 days | |
Maximum | ||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||
Number of days for payments to commence under financing contracts after closing | 60 days |
REVENUE - Revenue with Customer
REVENUE - Revenue with Customers (Details) - USD ($) $ in Millions | 3 Months Ended | 4 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 30, 2016 | |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||||||||
Revenues | $ 2,785 | $ 2,048 | $ 1,873 | |||||||||
Cost reimbursements | 925 | 750 | 720 | |||||||||
Financing | 183 | 135 | 127 | |||||||||
TOTAL REVENUES | $ 1,052 | $ 750 | $ 595 | $ 571 | $ 562 | $ 530 | $ 563 | $ 528 | $ 1,513 | 2,968 | 2,183 | 2,000 |
Vacation Ownership | ||||||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||||||||
Revenues | 2,621 | 2,048 | 1,873 | |||||||||
Cost reimbursements | 920 | 750 | 720 | |||||||||
Financing | 182 | 135 | 127 | |||||||||
TOTAL REVENUES | 2,803 | 2,183 | 2,000 | |||||||||
Exchange & Third-Party Management | ||||||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||||||||
Revenues | 160 | 0 | 0 | |||||||||
Cost reimbursements | 33 | 0 | 0 | |||||||||
Financing | 1 | 0 | 0 | |||||||||
TOTAL REVENUES | 161 | 0 | 0 | |||||||||
Sale of vacation ownership products | ||||||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||||||||
Revenues | 990 | 757 | 623 | |||||||||
Sale of vacation ownership products | Vacation Ownership | ||||||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||||||||
Revenues | 990 | 757 | 623 | |||||||||
Sale of vacation ownership products | Exchange & Third-Party Management | ||||||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||||||||
Revenues | 0 | 0 | 0 | |||||||||
Ancillary revenues | ||||||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||||||||
Revenues | 161 | 118 | 124 | |||||||||
Ancillary revenues | Vacation Ownership | ||||||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||||||||
Revenues | 160 | 118 | 124 | |||||||||
Ancillary revenues | Exchange & Third-Party Management | ||||||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||||||||
Revenues | 1 | 0 | 0 | |||||||||
Management fee revenues | ||||||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||||||||
Revenues | 140 | 89 | 84 | |||||||||
Management fee revenues | Vacation Ownership | ||||||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||||||||
Revenues | 114 | 89 | 84 | |||||||||
Management fee revenues | Exchange & Third-Party Management | ||||||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||||||||
Revenues | 30 | 0 | 0 | |||||||||
Other services revenues | ||||||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||||||||
Revenues | 198 | 72 | 70 | |||||||||
Other services revenues | Vacation Ownership | ||||||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||||||||
Revenues | 85 | 72 | 70 | |||||||||
Other services revenues | Exchange & Third-Party Management | ||||||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||||||||
Revenues | 78 | 0 | 0 | |||||||||
Management and exchange | ||||||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||||||||
Revenues | 499 | 279 | 278 | |||||||||
Management and exchange | Vacation Ownership | ||||||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||||||||
Revenues | 359 | 279 | 278 | |||||||||
Management and exchange | Exchange & Third-Party Management | ||||||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||||||||
Revenues | 109 | 0 | 0 | |||||||||
Rental | ||||||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||||||||
Revenues | 371 | 262 | 252 | |||||||||
Rental | Vacation Ownership | ||||||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||||||||
Revenues | 352 | 262 | 252 | |||||||||
Rental | Exchange & Third-Party Management | ||||||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||||||||
Revenues | 18 | 0 | 0 | |||||||||
Corporate and other | ||||||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||||||||
Revenues | 4 | 0 | 0 | |||||||||
Cost reimbursements | (28) | 0 | 0 | |||||||||
Financing | 0 | 0 | 0 | |||||||||
TOTAL REVENUES | 4 | 0 | 0 | |||||||||
Corporate and other | Sale of vacation ownership products | ||||||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||||||||
Revenues | 0 | 0 | 0 | |||||||||
Corporate and other | Ancillary revenues | ||||||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||||||||
Revenues | 0 | 0 | 0 | |||||||||
Corporate and other | Management fee revenues | ||||||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||||||||
Revenues | (4) | 0 | 0 | |||||||||
Corporate and other | Other services revenues | ||||||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||||||||
Revenues | 35 | 0 | 0 | |||||||||
Corporate and other | Management and exchange | ||||||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||||||||
Revenues | 31 | 0 | 0 | |||||||||
Corporate and other | Rental | ||||||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||||||||
Revenues | $ 1 | $ 0 | $ 0 |
REVENUE - Timing of Revenue fro
REVENUE - Timing of Revenue from Contracts with Customers (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 30, 2016 | |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Revenues | $ 2,785 | $ 2,048 | $ 1,873 |
Vacation Ownership | |||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Revenues | 2,621 | 2,048 | 1,873 |
Exchange & Third-Party Management | |||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Revenues | 160 | 0 | 0 |
Services transferred over time | |||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Revenues | 1,566 | 1,149 | 1,104 |
Services transferred over time | Vacation Ownership | |||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Revenues | 1,467 | 1,149 | 1,104 |
Services transferred over time | Exchange & Third-Party Management | |||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Revenues | 95 | 0 | 0 |
Goods or services transferred at a point in time | |||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Revenues | 1,219 | 899 | 769 |
Goods or services transferred at a point in time | Vacation Ownership | |||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Revenues | 1,154 | 899 | 769 |
Goods or services transferred at a point in time | Exchange & Third-Party Management | |||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Revenues | 65 | 0 | 0 |
Corporate and other | |||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Revenues | 4 | 0 | 0 |
Corporate and other | Services transferred over time | |||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Revenues | 4 | 0 | 0 |
Corporate and other | Goods or services transferred at a point in time | |||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Revenues | $ 0 | $ 0 | $ 0 |
REVENUE - Contracts with Custom
REVENUE - Contracts with Customers, Assets and Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Receivables | ||
Accounts receivable | $ 68 | $ 73 |
Vacation ownership notes receivable, net | 2,039 | 1,115 |
Receivables | 2,107 | 1,188 |
Contract Liabilities | ||
Contract Liabilities | 432 | 153 |
Advance deposits | ||
Contract Liabilities | ||
Contract Liabilities | 113 | 84 |
Deferred revenue | ||
Contract Liabilities | ||
Contract Liabilities | $ 319 | $ 69 |
REVENUE - Remaining performance
REVENUE - Remaining performance obligation narrative (Details) - Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-01-01 | Dec. 31, 2018 |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |
Revenue remaining performance obligation expected timing percentage | 90.00% |
Expected timing of satisfaction, period | 2 years |
INCOME TAXES - Additional Infor
INCOME TAXES - Additional Information (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 30, 2016 | |
Income Taxes [Line Items] | |||
Decrease in income tax expense | $ 65,000,000 | ||
Decrease net deferred tax liability | 65,000,000 | ||
Change In tax rate deferred tax liability provisional income tax expense | $ 1,000,000 | ||
Share-based compensation, excess tax benefit | 2,000,000 | 6,000,000 | |
Change in valuation allowance | 9,000,000 | (4,000,000) | $ 2,000,000 |
Deferred tax liabilities, undistributed foreign earnings | 3,000,000 | ||
Net operating loss carry forwards, subject to expiration | 1,000,000 | ||
Net operating loss carry-forwards | 59,000,000 | 39,000,000 | |
Tax Credit Carryforwards, AMT | 14,000,000 | ||
Tax credit carryforward | 24,000,000 | $ 40,000,000 | |
Foreign | |||
Income Taxes [Line Items] | |||
Net operating loss carry-forwards | 48,000,000 | ||
Tax credit carryforward | 1,000,000 | ||
Federal | |||
Income Taxes [Line Items] | |||
Net operating loss carry-forwards | 1,000,000 | ||
Tax credit carryforward | 4,000,000 | ||
State | |||
Income Taxes [Line Items] | |||
Net operating loss carry-forwards | 2,000,000 | ||
Tax credit carryforward | 5,000,000 | ||
State | Capital Loss Carryforward | |||
Income Taxes [Line Items] | |||
Tax credit carryforward | $ 10,000,000 | ||
Minimum | |||
Income Taxes [Line Items] | |||
Income tax holiday period | 10 years | ||
Maximum | |||
Income Taxes [Line Items] | |||
Income tax holiday period | 30 years | ||
Previous Accounting Guidance | |||
Income Taxes [Line Items] | |||
Share-based compensation, excess tax benefit | $ 1,000,000 | ||
ILG, Inc | |||
Income Taxes [Line Items] | |||
Change in valuation allowance | $ 53,000,000 |
INCOME TAXES - Provision Taxes
INCOME TAXES - Provision Taxes by Geographic Region (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 30, 2016 | |
Income Tax Disclosure [Abstract] | |||
United States | $ 108 | $ 232 | $ 195 |
Non-U.S. jurisdictions | (5) | 8 | 3 |
INCOME BEFORE INCOME TAXES | $ 103 | $ 240 | $ 198 |
INCOME TAXES - Provision for In
INCOME TAXES - Provision for Income Taxes (Details) - USD ($) $ in Millions | 4 Months Ended | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 30, 2016 | |
Current: | ||||
– U.S. Federal | $ 17 | $ (49) | $ (35) | |
– U.S. State | (1) | (7) | (5) | |
– Non-U.S. | (10) | (7) | (5) | |
Current Income Tax Expense (Benefit) | 6 | (63) | (45) | |
Deferred: | ||||
– U.S. Federal | (46) | 44 | (30) | |
– U.S. State | (9) | (1) | (2) | |
– Non-U.S. | (2) | 15 | 1 | |
Deferred income taxes | (57) | 58 | (31) | |
Provision for income taxes | $ (11) | $ (51) | $ (5) | $ (76) |
INCOME TAXES - Deferred Tax Ass
INCOME TAXES - Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Deferred Tax Assets | ||
Inventory | $ 145 | $ 38 |
Reserves | 84 | 26 |
Deferred revenue | 22 | 1 |
Property and equipment | 54 | 12 |
Long lived intangible assets | 0 | 24 |
Net operating loss carry-forwards | 59 | 39 |
Tax credits | 24 | 40 |
Other, net | 21 | 17 |
Deferred tax assets | 409 | 197 |
Less valuation allowance | (106) | (44) |
Net deferred tax assets | 303 | 153 |
Deferred Tax Liabilities | ||
Property and equipment | (234) | 0 |
Deferred sales of vacation ownership interests | (377) | (230) |
Deferred tax liabilities | (611) | (230) |
Total net deferred tax liabilities | $ (308) | $ (77) |
INCOME TAXES - Reconciliation o
INCOME TAXES - Reconciliation of US Statutory Income Tax Rate to Effective Tax Rate (Details) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 30, 2016 | |
Income Tax Disclosure [Abstract] | |||
U.S. statutory income tax rate | 21.00% | 35.00% | 35.00% |
U.S. state income taxes, net of U.S. federal tax benefit | 4.23% | 2.50% | 2.47% |
Permanent differences | 2.78% | (0.58%) | 1.16% |
Transaction costs | 4.68% | 0.00% | 0.00% |
Impact related to the Tax Act | 1.23% | (27.12%) | 0.00% |
Impact of non-deductible executive compensation(3) | 3.60% | (2.54%) | 0.00% |
Foreign tax rate changes | (0.11%) | (2.01%) | 0.05% |
Non-U.S. income (loss) | 3.90% | (2.61%) | 0.08% |
Other items | (0.11%) | (0.79%) | (1.06%) |
Change in valuation allowance | 8.60% | 0.03% | 0.78% |
Effective rate | 49.80% | 1.88% | 38.48% |
VACATION OWNERSHIP NOTES RECE_3
VACATION OWNERSHIP NOTES RECEIVABLE - Composition of Vacation Ownership Notes Receivable Balances, Net of Reserves (Details) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable, net | $ 2,039 | $ 1,115 |
Securitized | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable, net | 1,627 | 814 |
Eligible for securitization | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable, net | 107 | 142 |
Not eligible for securitization | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable, net | 305 | 159 |
Non-Securitized | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable, net | 412 | 301 |
Originated | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable, net | 1,388 | 1,115 |
Originated | Securitized | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable, net | 1,070 | 814 |
Originated | Eligible for securitization | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable, net | 85 | 142 |
Originated | Not eligible for securitization | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable, net | 233 | 159 |
Originated | Non-Securitized | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable, net | 318 | 301 |
Acquired | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable, net | 651 | 0 |
Acquired | Securitized | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable, net | 557 | 0 |
Acquired | Eligible for securitization | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable, net | 22 | 0 |
Acquired | Not eligible for securitization | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable, net | 72 | 0 |
Acquired | Non-Securitized | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable, net | $ 94 | $ 0 |
VACATION OWNERSHIP NOTES RECE_4
VACATION OWNERSHIP NOTES RECEIVABLE - Interest Income Associated With Vacation Ownership Notes Receivable (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 30, 2016 | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Interest income | $ 175 | $ 128 | $ 120 |
Securitized | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Interest income | 151 | 101 | 97 |
Non-Securitized | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Interest income | $ 24 | $ 27 | $ 23 |
VACATION OWNERSHIP NOTES RECE_5
VACATION OWNERSHIP NOTES RECEIVABLE - Accretable Yield (Details) - Acquired $ in Millions | 4 Months Ended |
Dec. 31, 2018USD ($) | |
Certain Loans Acquired in Transfer Not Accounted for as Debt Securities, Accretable Yield Movement Schedule [Roll Forward] | |
Balance at Acquisition Date | $ 0 |
Acquired accretable yield | 233 |
Accretion of acquired vacation ownership notes receivable | (32) |
Reclassification from non-accretable difference | (2) |
Balance at end of period | 199 |
Non-accretable difference | $ 68 |
VACATION OWNERSHIP NOTES RECE_6
VACATION OWNERSHIP NOTES RECEIVABLE - Future Principal Payments, Net of Reserves, and Interest Rates of Vacation Ownership Notes Receivable (Details) $ in Millions | Dec. 31, 2018USD ($) |
Acquired | |
Future Minimum Payments Receivable [Line Items] | |
2,019 | $ 66 |
2,020 | 67 |
2,021 | 70 |
2,022 | 70 |
2,023 | 69 |
Thereafter | 309 |
Total Vacation ownership notes receivable, net of reserve | $ 651 |
Acquired | Weighted Average | |
Future Minimum Payments Receivable [Line Items] | |
Interest rates | 13.40% |
Acquired | Minimum | |
Future Minimum Payments Receivable [Line Items] | |
Interest rates | 0.00% |
Acquired | Maximum | |
Future Minimum Payments Receivable [Line Items] | |
Interest rates | 17.90% |
Acquired | Non-Securitized | |
Future Minimum Payments Receivable [Line Items] | |
2,019 | $ 9 |
2,020 | 8 |
2,021 | 9 |
2,022 | 9 |
2,023 | 9 |
Thereafter | 50 |
Total Vacation ownership notes receivable, net of reserve | $ 94 |
Acquired | Non-Securitized | Weighted Average | |
Future Minimum Payments Receivable [Line Items] | |
Interest rates | 13.40% |
Acquired | Non-Securitized | Minimum | |
Future Minimum Payments Receivable [Line Items] | |
Interest rates | 0.00% |
Acquired | Non-Securitized | Maximum | |
Future Minimum Payments Receivable [Line Items] | |
Interest rates | 17.90% |
Acquired | Securitized | |
Future Minimum Payments Receivable [Line Items] | |
2,019 | $ 57 |
2,020 | 59 |
2,021 | 61 |
2,022 | 61 |
2,023 | 60 |
Thereafter | 259 |
Total Vacation ownership notes receivable, net of reserve | $ 557 |
Acquired | Securitized | Weighted Average | |
Future Minimum Payments Receivable [Line Items] | |
Interest rates | 13.40% |
Acquired | Securitized | Minimum | |
Future Minimum Payments Receivable [Line Items] | |
Interest rates | 6.00% |
Acquired | Securitized | Maximum | |
Future Minimum Payments Receivable [Line Items] | |
Interest rates | 17.90% |
Originated | |
Future Minimum Payments Receivable [Line Items] | |
2,019 | $ 156 |
2,020 | 146 |
2,021 | 144 |
2,022 | 143 |
2,023 | 141 |
Thereafter | 658 |
Total Vacation ownership notes receivable, net of reserve | $ 1,388 |
Originated | Weighted Average | |
Future Minimum Payments Receivable [Line Items] | |
Interest rates | 12.40% |
Originated | Minimum | |
Future Minimum Payments Receivable [Line Items] | |
Interest rates | 0.00% |
Originated | Maximum | |
Future Minimum Payments Receivable [Line Items] | |
Interest rates | 18.00% |
Originated | Non-Securitized | |
Future Minimum Payments Receivable [Line Items] | |
2,019 | $ 52 |
2,020 | 38 |
2,021 | 32 |
2,022 | 28 |
2,023 | 25 |
Thereafter | 143 |
Total Vacation ownership notes receivable, net of reserve | $ 318 |
Originated | Non-Securitized | Weighted Average | |
Future Minimum Payments Receivable [Line Items] | |
Interest rates | 11.80% |
Originated | Non-Securitized | Minimum | |
Future Minimum Payments Receivable [Line Items] | |
Interest rates | 0.00% |
Originated | Non-Securitized | Maximum | |
Future Minimum Payments Receivable [Line Items] | |
Interest rates | 18.00% |
Originated | Securitized | |
Future Minimum Payments Receivable [Line Items] | |
2,019 | $ 104 |
2,020 | 108 |
2,021 | 112 |
2,022 | 115 |
2,023 | 116 |
Thereafter | 515 |
Total Vacation ownership notes receivable, net of reserve | $ 1,070 |
Originated | Securitized | Weighted Average | |
Future Minimum Payments Receivable [Line Items] | |
Interest rates | 12.50% |
Originated | Securitized | Minimum | |
Future Minimum Payments Receivable [Line Items] | |
Interest rates | 5.20% |
Originated | Securitized | Maximum | |
Future Minimum Payments Receivable [Line Items] | |
Interest rates | 17.50% |
VACATION OWNERSHIP NOTES RECE_7
VACATION OWNERSHIP NOTES RECEIVABLE - Notes Receivable Reserves (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 30, 2016 | |
Time Sharing Transactions, Allowance for Uncollectible Accounts [Roll Forward] | |||
Beginning balance | $ 119 | $ 112 | $ 108 |
Increase in vacation ownership notes receivable reserve | 64 | 52 | 44 |
Securitizations | 0 | 0 | 0 |
Clean-up call | 0 | 0 | 0 |
Write-offs | (43) | (45) | (40) |
Defaulted vacation ownership notes receivable repurchase activity | 0 | 0 | 0 |
Ending balance | 140 | 119 | 112 |
Non-Securitized | |||
Time Sharing Transactions, Allowance for Uncollectible Accounts [Roll Forward] | |||
Beginning balance | 58 | 58 | 59 |
Increase in vacation ownership notes receivable reserve | 57 | 42 | 27 |
Securitizations | (39) | (29) | (28) |
Clean-up call | 1 | 4 | 10 |
Write-offs | (43) | (45) | (40) |
Defaulted vacation ownership notes receivable repurchase activity | 27 | 28 | 30 |
Ending balance | 61 | 58 | 58 |
Securitized | |||
Time Sharing Transactions, Allowance for Uncollectible Accounts [Roll Forward] | |||
Beginning balance | 61 | 54 | 49 |
Increase in vacation ownership notes receivable reserve | 7 | 10 | 17 |
Securitizations | 39 | 29 | 28 |
Clean-up call | (1) | (4) | (10) |
Write-offs | 0 | 0 | 0 |
Defaulted vacation ownership notes receivable repurchase activity | (27) | (28) | (30) |
Ending balance | $ 79 | $ 61 | $ 54 |
VACATION OWNERSHIP NOTES RECE_8
VACATION OWNERSHIP NOTES RECEIVABLE - Recorded Investment in Non-accrual Notes Receivable that are Ninety Days or More Past Due (Details) - Legacy MVW - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Financing Receivable, Recorded Investment, Past Due [Line Items] | ||
Investment in notes receivable on non-accrual status | $ 45 | $ 46 |
Average investment in notes receivable on non-accrual status | 46 | |
Non-Securitized | ||
Financing Receivable, Recorded Investment, Past Due [Line Items] | ||
Investment in notes receivable on non-accrual status | 36 | 39 |
Average investment in notes receivable on non-accrual status | 38 | |
Securitized | ||
Financing Receivable, Recorded Investment, Past Due [Line Items] | ||
Investment in notes receivable on non-accrual status | 9 | $ 7 |
Average investment in notes receivable on non-accrual status | $ 8 |
VACATION OWNERSHIP NOTES RECE_9
VACATION OWNERSHIP NOTES RECEIVABLE - Aging of Recorded Investment in Principal, Vacation Ownership Notes Receivable (Details) - Legacy MVW - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Financing Receivable, Recorded Investment, Past Due [Line Items] | ||
Total past due | $ 78 | $ 72 |
Current | 1,325 | 1,162 |
Total vacation ownership notes receivable | 1,403 | 1,234 |
Non-Securitized | ||
Financing Receivable, Recorded Investment, Past Due [Line Items] | ||
Total past due | 43 | 46 |
Current | 235 | 313 |
Total vacation ownership notes receivable | 278 | 359 |
Securitized | ||
Financing Receivable, Recorded Investment, Past Due [Line Items] | ||
Total past due | 35 | 26 |
Current | 1,090 | 849 |
Total vacation ownership notes receivable | 1,125 | 875 |
31 – 90 days past due | ||
Financing Receivable, Recorded Investment, Past Due [Line Items] | ||
Total past due | 33 | 26 |
31 – 90 days past due | Non-Securitized | ||
Financing Receivable, Recorded Investment, Past Due [Line Items] | ||
Total past due | 7 | 7 |
31 – 90 days past due | Securitized | ||
Financing Receivable, Recorded Investment, Past Due [Line Items] | ||
Total past due | 26 | 19 |
91 – 150 days past due | ||
Financing Receivable, Recorded Investment, Past Due [Line Items] | ||
Total past due | 12 | 12 |
91 – 150 days past due | Non-Securitized | ||
Financing Receivable, Recorded Investment, Past Due [Line Items] | ||
Total past due | 3 | 5 |
91 – 150 days past due | Securitized | ||
Financing Receivable, Recorded Investment, Past Due [Line Items] | ||
Total past due | 9 | 7 |
Greater than 150 days past due | ||
Financing Receivable, Recorded Investment, Past Due [Line Items] | ||
Total past due | 33 | 34 |
Greater than 150 days past due | Non-Securitized | ||
Financing Receivable, Recorded Investment, Past Due [Line Items] | ||
Total past due | 33 | 34 |
Greater than 150 days past due | Securitized | ||
Financing Receivable, Recorded Investment, Past Due [Line Items] | ||
Total past due | $ 0 | $ 0 |
VACATION OWNERSHIP NOTES REC_10
VACATION OWNERSHIP NOTES RECEIVABLE - Legacy-ILG Vacation Ownership Notes Receivable, Brand and FICO score (Details) - Legacy ILG $ in Millions | Dec. 31, 2018USD ($) |
Acquired | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Vacation notes receivable | $ 651 |
Acquired | Westin | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Vacation notes receivable | 263 |
Acquired | Sheraton | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Vacation notes receivable | 345 |
Acquired | Hyatt | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Vacation notes receivable | 35 |
Acquired | Other | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Vacation notes receivable | 8 |
Acquired | 700 | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Vacation notes receivable | 323 |
Acquired | 700 | Westin | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Vacation notes receivable | 154 |
Acquired | 700 | Sheraton | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Vacation notes receivable | 145 |
Acquired | 700 | Hyatt | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Vacation notes receivable | 20 |
Acquired | 700 | Other | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Vacation notes receivable | 4 |
Acquired | 600 - 699 | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Vacation notes receivable | 220 |
Acquired | 600 - 699 | Westin | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Vacation notes receivable | 82 |
Acquired | 600 - 699 | Sheraton | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Vacation notes receivable | 124 |
Acquired | 600 - 699 | Hyatt | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Vacation notes receivable | 13 |
Acquired | 600 - 699 | Other | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Vacation notes receivable | 1 |
Acquired | 600 | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Vacation notes receivable | 29 |
Acquired | 600 | Westin | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Vacation notes receivable | 6 |
Acquired | 600 | Sheraton | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Vacation notes receivable | 21 |
Acquired | 600 | Hyatt | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Vacation notes receivable | 2 |
Acquired | 600 | Other | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Vacation notes receivable | 0 |
Acquired | No Score | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Vacation notes receivable | 79 |
Acquired | No Score | Westin | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Vacation notes receivable | 21 |
Acquired | No Score | Sheraton | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Vacation notes receivable | 55 |
Acquired | No Score | Hyatt | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Vacation notes receivable | 0 |
Acquired | No Score | Other | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Vacation notes receivable | 3 |
Originated | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Vacation notes receivable | 126 |
Originated | Westin | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Vacation notes receivable | 62 |
Originated | Sheraton | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Vacation notes receivable | 57 |
Originated | Hyatt | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Vacation notes receivable | 7 |
Originated | 700 | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Vacation notes receivable | 76 |
Originated | 700 | Westin | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Vacation notes receivable | 43 |
Originated | 700 | Sheraton | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Vacation notes receivable | 28 |
Originated | 700 | Hyatt | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Vacation notes receivable | 5 |
Originated | 600 - 699 | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Vacation notes receivable | 30 |
Originated | 600 - 699 | Westin | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Vacation notes receivable | 11 |
Originated | 600 - 699 | Sheraton | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Vacation notes receivable | 17 |
Originated | 600 - 699 | Hyatt | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Vacation notes receivable | 2 |
Originated | 600 | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Vacation notes receivable | 4 |
Originated | 600 | Westin | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Vacation notes receivable | 1 |
Originated | 600 | Sheraton | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Vacation notes receivable | 3 |
Originated | 600 | Hyatt | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Vacation notes receivable | 0 |
Originated | No Score | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Vacation notes receivable | 16 |
Originated | No Score | Westin | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Vacation notes receivable | 7 |
Originated | No Score | Sheraton | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Vacation notes receivable | 9 |
Originated | No Score | Hyatt | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Vacation notes receivable | $ 0 |
VACATION OWNERSHIP NOTES REC_11
VACATION OWNERSHIP NOTES RECEIVABLE - Legacy-ILG Vacation Ownership Notes Receivable (Details) - Legacy ILG - Originated - ILG $ in Millions | Dec. 31, 2018USD ($) |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Receivables | $ 126 |
Current | 124 |
Delinquent & Defaulted | 2 |
30-59 Days | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Delinquent & Defaulted | 2 |
60-89 Days | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Delinquent & Defaulted | 0 |
90-119 Days | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Delinquent & Defaulted | 0 |
Greater than 120 Days | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Delinquent & Defaulted | $ 0 |
FINANCIAL INSTRUMENTS - Financi
FINANCIAL INSTRUMENTS - Financial Assets and Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Carrying Amount | ||
Total financial assets | ||
Originated vacation ownership notes receivable | $ 1,388 | $ 1,115 |
Other assets | 66 | 14 |
Total financial assets | 1,454 | 1,129 |
Total financial liabilities | ||
Other liabilities | (6) | 0 |
Total financial liabilities | (3,807) | (1,088) |
Carrying Amount | Securitized debt | ||
Total financial liabilities | ||
Debt instrument | (1,694) | (835) |
Carrying Amount | Other | ||
Total financial liabilities | ||
Debt instrument | (20) | 0 |
Carrying Amount | Exchange Notes | ||
Total financial liabilities | ||
Debt instrument | (88) | 0 |
Carrying Amount | Senior Unsecured Notes | ||
Total financial liabilities | ||
Debt instrument | (741) | 0 |
Carrying Amount | IAC Notes | ||
Total financial liabilities | ||
Debt instrument | (141) | 0 |
Carrying Amount | Convertible Notes | ||
Total financial liabilities | ||
Convertible notes, net | (199) | (192) |
Carrying Amount | Non-Interest Bearing Note Payable | Non-Interest Bearing Note Payable | ||
Total financial liabilities | ||
Non-interest bearing note payable, net | (30) | (61) |
Fair Value | ||
Total financial assets | ||
Originated vacation ownership notes receivable | 1,413 | 1,276 |
Other assets | 66 | 14 |
Total financial assets | 1,479 | 1,290 |
Total financial liabilities | ||
Other liabilities | (6) | 0 |
Total financial liabilities | (3,792) | (1,157) |
Fair Value | Securitized debt | ||
Total financial liabilities | ||
Debt instrument | (1,698) | (836) |
Fair Value | Other | ||
Total financial liabilities | ||
Debt instrument | (20) | 0 |
Fair Value | Exchange Notes | ||
Total financial liabilities | ||
Debt instrument | (87) | 0 |
Fair Value | Senior Unsecured Notes | ||
Total financial liabilities | ||
Debt instrument | (726) | 0 |
Fair Value | IAC Notes | ||
Total financial liabilities | ||
Debt instrument | (140) | 0 |
Fair Value | Convertible Notes | ||
Total financial liabilities | ||
Convertible notes, net | (198) | (260) |
Fair Value | Non-Interest Bearing Note Payable | Non-Interest Bearing Note Payable | ||
Total financial liabilities | ||
Non-interest bearing note payable, net | (30) | (61) |
Corporate Credit Facility | Carrying Amount | Term Loan | ||
Total financial liabilities | ||
Debt instrument | (888) | 0 |
Corporate Credit Facility | Fair Value | Term Loan | ||
Total financial liabilities | ||
Debt instrument | (887) | 0 |
Originated | Carrying Amount | ||
Total financial assets | ||
Originated vacation ownership notes receivable | 1,388 | 1,115 |
Originated | Fair Value | ||
Total financial assets | ||
Originated vacation ownership notes receivable | $ 1,413 | $ 1,276 |
FINANCIAL INSTRUMENTS - Non-sec
FINANCIAL INSTRUMENTS - Non-securitized Notes Receivable (Details) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Carrying Amount | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Originated vacation ownership notes receivable | $ 1,388 | $ 1,115 |
Carrying Amount | Securitized | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Originated vacation ownership notes receivable | 1,070 | 814 |
Carrying Amount | Non-Securitized | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Originated vacation ownership notes receivable | 318 | 301 |
Carrying Amount | Non-Securitized | Eligible for securitization | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Originated vacation ownership notes receivable | 85 | 142 |
Carrying Amount | Non-Securitized | Not eligible for securitization | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Originated vacation ownership notes receivable | 233 | 159 |
Fair Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Originated vacation ownership notes receivable | 1,413 | 1,276 |
Fair Value | Securitized | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Originated vacation ownership notes receivable | 1,093 | 955 |
Fair Value | Non-Securitized | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Originated vacation ownership notes receivable | 320 | 321 |
Fair Value | Non-Securitized | Eligible for securitization | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Originated vacation ownership notes receivable | 87 | 162 |
Fair Value | Non-Securitized | Not eligible for securitization | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Originated vacation ownership notes receivable | $ 233 | $ 159 |
FINANCIAL INSTRUMENTS - Additio
FINANCIAL INSTRUMENTS - Additional Information (Details) $ in Millions | Dec. 31, 2018USD ($) |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Marketable securities | $ 8 |
Note receivable from noncontrolling interest | 32 |
Variable Interest Entity | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Cash surrender value of life insurance | $ 26 |
EARNINGS PER SHARE - Additional
EARNINGS PER SHARE - Additional Information (Details) - $ / shares | 12 Months Ended | |||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 30, 2016 | Sep. 30, 2017 | |
Performance Shares | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Shares excluded from the calculation of diluted earnings per share (in shares) | 165,000 | 238,000 | 217,000 | |
SARs | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Shares excluded from the calculation of diluted earnings per share (in shares) | 56,649 | 62,018 | ||
Stock options and SARs not included in the calculation of diluted earning per share because exercise prices exceeded market prices, exercise prices (in usd per share) | $ 143.38 | $ 77.42 | ||
Private Warrants | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Exercise price of warrants (in usd per share) | $ 176.15 | $ 176.68 |
EARNINGS PER SHARE - Reconcilia
EARNINGS PER SHARE - Reconciliation of Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 4 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 30, 2016 | |
Computation of Basic Earnings Per Share Attributable to Common Shareholders | ||||||||||||
Net income | $ 44 | $ (36) | $ 11 | $ 36 | $ 119 | $ 40 | $ 48 | $ 28 | $ 23 | $ 55 | $ 235 | $ 122 |
Shares for basic earnings per share (in shares) | 33.3 | 27.1 | 27.9 | |||||||||
Basic earnings per share (in usd per share) | $ 0.92 | $ (1.08) | $ 0.40 | $ 1.35 | $ 4.46 | $ 1.49 | $ 1.76 | $ 1.02 | $ 1.64 | $ 8.70 | $ 4.37 | |
Computation of Diluted Earnings Per Share | ||||||||||||
Net income | $ 44 | $ (36) | $ 11 | $ 36 | $ 119 | $ 40 | $ 48 | $ 28 | $ 23 | $ 55 | $ 235 | $ 122 |
Shares for basic earnings per share (in shares) | 33.3 | 27.1 | 27.9 | |||||||||
Effect of dilutive shares outstanding | ||||||||||||
Employee stock options and SARs (in shares) | 0.4 | 0.4 | 0.3 | |||||||||
Restricted stock units (in shares) | 0.3 | 0.2 | 0.2 | |||||||||
Shares for diluted earnings per share (in shares) | 34 | 27.7 | 28.4 | |||||||||
Diluted earnings per share (in usd per share) | $ 0.91 | $ (1.08) | $ 0.39 | $ 1.32 | $ 4.35 | $ 1.45 | $ 1.72 | $ 1 | $ 1.61 | $ 8.49 | $ 4.29 |
INVENTORY (Details)
INVENTORY (Details) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Inventory Disclosure [Abstract] | ||
Finished goods | $ 843 | $ 391 |
Work-in-progress | 9 | 2 |
Real estate inventory | 852 | 393 |
Operating supplies and retail inventory | 11 | 5 |
Inventory | 863 | $ 398 |
Amount of completed vacation ownership units classified as property and equipment | $ 51 |
PROPERTY AND EQUIPMENT (Details
PROPERTY AND EQUIPMENT (Details) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Property, Plant and Equipment [Abstract] | ||
Land and land improvements | $ 466 | $ 390 |
Buildings and leasehold improvements | 404 | 259 |
Furniture, fixtures and other equipment | 88 | 54 |
Information technology | 297 | 185 |
Construction in progress | 32 | 23 |
Property, plant and equipment, gross | 1,287 | 911 |
Accumulated depreciation | (336) | (328) |
Property, plant and equipment, net | $ 951 | $ 583 |
CONTINGENCIES AND COMMITMENTS (
CONTINGENCIES AND COMMITMENTS (Details) $ in Millions | Jul. 01, 2013Plaintiff | Feb. 28, 2019USD ($) | Jun. 30, 2018USD ($) | Mar. 31, 2017Plaintiff | Jun. 30, 2013Plaintiff | Apr. 30, 2013Plaintiff | Feb. 28, 2019USD ($) | Sep. 30, 2018USD ($) | Jun. 30, 2018USD ($) | Dec. 31, 2018USD ($)vacation_ownership_unit | Dec. 31, 2017USD ($) | Dec. 30, 2016USD ($)Plaintiff | Sep. 30, 2017Property |
Commitments and Contingencies Disclosure [Line Items] | |||||||||||||
Commitments to subsidize operating costs | $ 6 | ||||||||||||
Surety bonds issued | 74 | ||||||||||||
Maximum exposure | 40 | ||||||||||||
Litigation settlement | 46 | $ 4 | $ (1) | ||||||||||
Fraudulently induced electronic payments | $ 10 | ||||||||||||
Recorded fraudulently induced electronic payment disbursements | 6 | ||||||||||||
Gain (loss) and other income | 21 | 6 | $ 11 | ||||||||||
Kapalua Bay Settlement | |||||||||||||
Commitments and Contingencies Disclosure [Line Items] | |||||||||||||
Number of plaintiffs in lawsuits | Plaintiff | 2 | 38 | 12 | ||||||||||
Loss contingency, number of plaintiffs, released claims | Plaintiff | 2 | 2 | |||||||||||
Litigation settlement | $ 16 | ||||||||||||
Ritz Carlton Club Aspen Highlands | |||||||||||||
Commitments and Contingencies Disclosure [Line Items] | |||||||||||||
Number of plaintiffs in lawsuits | Plaintiff | 232 | ||||||||||||
Fifth and Fifty-Fifth Residence Club | |||||||||||||
Commitments and Contingencies Disclosure [Line Items] | |||||||||||||
Number of plaintiffs in lawsuits | Plaintiff | 107 | ||||||||||||
Corporate Credit Facility | |||||||||||||
Commitments and Contingencies Disclosure [Line Items] | |||||||||||||
Letters of credit outstanding | 4 | ||||||||||||
Information technology hardware and software | |||||||||||||
Commitments and Contingencies Disclosure [Line Items] | |||||||||||||
Contractual commitments future minimum payments due | 51 | ||||||||||||
Commitment to purchase due in 2019 | 29 | ||||||||||||
Commitment to purchase due in 2020 | 12 | ||||||||||||
Commitment to purchase due in 2021 | 4 | ||||||||||||
Commitment to purchase due in 2022 | 3 | ||||||||||||
Commitment to purchase due in 2023 | 2 | ||||||||||||
Commitment to purchase due thereafter | 1 | ||||||||||||
Insurance Claim, Hurricane Irma | |||||||||||||
Commitments and Contingencies Disclosure [Line Items] | |||||||||||||
Loss contingency receivable | 11 | ||||||||||||
New York City | |||||||||||||
Commitments and Contingencies Disclosure [Line Items] | |||||||||||||
Contractual commitments future minimum payments due | 182 | ||||||||||||
Commitment to purchase due in 2020 | 120 | ||||||||||||
Commitment to purchase due in 2021 | 62 | ||||||||||||
Minimum lease payments | 7 | ||||||||||||
Bali, Indonesia Resort | |||||||||||||
Commitments and Contingencies Disclosure [Line Items] | |||||||||||||
Commitment to purchase due in 2019 | 31 | ||||||||||||
Commitment to purchase due in 2020 | $ 2 | ||||||||||||
Fiscal Year 2019 | Bali, Indonesia Resort | |||||||||||||
Commitments and Contingencies Disclosure [Line Items] | |||||||||||||
Expected number of ownership units to be acquired | vacation_ownership_unit | 88 | ||||||||||||
Hurricane | |||||||||||||
Commitments and Contingencies Disclosure [Line Items] | |||||||||||||
Number of properties | Property | 20 | ||||||||||||
Nonoperating income (expense) | 1 | ||||||||||||
Gain on business interruption insurance recovery | $ 32 | $ 9 | |||||||||||
Deductible | (3) | ||||||||||||
Agreements In Principle To Settle | |||||||||||||
Commitments and Contingencies Disclosure [Line Items] | |||||||||||||
Litigation settlement | $ 2 | ||||||||||||
Agreements In Principle To Settle | William and Sharon Petrick Case | |||||||||||||
Commitments and Contingencies Disclosure [Line Items] | |||||||||||||
Litigation settlement | $ 11 | ||||||||||||
Agreements In Principle To Settle | The Ritz-Carlton, Lake Tahoe | |||||||||||||
Commitments and Contingencies Disclosure [Line Items] | |||||||||||||
Litigation settlement | $ 5 | ||||||||||||
Fraudulently Induced Electronic Payment Disbursements | |||||||||||||
Commitments and Contingencies Disclosure [Line Items] | |||||||||||||
Gain (loss) and other income | $ (4) | ||||||||||||
Subsequent Event | San Francisco, California | |||||||||||||
Commitments and Contingencies Disclosure [Line Items] | |||||||||||||
Contractual commitments future minimum payments due | $ 158 | $ 158 | |||||||||||
Commitment to purchase due in 2019 | 56 | 56 | |||||||||||
Commitment to purchase due in 2020 | 55 | 55 | |||||||||||
Commitment to purchase due in 2021 | 47 | 47 | |||||||||||
Minimum lease payments | 9 | 9 | |||||||||||
Subsequent Event | Hurricane | |||||||||||||
Commitments and Contingencies Disclosure [Line Items] | |||||||||||||
Gain on business interruption insurance recovery | $ 9 | ||||||||||||
Subsequent Event | Agreements In Principle To Settle | Kapalua Bay Settlement | |||||||||||||
Commitments and Contingencies Disclosure [Line Items] | |||||||||||||
Litigation settlement | $ 12 |
LEASES - Additional Information
LEASES - Additional Information (Details) | 12 Months Ended |
Dec. 31, 2018 | |
Minimum | Land Lease | |
Operating Leased Assets [Line Items] | |
Lease term | 30 years |
Minimum | Corporate Facilities Leases | |
Operating Leased Assets [Line Items] | |
Lease term | 9 years |
Maximum | Land Lease | |
Operating Leased Assets [Line Items] | |
Lease term | 50 years |
Maximum | Corporate Facilities Leases | |
Operating Leased Assets [Line Items] | |
Lease term | 14 years |
LEASES - Summary of Future Obli
LEASES - Summary of Future Obligations Under Operating Leases (Details) $ in Millions | Dec. 31, 2018USD ($) |
Operating Leases | |
2,019 | $ 38 |
2,020 | 33 |
2,021 | 23 |
2,022 | 17 |
2,023 | 16 |
Thereafter | 95 |
Total minimum lease payments | 222 |
Land Lease | |
Operating Leases | |
2,019 | 2 |
2,020 | 2 |
2,021 | 2 |
2,022 | 2 |
2,023 | 3 |
Thereafter | 50 |
Total minimum lease payments | 61 |
Corporate Facilities Leases | |
Operating Leases | |
2,019 | 12 |
2,020 | 12 |
2,021 | 8 |
2,022 | 5 |
2,023 | 5 |
Thereafter | 19 |
Total minimum lease payments | 61 |
Other Operating Leases | |
Operating Leases | |
2,019 | 24 |
2,020 | 19 |
2,021 | 13 |
2,022 | 10 |
2,023 | 8 |
Thereafter | 26 |
Total minimum lease payments | $ 100 |
LEASES - Composition of Rental
LEASES - Composition of Rental Expense Associated with Operating Leases (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 30, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |||
Minimum rentals | $ 16 | $ 9 | $ 8 |
Additional rentals | 5 | 4 | 4 |
Rent expense with operating leases, net of sublease income | $ 21 | $ 13 | $ 12 |
SECURITIZED DEBT - Vacation Own
SECURITIZED DEBT - Vacation Ownership Notes Receivable Securitizations (Details) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Debt Instrument [Line Items] | ||
Securitized debt, gross | $ 1,694 | $ 835 |
Variable Interest Entity | ||
Debt Instrument [Line Items] | ||
Securitized debt, gross | 1,706 | 845 |
Secured Debt, Net | 1,694 | 835 |
Variable Interest Entity | Warehouse Credit Facility | ||
Debt Instrument [Line Items] | ||
Unamortized debt issuance costs | (1) | |
Variable Interest Entity | Securitized debt | ||
Debt Instrument [Line Items] | ||
Securitized debt, gross | 962 | 845 |
Unamortized debt issuance costs | (11) | (10) |
Secured Debt, Net | $ 951 | 835 |
Debt, weighted average interest rate | 2.90% | |
Variable Interest Entity | Securitized debt | Minimum | ||
Debt Instrument [Line Items] | ||
Debt, stated interest rate | 2.20% | |
Variable Interest Entity | Securitized debt | Maximum | ||
Debt Instrument [Line Items] | ||
Debt, stated interest rate | 6.30% | |
Variable Interest Entity | Securitized debt | Warehouse Credit Facility | ||
Debt Instrument [Line Items] | ||
Securitized debt, gross | $ 116 | 0 |
Unamortized debt issuance costs | (1) | 0 |
Secured Debt, Net | $ 115 | 0 |
Interest rate, effective percentage | 3.50% | |
Variable Interest Entity | Securitized debt | Legacy ILG | ||
Debt Instrument [Line Items] | ||
Securitized debt, gross | $ 628 | $ 0 |
Debt, weighted average interest rate | 2.90% | |
Variable Interest Entity | Securitized debt | Legacy ILG | Minimum | ||
Debt Instrument [Line Items] | ||
Debt, stated interest rate | 2.30% | |
Variable Interest Entity | Securitized debt | Legacy ILG | Maximum | ||
Debt Instrument [Line Items] | ||
Debt, stated interest rate | 4.00% |
SECURITIZED DEBT - Narrative (D
SECURITIZED DEBT - Narrative (Details) | 1 Months Ended | 2 Months Ended | 3 Months Ended | 12 Months Ended | ||
Aug. 31, 2018USD ($) | Mar. 01, 2019USD ($) | Dec. 31, 2018USD ($)Loan | Jun. 30, 2018USD ($) | Dec. 31, 2018USD ($)Loan | Dec. 31, 2017USD ($) | |
Debt Instrument [Line Items] | ||||||
Restricted cash | $ 383,000,000 | $ 383,000,000 | $ 82,000,000 | |||
Number of notes receivable pools under performance triggers | Loan | 0 | |||||
Number of consolidated note receivable pools outstanding | Loan | 11 | 11 | ||||
Warehouse Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Net proceeds from vacation ownership notes receivable securitizations | $ 116,000,000 | |||||
Values of vacation ownership notes receivable that were securitized during the period | 137,000,000 | |||||
Cash flows between transferee and transferor proceeds | $ 115,000,000 | |||||
Advance rate for securitization | 85.00% | |||||
Funding of restricted cash | $ (1,000,000) | |||||
Warehouse Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Revolving credit facility amount | 250,000,000 | $ 250,000,000 | ||||
Period of time that amounts outstanding are due upon termination of facility | 13 months | |||||
Subsequent Event | Warehouse Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Net proceeds from vacation ownership notes receivable securitizations | $ 73,000,000 | |||||
Values of vacation ownership notes receivable that were securitized during the period | 85,000,000 | |||||
Cash flows between transferee and transferor proceeds | $ 72,000,000 | |||||
Advance rate for securitization | 85.00% | |||||
Funding of restricted cash | $ (1,000,000) | |||||
Mvw Holding | ||||||
Debt Instrument [Line Items] | ||||||
Values of vacation ownership notes receivable that were securitized during the period | $ 436,000,000 | |||||
Mvw Holding | Securitized debt | ||||||
Debt Instrument [Line Items] | ||||||
Debt, weighted average interest rate | 3.50% | |||||
Net proceeds from vacation ownership notes receivable securitizations | $ 423,000,000 | |||||
Mvw Holding | Securitized debt | Class A Notes | ||||||
Debt Instrument [Line Items] | ||||||
Principal amount | $ 316,000,000 | |||||
Debt, stated interest rate | 3.50% | |||||
Mvw Holding | Securitized debt | Class B Notes | ||||||
Debt Instrument [Line Items] | ||||||
Principal amount | $ 65,000,000 | |||||
Debt, stated interest rate | 3.60% | |||||
Mvw Holding | Securitized debt | Class C Notes | ||||||
Debt Instrument [Line Items] | ||||||
Principal amount | $ 42,000,000 | |||||
Debt, stated interest rate | 3.90% | |||||
Legacy ILG | 2018-A Trust | ||||||
Debt Instrument [Line Items] | ||||||
Values of vacation ownership notes receivable that were securitized during the period | $ 293,000,000 | 59,000,000 | ||||
Decrease in restricted cash | $ 58,000,000 | |||||
Legacy ILG | 2018-A Trust | Securitized debt | ||||||
Debt Instrument [Line Items] | ||||||
Values of vacation ownership notes receivable that were securitized during the period | 221,000,000 | |||||
Debt, weighted average interest rate | 3.63% | 3.63% | ||||
Net proceeds from vacation ownership notes receivable securitizations | $ 287,000,000 | |||||
Legacy ILG | 2018-A Trust | Securitized debt | Class A Notes | ||||||
Debt Instrument [Line Items] | ||||||
Principal amount | $ 209,000,000 | $ 209,000,000 | ||||
Debt, stated interest rate | 3.60% | 3.60% | ||||
Legacy ILG | 2018-A Trust | Securitized debt | Class B Notes | ||||||
Debt Instrument [Line Items] | ||||||
Principal amount | $ 49,000,000 | $ 49,000,000 | ||||
Debt, stated interest rate | 3.70% | 3.70% | ||||
Legacy ILG | 2018-A Trust | Securitized debt | Class C Notes | ||||||
Debt Instrument [Line Items] | ||||||
Principal amount | $ 29,000,000 | $ 29,000,000 | ||||
Debt, stated interest rate | 4.00% | 4.00% | ||||
Legacy ILG | 2018-A Trust | Variable Interest Entity, Not Primary Beneficiary | ||||||
Debt Instrument [Line Items] | ||||||
Restricted cash | $ 13,000,000 | $ 13,000,000 |
SECURITIZED DEBT - Future Payme
SECURITIZED DEBT - Future Payments Vacation Ownership Notes Receivable Securitizations (Details) $ in Millions | Dec. 31, 2018USD ($) |
Debt Instrument [Line Items] | |
2,019 | $ 41 |
2,020 | 28 |
2,021 | 11 |
2,022 | 241 |
2,023 | 240 |
Thereafter | 1,617 |
Securitized debt | |
Debt Instrument [Line Items] | |
2,019 | 259 |
2,020 | 219 |
2,021 | 290 |
2,022 | 172 |
2,023 | 161 |
Thereafter | 605 |
Long-term debt | 1,706 |
Securitized debt | Warehouse Credit Facility | |
Debt Instrument [Line Items] | |
2,019 | 6 |
2,020 | 7 |
2,021 | 103 |
2,022 | 0 |
2,023 | 0 |
Thereafter | 0 |
Long-term debt | 116 |
Variable Interest Entity | Securitized debt | Legacy MVW | |
Debt Instrument [Line Items] | |
2,019 | 98 |
2,020 | 102 |
2,021 | 105 |
2,022 | 107 |
2,023 | 106 |
Thereafter | 444 |
Long-term debt | 962 |
Variable Interest Entity | Securitized debt | Legacy ILG | |
Debt Instrument [Line Items] | |
2,019 | 155 |
2,020 | 110 |
2,021 | 82 |
2,022 | 65 |
2,023 | 55 |
Thereafter | 161 |
Long-term debt | $ 628 |
DEBT - Debt Balances, Net of Un
DEBT - Debt Balances, Net of Unamortized Debt Issuance Costs (Details) - USD ($) | Dec. 31, 2018 | Nov. 07, 2018 | Sep. 30, 2018 | Sep. 04, 2018 | Aug. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 |
Debt Instrument [Line Items] | |||||||
IAC Notes | $ 2,178,000,000 | ||||||
Debt, net | 2,124,000,000 | $ 260,000,000 | |||||
Capital lease obligations | 17,000,000 | 7,000,000 | |||||
Other | |||||||
Debt Instrument [Line Items] | |||||||
IAC Notes | 20,000,000 | 0 | |||||
Exchange Notes | Senior Notes | |||||||
Debt Instrument [Line Items] | |||||||
IAC Notes | 89,000,000 | 0 | |||||
Unamortized debt issuance costs | (1,000,000) | 0 | |||||
Debt, net | $ 88,000,000 | 0 | |||||
Debt, stated interest rate | 5.625% | ||||||
Principal amount | $ 88,000,000 | ||||||
Senior Unsecured Notes | Senior Notes | |||||||
Debt Instrument [Line Items] | |||||||
IAC Notes | $ 750,000,000 | 0 | |||||
Unamortized debt issuance costs | (9,000,000) | 0 | |||||
Debt, net | 741,000,000 | 0 | |||||
Debt, stated interest rate | 6.50% | ||||||
Principal amount | $ 750,000,000 | ||||||
IAC Notes | Senior Notes | |||||||
Debt Instrument [Line Items] | |||||||
IAC Notes | $ 141,000,000 | 0 | |||||
Debt, stated interest rate | 5.625% | ||||||
Principal amount | $ 140,000,000 | $ 88,000,000 | $ 350,000,000 | ||||
Term Loan | Corporate Credit Facility | |||||||
Debt Instrument [Line Items] | |||||||
IAC Notes | $ 900,000,000 | 0 | |||||
Unamortized debt discount and issuance costs | (12,000,000) | 0 | |||||
Debt, net | 888,000,000 | 0 | |||||
Convertible Notes | Convertible Notes | |||||||
Debt Instrument [Line Items] | |||||||
IAC Notes | 230,000,000 | 230,000,000 | |||||
Unamortized debt issuance costs | (5,000,000) | (6,000,000) | |||||
Unamortized debt discount and issuance costs | (31,000,000) | (38,000,000) | |||||
Unamortized debt discount | (26,000,000) | (32,000,000) | |||||
Debt, net | 199,000,000 | $ 192,000,000 | |||||
Debt, stated interest rate | 1.50% | ||||||
Principal amount | $ 230,000,000 | ||||||
Interest rate, effective percentage | 4.70% | ||||||
Non-Interest Bearing Note Payable | Non-Interest Bearing Note Payable | |||||||
Debt Instrument [Line Items] | |||||||
IAC Notes | 31,000,000 | $ 64,000,000 | |||||
Unamortized debt discount | (1,000,000) | (3,000,000) | |||||
Debt, net | $ 30,000,000 | $ 61,000,000 | |||||
Interest rate, effective percentage | 6.00% |
DEBT - Scheduled Future Princip
DEBT - Scheduled Future Principal Payments for Debt (Details) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Debt Principal Payments Year | ||
2,019 | $ 41 | |
2,020 | 28 | |
2,021 | 11 | |
2,022 | 241 | |
2,023 | 240 | |
Thereafter | 1,617 | |
Total | 2,178 | |
Other | ||
Debt Principal Payments Year | ||
2,019 | 1 | |
2,020 | 2 | |
2,021 | 2 | |
2,022 | 2 | |
2,023 | 2 | |
Thereafter | 11 | |
Total | 20 | |
Corporate Credit Facility | Term Loan | ||
Debt Principal Payments Year | ||
2,019 | 9 | |
2,020 | 9 | |
2,021 | 9 | |
2,022 | 9 | |
2,023 | 8 | |
Thereafter | 856 | |
Total | 900 | $ 0 |
Senior Notes | Exchange Notes | ||
Debt Principal Payments Year | ||
2,019 | 0 | |
2,020 | 0 | |
2,021 | 0 | |
2,022 | 0 | |
2,023 | 89 | |
Thereafter | 0 | |
Total | 89 | 0 |
Senior Notes | Senior Unsecured Notes | ||
Debt Principal Payments Year | ||
2,019 | 0 | |
2,020 | 0 | |
2,021 | 0 | |
2,022 | 0 | |
2,023 | 0 | |
Thereafter | 750 | |
Total | 750 | 0 |
Senior Notes | IAC Notes | ||
Debt Principal Payments Year | ||
2,019 | 0 | |
2,020 | 0 | |
2,021 | 0 | |
2,022 | 0 | |
2,023 | 141 | |
Thereafter | 0 | |
Total | 141 | 0 |
Convertible Notes | Convertible Notes | ||
Debt Principal Payments Year | ||
2,019 | 0 | |
2,020 | 0 | |
2,021 | 0 | |
2,022 | 230 | |
2,023 | 0 | |
Thereafter | 0 | |
Total | 230 | 230 |
Non-Interest Bearing Note Payable | Non-Interest Bearing Note Payable | ||
Debt Principal Payments Year | ||
2,019 | 31 | |
2,020 | 0 | |
2,021 | 0 | |
2,022 | 0 | |
2,023 | 0 | |
Thereafter | 0 | |
Total | 31 | $ 64 |
Capital Leases | ||
Debt Principal Payments Year | ||
2,019 | 0 | |
2,020 | 17 | |
2,021 | 0 | |
2,022 | 0 | |
2,023 | 0 | |
Thereafter | 0 | |
Total | $ 17 |
DEBT - Additional Information (
DEBT - Additional Information (Details) | Feb. 15, 2019$ / shares | Dec. 06, 2018$ / shares | Sep. 06, 2018$ / shares | Sep. 04, 2018USD ($) | May 14, 2018$ / shares | Feb. 16, 2018$ / shares | Nov. 07, 2018USD ($) | Oct. 15, 2018USD ($) | Mar. 01, 2019USD ($) | Dec. 31, 2018USD ($)$ / sharesshares | Sep. 30, 2018USD ($) | Jun. 30, 2018USD ($) | Sep. 30, 2017USD ($)$ / shares | Sep. 30, 2017USD ($)$ / shares | Dec. 31, 2018USD ($)$ / sharesshares | Dec. 31, 2017USD ($)$ / shares | Dec. 30, 2016USD ($)$ / shares | Aug. 31, 2018USD ($) | Sep. 25, 2017USD ($) | Sep. 21, 2017shares | Sep. 20, 2017shares |
Debt Disclosure [Line Items] | |||||||||||||||||||||
Debt issuance costs | $ 34,000,000 | $ 15,000,000 | $ 4,000,000 | ||||||||||||||||||
Repayments of debt | $ 215,000,000 | $ 88,000,000 | $ 85,000,000 | ||||||||||||||||||
Cash dividends declared per share of common stock (in usd per share) | $ / shares | $ 0.40 | $ 0.40 | $ 0.40 | $ 1.65 | $ 1.45 | $ 1.25 | |||||||||||||||
IAC Notes | $ 2,178,000,000 | $ 2,178,000,000 | |||||||||||||||||||
Senior Notes | Exchange Notes | |||||||||||||||||||||
Debt Disclosure [Line Items] | |||||||||||||||||||||
Debt instrument face amount | $ 88,000,000 | ||||||||||||||||||||
Debt, stated interest rate | 5.625% | 5.625% | |||||||||||||||||||
Debt issuance costs | 1,000,000 | ||||||||||||||||||||
IAC Notes | $ 89,000,000 | $ 89,000,000 | $ 0 | ||||||||||||||||||
Senior Notes | IAC Notes | |||||||||||||||||||||
Debt Disclosure [Line Items] | |||||||||||||||||||||
Debt instrument face amount | $ 88,000,000 | $ 140,000,000 | $ 350,000,000 | ||||||||||||||||||
Debt, stated interest rate | 5.625% | 5.625% | |||||||||||||||||||
Redemption price | 101.00% | ||||||||||||||||||||
Debt instrument, repurchased face amount | $ 122,000,000 | ||||||||||||||||||||
Repayments of debt | $ 123,000,000 | ||||||||||||||||||||
IAC Notes | $ 141,000,000 | $ 141,000,000 | 0 | ||||||||||||||||||
Senior Notes | Senior Unsecured Notes | |||||||||||||||||||||
Debt Disclosure [Line Items] | |||||||||||||||||||||
Debt instrument face amount | $ 750,000,000 | ||||||||||||||||||||
Debt, stated interest rate | 6.50% | ||||||||||||||||||||
Proceeds from issuance of senior debt | $ 742,000,000 | ||||||||||||||||||||
IAC Notes | $ 750,000,000 | $ 750,000,000 | 0 | ||||||||||||||||||
Convertible Notes | Convertible Notes | |||||||||||||||||||||
Debt Disclosure [Line Items] | |||||||||||||||||||||
Debt instrument face amount | $ 230,000,000 | $ 230,000,000 | |||||||||||||||||||
Debt, stated interest rate | 1.50% | 1.50% | |||||||||||||||||||
Redemption price | 100.00% | ||||||||||||||||||||
Conversion ratio | 0.0000067685 | 0.0000067482 | |||||||||||||||||||
Conversion price (in usd per share) | $ / shares | $ 147.74 | $ 148.19 | $ 148.19 | $ 147.74 | |||||||||||||||||
Cash dividends declared per share of common stock (in usd per share) | $ / shares | $ 0.45 | ||||||||||||||||||||
Percentage of debt held by individual owner | 25.00% | ||||||||||||||||||||
Long-term debt | $ 197,000,000 | ||||||||||||||||||||
Equity component, net of issuance costs | $ 33,000,000 | $ 33,000,000 | 33,000,000 | $ 33,000,000 | |||||||||||||||||
Convertible debt, remaining discount amortization period | 3 years 8 months 12 days | ||||||||||||||||||||
Percentage above common stock price to conversion price of convertible debt when instrument is eligible for conversion | 30.00% | 30.00% | |||||||||||||||||||
IAC Notes | 230,000,000 | $ 230,000,000 | 230,000,000 | ||||||||||||||||||
Non-Interest Bearing Note Payable | Non-Interest Bearing Note Payable | |||||||||||||||||||||
Debt Disclosure [Line Items] | |||||||||||||||||||||
IAC Notes | 31,000,000 | $ 31,000,000 | 64,000,000 | ||||||||||||||||||
Corporate Credit Facility | Minimum | |||||||||||||||||||||
Debt Disclosure [Line Items] | |||||||||||||||||||||
Commitment fee percentage | 0.20% | ||||||||||||||||||||
Corporate Credit Facility | Maximum | |||||||||||||||||||||
Debt Disclosure [Line Items] | |||||||||||||||||||||
Commitment fee percentage | 0.40% | ||||||||||||||||||||
Corporate Credit Facility | Previous Revolving Corporate Credit Facility | |||||||||||||||||||||
Debt Disclosure [Line Items] | |||||||||||||||||||||
Line of credit facility, maximum borrowing capacity | 250,000,000 | ||||||||||||||||||||
Corporate Credit Facility | Term Loan | |||||||||||||||||||||
Debt Disclosure [Line Items] | |||||||||||||||||||||
Line of credit facility, maximum borrowing capacity | 900,000,000 | ||||||||||||||||||||
IAC Notes | 900,000,000 | $ 900,000,000 | $ 0 | ||||||||||||||||||
Corporate Credit Facility | Revolving Corporate Credit Facility | |||||||||||||||||||||
Debt Disclosure [Line Items] | |||||||||||||||||||||
Line of credit facility, maximum borrowing capacity | 600,000,000 | 600,000,000 | |||||||||||||||||||
Line of credit | $ 0 | $ 0 | |||||||||||||||||||
Corporate Credit Facility | Revolving Corporate Credit Facility | Letter of Credit | |||||||||||||||||||||
Debt Disclosure [Line Items] | |||||||||||||||||||||
Line of credit facility, maximum borrowing capacity | $ 75,000,000 | ||||||||||||||||||||
Floating Rate | Corporate Credit Facility | Term Loan | Minimum | |||||||||||||||||||||
Debt Disclosure [Line Items] | |||||||||||||||||||||
Debt instrument, percentage points added to the reference rate | 1.25% | ||||||||||||||||||||
Floating Rate | Corporate Credit Facility | Term Loan | Maximum | |||||||||||||||||||||
Debt Disclosure [Line Items] | |||||||||||||||||||||
Debt instrument, percentage points added to the reference rate | 2.25% | ||||||||||||||||||||
Floating Rate | Corporate Credit Facility | Revolving Corporate Credit Facility | Minimum | |||||||||||||||||||||
Debt Disclosure [Line Items] | |||||||||||||||||||||
Debt instrument, percentage points added to the reference rate | 0.50% | ||||||||||||||||||||
Floating Rate | Corporate Credit Facility | Revolving Corporate Credit Facility | Maximum | |||||||||||||||||||||
Debt Disclosure [Line Items] | |||||||||||||||||||||
Debt instrument, percentage points added to the reference rate | 2.75% | ||||||||||||||||||||
Convertible Note Hedges | |||||||||||||||||||||
Debt Disclosure [Line Items] | |||||||||||||||||||||
Indexed shares (in shares) | shares | 1,550,000 | ||||||||||||||||||||
Convertible note hedges exercised (in shares) | shares | 0 | 0 | |||||||||||||||||||
Private Warrants | |||||||||||||||||||||
Debt Disclosure [Line Items] | |||||||||||||||||||||
Warrants exercised | shares | 0 | 0 | |||||||||||||||||||
Number of securities called by warrants (in shares) | shares | 1,550,000 | ||||||||||||||||||||
Exercise price of warrants (in usd per share) | $ / shares | $ 176.15 | $ 176.68 | $ 176.68 | $ 176.15 | |||||||||||||||||
Conversion Premium, Stock Price Exceeds The Conversion Price | Convertible Notes | Convertible Notes | |||||||||||||||||||||
Debt Disclosure [Line Items] | |||||||||||||||||||||
Effective percentage above common stock price to conversion price of convertible debt, as effected by convertible note hedge and warrant transactions | 55.00% | 55.00% | |||||||||||||||||||
Big Island Of Hawaii | Non-Interest Bearing Note Payable | Non-Interest Bearing Note Payable | |||||||||||||||||||||
Debt Disclosure [Line Items] | |||||||||||||||||||||
Repayments of notes payable | $ 33,000,000 | ||||||||||||||||||||
IAC Notes | $ 31,000,000 | $ 31,000,000 | |||||||||||||||||||
Subsequent Event | |||||||||||||||||||||
Debt Disclosure [Line Items] | |||||||||||||||||||||
Cash dividends declared per share of common stock (in usd per share) | $ / shares | $ 0.45 | ||||||||||||||||||||
Subsequent Event | Corporate Credit Facility | Revolving Corporate Credit Facility | |||||||||||||||||||||
Debt Disclosure [Line Items] | |||||||||||||||||||||
Repayments of debt | $ 50,000,000 | ||||||||||||||||||||
Line of credit | $ 85,000,000 |
DEBT - Net Carrying Value Of Th
DEBT - Net Carrying Value Of The Convertible Notes (Details) - USD ($) $ / shares in Units, $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Sep. 25, 2017 |
Debt Instrument [Line Items] | ||||
Principal amount | $ 2,178 | |||
Debt, net | $ 2,124 | $ 260 | ||
Convertible Notes | Convertible Notes | ||||
Debt Instrument [Line Items] | ||||
Conversion price (in usd per share) | $ 147.74 | $ 148.19 | ||
Principal amount | $ 230 | 230 | ||
Unamortized debt discount | (26) | (32) | ||
Unamortized debt issuance costs | (5) | (6) | ||
Debt, net | 199 | 192 | ||
Equity component, net of issuance costs | $ 33 | $ 33 | $ 33 |
DEBT - Interest Expense Related
DEBT - Interest Expense Related To The Convertible Notes (Details) - USD ($) $ in Millions | 4 Months Ended | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 30, 2016 | |
Debt Instrument [Line Items] | ||||
Interest Expense, Debt | $ 54 | $ 54 | $ 10 | $ 9 |
Convertible Notes | Convertible Notes | ||||
Debt Instrument [Line Items] | ||||
Contractual interest expense | 3 | 1 | ||
Amortization of debt discount | 6 | 2 | ||
Debt issuance cost amortization | 1 | 0 | ||
Interest Expense, Debt | $ 10 | $ 3 |
SHAREHOLDERS' EQUITY - Addition
SHAREHOLDERS' EQUITY - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions | Dec. 31, 2018 | Dec. 06, 2018 | Dec. 31, 2017 |
Business Acquisition [Line Items] | |||
Common stock, shares authorized (in shares) | 100,000,000 | 100,000,000 | |
Common stock, par value (in usd per share) | $ 0.01 | $ 0.01 | |
Common stock, shares issued (in shares) | 57,626,462 | 36,861,843 | |
Common stock, shares outstanding | 45,992,731 | 26,461,296 | |
Treasury stock, shares (in shares) | 11,633,731 | 10,400,547 | |
Preferred stock, shares authorized (in shares) | 2,000,000 | 2,000,000 | |
Preferred stock, par value (in usd per share) | $ 0.01 | $ 0.01 | |
Preferred stock, issued (in shares) | 0 | 0 | |
Preferred stock, outstanding (in shares) | 0 | 0 | |
Share repurchase program, number of additional common stock authorized to be repurchased (in shares) | 3,000,000 | ||
Share repurchase program, number of additional common stock authorized to be repurchased (in shares) | 14,900,000 | ||
Stock repurchase program, remaining authorized repurchase amount (in shares) | 3,200,000 | ||
Noncontrolling interest | $ 5 | $ 0 | |
Property Owners Associations | |||
Business Acquisition [Line Items] | |||
Noncontrolling interest | $ 8 |
SHAREHOLDERS' EQUITY - Summary
SHAREHOLDERS' EQUITY - Summary of Stock Repurchase Activity (Details) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 30, 2016 | |
Stock Repurchase Program [Roll Forward] | |||
Number of Shares Repurchased, Beginning of period (in shares) | 10,400,547 | ||
Cost of Shares Repurchased, for the year | $ 96 | $ 88 | $ 178 |
Number of Shares Repurchased, End of period (in shares) | 11,633,731 | 10,400,547 | |
Treasury Stock | |||
Stock Repurchase Program [Roll Forward] | |||
Number of Shares Repurchased, Beginning of period (in shares) | 10,440,505 | ||
Cost of Shares Repurchased, Beginning of period | $ 697 | ||
Average Price Paid per Share, Beginning of period (in usd per share) | $ 66.73 | ||
Number of Shares Repurchased, for the year (in shares) | 1,247,269 | ||
Cost of Shares Repurchased, for the year | $ 96 | $ 88 | $ 178 |
Average Price Paid per Share, for the year (in usd per share) | $ 77.16 | ||
Number of Shares Repurchased, End of period (in shares) | 11,687,774 | 10,440,505 | |
Cost of Shares Repurchased, End of period | $ 793 | $ 697 | |
Average Price Paid per Share, End of period (in usd per share) | $ 67.85 | $ 66.73 |
SHAREHOLDERS' EQUITY - Cash Div
SHAREHOLDERS' EQUITY - Cash Dividend Declared (Detail) - $ / shares | Sep. 06, 2018 | May 14, 2018 | Feb. 16, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 30, 2016 |
Equity [Abstract] | ||||||
Dividends declared per share of common stock (in usd per share) | $ 0.40 | $ 0.40 | $ 0.40 | $ 1.65 | $ 1.45 | $ 1.25 |
SHARE-BASED COMPENSATION - Addi
SHARE-BASED COMPENSATION - Additional Information (Details) $ / shares in Units, $ in Millions | Sep. 01, 2018USD ($)$ / sharesshares | Dec. 31, 2018USD ($)$ / sharesshares | Dec. 31, 2017USD ($)$ / sharesshares | Dec. 30, 2016USD ($)$ / sharesshares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock options outstanding (in shares) | 5,000 | |||
Stock options exercisable (in shares) | 0 | |||
Outstanding (in usd per share) | $ / shares | $ 18.49 | |||
Share-based compensation expense | $ | $ 35 | $ 16 | $ 14 | |
Payroll and benefits liability | $ | $ 211 | $ 112 | ||
Stock options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of shares authorized (in shares) | 6,000,000 | |||
Number of shares available for grant | 1,000,000 | |||
Stock options outstanding (in shares) | 0 | 0 | ||
Stock options exercisable (in shares) | 0 | 0 | ||
Grants in period (in shares) | 0 | 0 | 0 | |
Share-based compensation expense | $ | $ 0 | $ 0 | $ 0 | |
Restricted stock units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Weighted average grant date fair value (in usd per share) | $ / shares | $ 120.04 | |||
Aggregate intrinsic value, vested (less than) | $ | $ 48 | $ 18 | 13 | |
Outstanding awards (in shares) | 1,060,661 | 782,519 | ||
Share-based compensation expense | $ | $ 32 | $ 14 | $ 12 | |
Nonvested awards (in usd per share) | $ / shares | $ 89.11 | $ 64.83 | ||
SARs | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Weighted average grant date fair value (in usd per share) | $ / shares | $ 44.75 | $ 27.63 | $ 16.12 | |
Aggregate intrinsic value, vested (less than) | $ | $ 1 | $ 6 | $ 1 | |
Aggregate intrinsic value, exercised | $ | $ 2 | $ 19 | 6 | |
Outstanding awards (in shares) | 697,178 | 658,453 | ||
Share-based compensation expense | $ | $ 3 | $ 2 | $ 2 | |
Employee Stock Purchase Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of shares authorized (in shares) | 500,000 | |||
Percentage of fair market value of common stock (not less than) | 95.00% | |||
Employees and Non Employee Directors | Restricted stock units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Weighted average grant date fair value (in usd per share) | $ / shares | $ 64.83 | $ 53.56 | ||
ILG, Inc | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Business combination, share conversion ratio | 0.165 | |||
Business combination, share price (in usd per share) | $ / shares | $ 119 | |||
ILG, Inc | Restricted stock units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Aggregate intrinsic value, vested (less than) | $ | $ 24 | |||
Legacy ILG | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Payroll and benefits liability | $ | $ 2 | |||
Legacy ILG | Restricted stock units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of shares available for grant | 1,000,000 | |||
Outstanding awards (in shares) | 400,000 | |||
Share-based compensation expense | $ | $ 39 | |||
Legacy ILG | Deferred Share Units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Outstanding awards (in shares) | 12,265 | |||
Nonvested awards (in usd per share) | $ / shares | $ 114.31 | |||
Legacy ILG | Cash-Based Award | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | $ | $ 1 | |||
ILG, Inc | Restricted stock units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Nonvested awards (in usd per share) | $ / shares | $ 118.03 | |||
ILG, Inc | ILG, Inc | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Business combination, share price (in usd per share) | $ / shares | $ 14.75 |
SHARE-BASED COMPENSATION - Shar
SHARE-BASED COMPENSATION - Share-based Compensation Expense (Details) - USD ($) $ in Millions | Sep. 01, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 30, 2016 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | $ 35 | $ 16 | $ 14 | |
Service-based RSUs | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | 12 | 10 | 9 | |
Performance-based RSUs | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | 7 | 4 | 3 | |
Restricted stock units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | 32 | 14 | 12 | |
ILG Acquisition Converted Restricted Stock Unit RSUs [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | 13 | 0 | 0 | |
SARs | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | 3 | 2 | 2 | |
Stock options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | 0 | $ 0 | $ 0 | |
Legacy ILG | Cash-Based Award | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | $ 1 | |||
Legacy ILG | Restricted stock units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | $ 39 | |||
Cash-Based Award | ILG Acquisition Converted Restricted Stock Unit RSUs [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | $ 6 |
SHARE-BASED COMPENSATION - Defe
SHARE-BASED COMPENSATION - Deferred Compensation Costs (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Deferred compensation costs related to unvested awards | $ 39 | $ 15 |
Service-based RSUs | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Deferred compensation costs related to unvested awards | 16 | 9 |
Performance-based RSUs | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Deferred compensation costs related to unvested awards | 7 | 5 |
ILG Acquisition Converted Restricted Stock Unit RSUs [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Deferred compensation costs related to unvested awards | 15 | 0 |
Restricted stock units | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Deferred compensation costs related to unvested awards | 38 | 14 |
SARs | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Deferred compensation costs related to unvested awards | $ 1 | 1 |
Outstanding, weighted average remaining contractual terms | 4 years | |
Stock options | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Deferred compensation costs related to unvested awards | $ 0 | $ 0 |
Minimum | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Outstanding, weighted average remaining contractual terms | 1 year | |
Deferred compensation expense weighted average expected recognition period | 1 year | |
Maximum | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Outstanding, weighted average remaining contractual terms | 2 years | |
Deferred compensation expense weighted average expected recognition period | 3 years |
SHARE-BASED COMPENSATION - Chan
SHARE-BASED COMPENSATION - Changes in Marriott Vacations Worldwide RSUs Issued to Marriott International and Marriott Vacations Worldwide Employees (Details) | 12 Months Ended |
Dec. 31, 2018$ / sharesshares | |
Service-based RSUs | |
Number of Awards | |
Outstanding at beginning of year (in shares) | shares | 471,007 |
Stock awards, grants in period (in shares) | shares | 188,622 |
Share Based Compensation Arrangement By Share Based Payment Award Equity Instruments Converted In ILG Acquisition Other Than Options Grants In Period Weighted Average Grant Date Fair Value | $ / shares | $ 117.92 |
Stock awards, distributed in period (in shares) | shares | (341,520) |
Stock awards, forfeited in period (in shares) | shares | (11,554) |
Outstanding at year-end (in shares) | shares | 753,581 |
Weighted Average Grant-Date Fair Value Per Share | |
Outstanding at beginning of year (in usd per share) | $ / shares | $ 59.49 |
Granted (in usd per share) | $ / shares | 112.93 |
Distributed (in usd per share) | $ / shares | 97.86 |
Forfeited (in usd per share) | $ / shares | 91 |
Outstanding at year-end (in usd per share) | $ / shares | $ 89.66 |
Share Based Compensation Arrangement By Share Based Payment Award Equity Instruments Converted In ILG Acquisition Other Than Options Grants In Period | shares | 447,026 |
Performance-based RSUs | |
Number of Awards | |
Outstanding at beginning of year (in shares) | shares | 311,512 |
Stock awards, grants in period (in shares) | shares | 71,902 |
Share Based Compensation Arrangement By Share Based Payment Award Equity Instruments Converted In ILG Acquisition Other Than Options Grants In Period Weighted Average Grant Date Fair Value | $ / shares | $ 0 |
Stock awards, distributed in period (in shares) | shares | (35,067) |
Stock awards, forfeited in period (in shares) | shares | (41,267) |
Outstanding at year-end (in shares) | shares | 307,080 |
Weighted Average Grant-Date Fair Value Per Share | |
Outstanding at beginning of year (in usd per share) | $ / shares | $ 72.89 |
Granted (in usd per share) | $ / shares | 138.68 |
Distributed (in usd per share) | $ / shares | 75.20 |
Forfeited (in usd per share) | $ / shares | 74.96 |
Outstanding at year-end (in usd per share) | $ / shares | $ 87.75 |
Restricted stock units | |
Number of Awards | |
Outstanding at beginning of year (in shares) | shares | 782,519 |
Stock awards, grants in period (in shares) | shares | 260,524 |
Share Based Compensation Arrangement By Share Based Payment Award Equity Instruments Converted In ILG Acquisition Other Than Options Grants In Period Weighted Average Grant Date Fair Value | $ / shares | $ 117.92 |
Stock awards, distributed in period (in shares) | shares | (376,587) |
Stock awards, forfeited in period (in shares) | shares | (52,821) |
Outstanding at year-end (in shares) | shares | 1,060,661 |
Weighted Average Grant-Date Fair Value Per Share | |
Outstanding at beginning of year (in usd per share) | $ / shares | $ 64.83 |
Granted (in usd per share) | $ / shares | 120.04 |
Distributed (in usd per share) | $ / shares | 95.75 |
Forfeited (in usd per share) | $ / shares | 78.47 |
Outstanding at year-end (in usd per share) | $ / shares | $ 89.11 |
Share Based Compensation Arrangement By Share Based Payment Award Equity Instruments Converted In ILG Acquisition Other Than Options Grants In Period | shares | 447,026 |
ILG, Inc | Performance-based RSUs | |
Weighted Average Grant-Date Fair Value Per Share | |
Share Based Compensation Arrangement By Share Based Payment Award Equity Instruments Converted In ILG Acquisition Other Than Options Grants In Period | shares | 0 |
SHARE-BASED COMPENSATION - Ch_2
SHARE-BASED COMPENSATION - Changes in Outstanding Marriott Vacations Worldwide SARs Issued to Both Marriott International and Marriott Vacations Worldwide Employees and Directors (Details) - SARs $ / shares in Units, $ in Millions | 12 Months Ended |
Dec. 31, 2018USD ($)$ / sharesshares | |
Number of SARs | |
Outstanding at beginning of year (in shares) | shares | 658,453 |
Granted in period (in shares) | shares | 56,649 |
Exercised (in shares) | shares | (17,924) |
Forfeited (in shares) | shares | 0 |
Outstanding at year-end (in shares) | shares | 697,178 |
Weighted Average Exercise Price Per SAR | |
Outstanding at beginning of year (in usd per share) | $ / shares | $ 47.63 |
Granted (in usd per share) | $ / shares | 143.38 |
Exercised (in usd per share) | $ / shares | 26.30 |
Forfeited (in usd per share) | $ / shares | 0 |
Outstanding at year-end (in usd per share) | $ / shares | $ 55.96 |
Intrinsic value, outstanding | $ | $ 17 |
Outstanding, weighted average remaining contractual life | 5 years |
Exercisable (in shares) | shares | 497,243 |
Exercisable, weighted average value (in usd per share) | $ / shares | $ 39.43 |
Aggregate intrinsic value, exercisable | $ | $ 16 |
Outstanding, weighted average remaining contractual terms | 4 years |
SHARE-BASED COMPENSATION - Assu
SHARE-BASED COMPENSATION - Assumptions Used to Estimate Fair Value of Grants (Detail) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 30, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||
Expected volatility | 30.78% | 30.41% | 31.60% |
Dividend yield | 1.11% | 1.44% | 1.96% |
Risk-free rate | 2.68% | 2.06% | 1.41% |
Expected term (in years) | 6 years 3 months | 6 years 3 months | 6 years 3 months |
VARIABLE INTEREST ENTITIES - Cl
VARIABLE INTEREST ENTITIES - Classifications of Consolidated VIE Assets and Liabilities (Details) - Variable Interest Entity $ in Millions | Dec. 31, 2018USD ($) |
Variable Interest Entity [Line Items] | |
VIE Assets | $ 1,707 |
VIE Liabilities | 1,708 |
Securitized debt | |
Variable Interest Entity [Line Items] | |
VIE Liabilities | 1,706 |
Vacation ownership notes receivable, net of reserves | |
Variable Interest Entity [Line Items] | |
VIE Assets | 1,627 |
Interest receivable | |
Variable Interest Entity [Line Items] | |
VIE Assets | 11 |
Restricted cash | |
Variable Interest Entity [Line Items] | |
VIE Assets | 69 |
Interest payable | |
Variable Interest Entity [Line Items] | |
VIE Liabilities | 2 |
Vacation Ownership Notes Receivable Securitizations | |
Variable Interest Entity [Line Items] | |
VIE Assets | 1,577 |
VIE Liabilities | 1,592 |
Vacation Ownership Notes Receivable Securitizations | Securitized debt | |
Variable Interest Entity [Line Items] | |
VIE Liabilities | 1,590 |
Vacation Ownership Notes Receivable Securitizations | Vacation ownership notes receivable, net of reserves | |
Variable Interest Entity [Line Items] | |
VIE Assets | 1,501 |
Vacation Ownership Notes Receivable Securitizations | Interest receivable | |
Variable Interest Entity [Line Items] | |
VIE Assets | 10 |
Vacation Ownership Notes Receivable Securitizations | Restricted cash | |
Variable Interest Entity [Line Items] | |
VIE Assets | 66 |
Vacation Ownership Notes Receivable Securitizations | Interest payable | |
Variable Interest Entity [Line Items] | |
VIE Liabilities | 2 |
Warehouse Credit Facility | |
Variable Interest Entity [Line Items] | |
VIE Assets | 130 |
VIE Liabilities | 116 |
Warehouse Credit Facility | Securitized debt | |
Variable Interest Entity [Line Items] | |
VIE Liabilities | 116 |
Warehouse Credit Facility | Vacation ownership notes receivable, net of reserves | |
Variable Interest Entity [Line Items] | |
VIE Assets | 126 |
Warehouse Credit Facility | Interest receivable | |
Variable Interest Entity [Line Items] | |
VIE Assets | 1 |
Warehouse Credit Facility | Restricted cash | |
Variable Interest Entity [Line Items] | |
VIE Assets | 3 |
Warehouse Credit Facility | Interest payable | |
Variable Interest Entity [Line Items] | |
VIE Liabilities | $ 0 |
VARIABLE INTEREST ENTITIES - In
VARIABLE INTEREST ENTITIES - Interest Income and Expense Recognized as a Result of Our Involvement with Variable Interest Entities (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 30, 2016 | |
Variable Interest Entity [Line Items] | |||
Interest income | $ 175 | $ 128 | $ 120 |
Administrative expenses | 198 | $ 106 | $ 100 |
Variable Interest Entity | |||
Variable Interest Entity [Line Items] | |||
Interest income | 151 | ||
Interest expense to investors | 36 | ||
Debt issuance cost amortization | 5 | ||
Administrative expenses | 1 | ||
Variable Interest Entity | Vacation Ownership Notes Receivable Securitizations | |||
Variable Interest Entity [Line Items] | |||
Interest income | 149 | ||
Interest expense to investors | 34 | ||
Debt issuance cost amortization | 4 | ||
Administrative expenses | 1 | ||
Variable Interest Entity | Warehouse Credit Facility | |||
Variable Interest Entity [Line Items] | |||
Interest income | 2 | ||
Interest expense to investors | 2 | ||
Debt issuance cost amortization | 1 | ||
Administrative expenses | $ 0 |
VARIABLE INTEREST ENTITIES - Ca
VARIABLE INTEREST ENTITIES - Cash Flows Between Company and Variable Interest Entities (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||
Sep. 30, 2018 | Jun. 30, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 30, 2016 | |
2018-01 Trust | |||||
Cash Outflows | |||||
Increase in Restricted Cash | $ 106 | ||||
2018-01 Trust | Legacy MVW | |||||
Cash Outflows | |||||
Decrease in restricted cash | $ 106 | ||||
Vacation Ownership Notes Receivable Securitizations | |||||
Cash Inflows | |||||
Net proceeds from vacation ownership notes receivable securitizations | $ 419 | $ 346 | |||
Principal receipts | 322 | 229 | |||
Interest receipts | 145 | 100 | |||
Reserve release | 168 | 1 | |||
Total | 1,054 | 676 | |||
Cash Outflows | |||||
Principal to investors | (329) | (215) | |||
Voluntary repurchases of defaulted vacation ownership notes receivable, net of substitutions | (31) | (28) | $ (30) | ||
Voluntary clean-up call | (22) | 0 | |||
Interest to investors | (31) | (19) | |||
Funding of restricted cash | (110) | (2) | |||
Total | (523) | (264) | |||
Net Cash Flows | 531 | 412 | |||
Warehouse Credit Facility | |||||
Cash Inflows | |||||
Net proceeds from vacation ownership notes receivable securitizations | 116 | 50 | |||
Principal receipts | 1 | 2 | |||
Interest receipts | 1 | 2 | |||
Total | 118 | 54 | |||
Cash Outflows | |||||
Principal to investors | 0 | (1) | |||
Repayment of Warehouse Credit Facility | 0 | (49) | |||
Interest to investors | (1) | (2) | |||
Funding of restricted cash | (1) | 0 | |||
Total | (2) | (52) | |||
Net Cash Flows | $ 116 | $ 2 |
VARIABLE INTEREST ENTITIES - Ad
VARIABLE INTEREST ENTITIES - Additional Information (Details) $ in Millions | 12 Months Ended | ||||
Dec. 31, 2018USD ($)vacation_ownership_unit | Dec. 31, 2017USD ($) | Dec. 30, 2016USD ($) | Mar. 31, 2018vacation_ownership_unit | Jun. 30, 2017vacation_ownership_unit | |
Variable Interest Entity [Line Items] | |||||
Debt, net | $ 17 | $ 7 | |||
Property and equipment | $ 951 | 583 | |||
Number of vacation ownership units acquired | vacation_ownership_unit | 92 | ||||
San Francisco, California | Variable Interest Entity, Not Primary Beneficiary | |||||
Variable Interest Entity [Line Items] | |||||
Debt, net | $ 9 | ||||
Notes receivable (less than) | 1 | ||||
Maximum loss exposure, amount (less than) | 1 | ||||
Property and equipment | 10 | ||||
New York City | Variable Interest Entity, Not Primary Beneficiary | |||||
Variable Interest Entity [Line Items] | |||||
Debt, net | 7 | ||||
Notes receivable (less than) | 1 | ||||
Maximum loss exposure, amount (less than) | 1 | ||||
Property and equipment | 8 | ||||
Marco Island, Florida | |||||
Variable Interest Entity [Line Items] | |||||
Number of vacation ownership units acquired | vacation_ownership_unit | 20 | 36 | |||
Vacation Ownership Notes Receivable Securitizations | |||||
Variable Interest Entity [Line Items] | |||||
Voluntary repurchase of defaulted notes receivable | 31 | 28 | $ 30 | ||
Voluntary repurchase of other non-defaulted notes receivable | $ 39 | $ 57 | $ 144 |
BUSINESS SEGMENTS - Additional
BUSINESS SEGMENTS - Additional Information (Details) owner_member in Thousands | 12 Months Ended | ||
Dec. 31, 2018Propertyresortowner_membernationSegment | Dec. 31, 2017 | Dec. 30, 2016 | |
Segment Reporting Disclosure [Line Items] | |||
Number of business segments | Segment | 2 | ||
Geographic Concentration Risk | Revenue | All other countries | |||
Segment Reporting Disclosure [Line Items] | |||
Concentration risk | 13.00% | 13.00% | 15.00% |
Vacation Ownership | |||
Segment Reporting Disclosure [Line Items] | |||
Number of resorts | resort | 100 | ||
Number of owners and/or members | owner_member | 660 | ||
Exchange & Third-Party Management | |||
Segment Reporting Disclosure [Line Items] | |||
Number of resorts | resort | 3,200 | ||
Number of countries in which entity operates | nation | 80 | ||
Number of owners and/or members | owner_member | 2,000 | ||
Number of properties | Property | 180 |
BUSINESS SEGMENTS - Revenues (D
BUSINESS SEGMENTS - Revenues (Details) - USD ($) $ in Millions | 3 Months Ended | 4 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 30, 2016 | |
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||||||||||
TOTAL REVENUES | $ 1,052 | $ 750 | $ 595 | $ 571 | $ 562 | $ 530 | $ 563 | $ 528 | $ 1,513 | $ 2,968 | $ 2,183 | $ 2,000 |
Revenues excluding cost reimbursement | 2,043 | 1,433 | 1,280 | |||||||||
United States | ||||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||||||||||
Revenues excluding cost reimbursement | 1,780 | 1,247 | 1,090 | |||||||||
All other countries | ||||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||||||||||
Revenues excluding cost reimbursement | 263 | 186 | 190 | |||||||||
Vacation Ownership | ||||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||||||||||
TOTAL REVENUES | 2,803 | 2,183 | 2,000 | |||||||||
Exchange & Third-Party Management | ||||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||||||||||
TOTAL REVENUES | 161 | 0 | 0 | |||||||||
Operating Segments | ||||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||||||||||
TOTAL REVENUES | 2,964 | 2,183 | 2,000 | |||||||||
Operating Segments | Vacation Ownership | ||||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||||||||||
TOTAL REVENUES | 2,803 | 2,183 | 2,000 | |||||||||
Operating Segments | Exchange & Third-Party Management | ||||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||||||||||
TOTAL REVENUES | 161 | 0 | 0 | |||||||||
Corporate and other | ||||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||||||||||
TOTAL REVENUES | $ 4 | $ 0 | $ 0 |
BUSINESS SEGMENTS - Reconciliat
BUSINESS SEGMENTS - Reconciliation of Adjusted EBITDA to Net Income (Details) - USD ($) $ in Millions | 3 Months Ended | 4 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 30, 2016 | |
Segment Reporting Information [Line Items] | ||||||||||||
Corporate and other | $ (169) | $ (89) | $ (89) | |||||||||
Interest expense | $ (54) | (54) | (10) | (9) | ||||||||
Tax provision | (11) | (51) | (5) | (76) | ||||||||
Depreciation and amortization | (62) | (21) | (21) | |||||||||
Non-cash share-based compensation expense | (35) | (16) | (14) | |||||||||
Certain items | (162) | (7) | 5 | |||||||||
Net (loss) income attributable to common shareholders | $ 44 | $ (36) | $ 11 | $ 36 | $ 119 | $ 40 | $ 48 | $ 28 | $ 23 | 55 | 235 | 122 |
Vacation Ownership | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Adjusted EBITDA | 511 | 383 | 326 | |||||||||
Exchange & Third-Party Management | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Adjusted EBITDA | $ 77 | $ 0 | $ 0 |
BUSINESS SEGMENTS - Depreciatio
BUSINESS SEGMENTS - Depreciation and Amortization (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 30, 2016 | |
Reconciliation of Depreciation by Segment [Line Items] | |||
Depreciation and amortization | $ 62 | $ 21 | $ 21 |
Operating Segments | |||
Reconciliation of Depreciation by Segment [Line Items] | |||
Depreciation and amortization | 53 | 17 | 16 |
Operating Segments | Vacation Ownership | |||
Reconciliation of Depreciation by Segment [Line Items] | |||
Depreciation and amortization | 37 | 17 | 16 |
Operating Segments | Exchange & Third-Party Management | |||
Reconciliation of Depreciation by Segment [Line Items] | |||
Depreciation and amortization | 16 | 0 | 0 |
Corporate and other | |||
Reconciliation of Depreciation by Segment [Line Items] | |||
Depreciation and amortization | $ 9 | $ 4 | $ 5 |
BUSINESS SEGMENTS - Assets (Det
BUSINESS SEGMENTS - Assets (Details) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Segment Reporting Information [Line Items] | ||
Total Assets | $ 9,018 | $ 2,845 |
Property and equipment | 951 | 583 |
United States | ||
Segment Reporting Information [Line Items] | ||
Property and equipment | 748 | 506 |
All other countries | ||
Segment Reporting Information [Line Items] | ||
Property and equipment | 203 | 77 |
Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Total Assets | 8,457 | 2,279 |
Operating Segments | Vacation Ownership | ||
Segment Reporting Information [Line Items] | ||
Total Assets | 7,275 | 2,279 |
Operating Segments | Exchange & Third-Party Management | ||
Segment Reporting Information [Line Items] | ||
Total Assets | 1,182 | 0 |
Corporate and other | ||
Segment Reporting Information [Line Items] | ||
Total Assets | $ 561 | $ 566 |
BUSINESS SEGMENTS - Capital Exp
BUSINESS SEGMENTS - Capital Expenditures (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 30, 2016 | |
Segment Reporting, Other Significant Reconciling Item [Line Items] | |||
Capital Expenditures | $ 252 | $ 181 | $ 173 |
Operating Segments | |||
Segment Reporting, Other Significant Reconciling Item [Line Items] | |||
Capital Expenditures | 250 | 174 | 164 |
Operating Segments | Vacation Ownership | |||
Segment Reporting, Other Significant Reconciling Item [Line Items] | |||
Capital Expenditures | 245 | 174 | 164 |
Operating Segments | Exchange & Third-Party Management | |||
Segment Reporting, Other Significant Reconciling Item [Line Items] | |||
Capital Expenditures | 5 | 0 | 0 |
Corporate and other | |||
Segment Reporting, Other Significant Reconciling Item [Line Items] | |||
Capital Expenditures | $ 2 | $ 7 | $ 9 |
QUARTERLY RESULTS (UNAUDITED)_2
QUARTERLY RESULTS (UNAUDITED) (Details) - USD ($) $ / shares in Units, $ in Millions | Sep. 01, 2018 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Sep. 30, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 30, 2016 |
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | ||||||||||||||
Revenues | $ 1,052 | $ 750 | $ 595 | $ 571 | $ 562 | $ 530 | $ 563 | $ 528 | $ 1,513 | $ 2,968 | $ 2,183 | $ 2,000 | ||
Expenses | (939) | (698) | (546) | (518) | (493) | (472) | (489) | (483) | 1,391 | (2,701) | (1,937) | (1,800) | ||
Net income | $ 44 | $ (36) | $ 11 | $ 36 | $ 119 | $ 40 | $ 48 | $ 28 | $ 23 | $ 55 | $ 235 | $ 122 | ||
Basic earnings per share (in usd per share) | $ 0.92 | $ (1.08) | $ 0.40 | $ 1.35 | $ 4.46 | $ 1.49 | $ 1.76 | $ 1.02 | $ 1.64 | $ 8.70 | $ 4.37 | |||
Diluted earnings per share (in usd per share) | $ 0.91 | $ (1.08) | $ 0.39 | $ 1.32 | $ 4.35 | $ 1.45 | $ 1.72 | $ 1 | $ 1.61 | $ 8.49 | $ 4.29 | |||
ILG, Inc | ||||||||||||||
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | ||||||||||||||
Goodwill | $ 81 | |||||||||||||
Goodwill Adjustment | ILG, Inc | ||||||||||||||
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | ||||||||||||||
Net income | $ 22 | $ 22 | ||||||||||||
Goodwill | $ 30 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) - $ / shares | Feb. 15, 2019 | Sep. 06, 2018 | May 14, 2018 | Feb. 16, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 30, 2016 |
Subsequent Event [Line Items] | |||||||
Dividends declared per share of common stock (in usd per share) | $ 0.40 | $ 0.40 | $ 0.40 | $ 1.65 | $ 1.45 | $ 1.25 | |
Subsequent Event | |||||||
Subsequent Event [Line Items] | |||||||
Dividends declared per share of common stock (in usd per share) | $ 0.45 |
ADOPTION IMPACT OF NEW REVENU_3
ADOPTION IMPACT OF NEW REVENUE STANDARD - Additional Information (Details) $ in Millions | Jan. 02, 2015USD ($) |
Retained Earnings | Accounting Standards Update 2014-09 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Cumulative effect of new accounting principle | $ 2 |
ADOPTION IMPACT OF NEW REVENU_4
ADOPTION IMPACT OF NEW REVENUE STANDARD - Income Statement Impact (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 4 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 30, 2016 | |
REVENUES | ||||||||||||
Revenues | $ 2,785 | $ 2,048 | $ 1,873 | |||||||||
Cost reimbursements | 925 | 750 | 720 | |||||||||
Financing | 183 | 135 | 127 | |||||||||
TOTAL REVENUES | $ 1,052 | $ 750 | $ 595 | $ 571 | $ 562 | $ 530 | $ 563 | $ 528 | $ 1,513 | 2,968 | 2,183 | 2,000 |
EXPENSES | ||||||||||||
Marketing and sales | 527 | 388 | 334 | |||||||||
Financing | 65 | 43 | 43 | |||||||||
General and administrative | 198 | 106 | 100 | |||||||||
Depreciation and amortization | 62 | 21 | 21 | |||||||||
Litigation settlement | 46 | 4 | (1) | |||||||||
Consumer financing interest | 0 | 0 | ||||||||||
Royalty fee | 78 | 63 | 61 | |||||||||
Cost reimbursements | 925 | 750 | 720 | |||||||||
TOTAL EXPENSES | 939 | 698 | 546 | 518 | 493 | 472 | 489 | 483 | (1,391) | 2,701 | 1,937 | 1,800 |
Gains and other income, net | 21 | 6 | 11 | |||||||||
Interest expense | (54) | (54) | (10) | (9) | ||||||||
ILG acquisition costs | 58 | (127) | (1) | 0 | ||||||||
Other | (4) | (1) | (4) | |||||||||
INCOME BEFORE INCOME TAXES AND NONCONTROLLING INTERESTS | 103 | 240 | 198 | |||||||||
Tax provision | (11) | (51) | (5) | (76) | ||||||||
NET INCOME | 20 | 52 | 235 | 122 | ||||||||
Net loss attributable to noncontrolling interests | 3 | 3 | 0 | 0 | ||||||||
Net income attributable to common shareholders | $ 44 | $ (36) | $ 11 | $ 36 | $ 119 | $ 40 | $ 48 | $ 28 | $ 23 | $ 55 | $ 235 | $ 122 |
Basic earnings per share (in usd per share) | $ 0.92 | $ (1.08) | $ 0.40 | $ 1.35 | $ 4.46 | $ 1.49 | $ 1.76 | $ 1.02 | $ 1.64 | $ 8.70 | $ 4.37 | |
Diluted earnings per share (in usd per share) | $ 0.91 | $ (1.08) | $ 0.39 | $ 1.32 | $ 4.35 | $ 1.45 | $ 1.72 | $ 1 | $ 1.61 | $ 8.49 | $ 4.29 | |
Conforming Reclassifications | ||||||||||||
REVENUES | ||||||||||||
Cost reimbursements | $ 0 | $ 0 | ||||||||||
Financing | 0 | 0 | ||||||||||
TOTAL REVENUES | 0 | 0 | ||||||||||
EXPENSES | ||||||||||||
Marketing and sales | (7) | (6) | ||||||||||
Financing | 25 | 24 | ||||||||||
General and administrative | (4) | (5) | ||||||||||
Depreciation and amortization | 21 | 21 | ||||||||||
Litigation settlement | 0 | 0 | ||||||||||
Consumer financing interest | (25) | (24) | ||||||||||
Royalty fee | 0 | 0 | ||||||||||
Cost reimbursements | 0 | 0 | ||||||||||
TOTAL EXPENSES | 0 | 0 | ||||||||||
Gains and other income, net | 0 | 0 | ||||||||||
Interest expense | 0 | 0 | ||||||||||
ILG acquisition costs | (1) | |||||||||||
Other | 1 | 0 | ||||||||||
INCOME BEFORE INCOME TAXES AND NONCONTROLLING INTERESTS | 0 | 0 | ||||||||||
Tax provision | 0 | 0 | ||||||||||
NET INCOME | 0 | 0 | ||||||||||
Net loss attributable to noncontrolling interests | 0 | 0 | ||||||||||
Net income attributable to common shareholders | $ 0 | $ 0 | ||||||||||
Basic earnings per share (in usd per share) | $ 0 | $ 0 | ||||||||||
Diluted earnings per share (in usd per share) | $ 0 | $ 0 | ||||||||||
As Reported | Accounting Standards Update 2014-09 | ||||||||||||
REVENUES | ||||||||||||
Cost reimbursements | $ 460 | $ 432 | ||||||||||
Financing | 135 | 126 | ||||||||||
TOTAL REVENUES | 1,952 | 1,808 | ||||||||||
EXPENSES | ||||||||||||
Marketing and sales | 409 | 353 | ||||||||||
Financing | 18 | 19 | ||||||||||
General and administrative | 110 | 105 | ||||||||||
Depreciation and amortization | 0 | 0 | ||||||||||
Litigation settlement | 4 | (1) | ||||||||||
Consumer financing interest | 25 | 24 | ||||||||||
Royalty fee | 63 | 61 | ||||||||||
Cost reimbursements | 460 | 432 | ||||||||||
TOTAL EXPENSES | 1,720 | 1,583 | ||||||||||
Gains and other income, net | 6 | 11 | ||||||||||
Interest expense | (10) | (9) | ||||||||||
ILG acquisition costs | 0 | |||||||||||
Other | (2) | (4) | ||||||||||
INCOME BEFORE INCOME TAXES AND NONCONTROLLING INTERESTS | 226 | 223 | ||||||||||
Tax provision | 1 | (86) | ||||||||||
NET INCOME | 227 | 137 | ||||||||||
Net loss attributable to noncontrolling interests | 0 | 0 | ||||||||||
Net income attributable to common shareholders | $ 227 | $ 137 | ||||||||||
Basic earnings per share (in usd per share) | $ 8.38 | $ 4.93 | ||||||||||
Diluted earnings per share (in usd per share) | $ 8.18 | $ 4.83 | ||||||||||
ASC 606 Adjustments | Accounting Standards Update 2014-09 | ||||||||||||
REVENUES | ||||||||||||
Cost reimbursements | $ 290 | $ 288 | ||||||||||
Financing | 0 | 1 | ||||||||||
TOTAL REVENUES | 231 | 192 | ||||||||||
EXPENSES | ||||||||||||
Marketing and sales | (14) | (13) | ||||||||||
Financing | 0 | 0 | ||||||||||
General and administrative | 0 | 0 | ||||||||||
Depreciation and amortization | 0 | 0 | ||||||||||
Litigation settlement | 0 | 0 | ||||||||||
Consumer financing interest | 0 | 0 | ||||||||||
Royalty fee | 0 | 0 | ||||||||||
Cost reimbursements | 290 | 288 | ||||||||||
TOTAL EXPENSES | 217 | 217 | ||||||||||
Gains and other income, net | 0 | 0 | ||||||||||
Interest expense | 0 | 0 | ||||||||||
ILG acquisition costs | 0 | |||||||||||
Other | 0 | 0 | ||||||||||
INCOME BEFORE INCOME TAXES AND NONCONTROLLING INTERESTS | 14 | (25) | ||||||||||
Tax provision | (6) | 10 | ||||||||||
NET INCOME | 8 | (15) | ||||||||||
Net loss attributable to noncontrolling interests | 0 | 0 | ||||||||||
Net income attributable to common shareholders | $ 8 | $ (15) | ||||||||||
Basic earnings per share (in usd per share) | $ 0.32 | $ (0.56) | ||||||||||
Diluted earnings per share (in usd per share) | $ 0.31 | $ (0.54) | ||||||||||
Sale of vacation ownership products | ||||||||||||
REVENUES | ||||||||||||
Revenues | $ 990 | $ 757 | $ 623 | |||||||||
EXPENSES | ||||||||||||
Expenses | 260 | 194 | 163 | |||||||||
Sale of vacation ownership products | Conforming Reclassifications | ||||||||||||
REVENUES | ||||||||||||
Revenues | 0 | 0 | ||||||||||
EXPENSES | ||||||||||||
Expenses | 0 | 0 | ||||||||||
Sale of vacation ownership products | As Reported | Accounting Standards Update 2014-09 | ||||||||||||
REVENUES | ||||||||||||
Revenues | 728 | 638 | ||||||||||
EXPENSES | ||||||||||||
Expenses | 178 | 155 | ||||||||||
Sale of vacation ownership products | ASC 606 Adjustments | Accounting Standards Update 2014-09 | ||||||||||||
REVENUES | ||||||||||||
Revenues | 29 | (15) | ||||||||||
EXPENSES | ||||||||||||
Expenses | 16 | 8 | ||||||||||
Resort management and other services | ||||||||||||
REVENUES | ||||||||||||
Revenues | 0 | 0 | ||||||||||
EXPENSES | ||||||||||||
Expenses | 0 | 0 | ||||||||||
Resort management and other services | Conforming Reclassifications | ||||||||||||
REVENUES | ||||||||||||
Revenues | (279) | (278) | ||||||||||
EXPENSES | ||||||||||||
Expenses | (155) | (157) | ||||||||||
Resort management and other services | As Reported | Accounting Standards Update 2014-09 | ||||||||||||
REVENUES | ||||||||||||
Revenues | 306 | 300 | ||||||||||
EXPENSES | ||||||||||||
Expenses | 172 | 174 | ||||||||||
Resort management and other services | ASC 606 Adjustments | Accounting Standards Update 2014-09 | ||||||||||||
REVENUES | ||||||||||||
Revenues | (27) | (22) | ||||||||||
EXPENSES | ||||||||||||
Expenses | (17) | (17) | ||||||||||
Management and exchange | ||||||||||||
REVENUES | ||||||||||||
Revenues | 499 | 279 | 278 | |||||||||
EXPENSES | ||||||||||||
Expenses | 259 | 147 | 149 | |||||||||
Management and exchange | Conforming Reclassifications | ||||||||||||
REVENUES | ||||||||||||
Revenues | 279 | 278 | ||||||||||
EXPENSES | ||||||||||||
Expenses | 147 | 149 | ||||||||||
Management and exchange | As Reported | Accounting Standards Update 2014-09 | ||||||||||||
REVENUES | ||||||||||||
Revenues | 0 | 0 | ||||||||||
EXPENSES | ||||||||||||
Expenses | 0 | 0 | ||||||||||
Management and exchange | ASC 606 Adjustments | Accounting Standards Update 2014-09 | ||||||||||||
REVENUES | ||||||||||||
Revenues | 0 | 0 | ||||||||||
EXPENSES | ||||||||||||
Expenses | 0 | 0 | ||||||||||
Rental | ||||||||||||
REVENUES | ||||||||||||
Revenues | 371 | 262 | 252 | |||||||||
EXPENSES | ||||||||||||
Expenses | $ 281 | 221 | 210 | |||||||||
Rental | Conforming Reclassifications | ||||||||||||
REVENUES | ||||||||||||
Revenues | 0 | 0 | ||||||||||
EXPENSES | ||||||||||||
Expenses | (2) | (2) | ||||||||||
Rental | As Reported | Accounting Standards Update 2014-09 | ||||||||||||
REVENUES | ||||||||||||
Revenues | 323 | 312 | ||||||||||
EXPENSES | ||||||||||||
Expenses | 281 | 261 | ||||||||||
Rental | ASC 606 Adjustments | Accounting Standards Update 2014-09 | ||||||||||||
REVENUES | ||||||||||||
Revenues | (61) | (60) | ||||||||||
EXPENSES | ||||||||||||
Expenses | $ (58) | $ (49) |
ADOPTION IMPACT OF NEW REVENU_5
ADOPTION IMPACT OF NEW REVENUE STANDARD - Balance Sheet Impact (Details) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 30, 2016 | Jan. 01, 2016 |
ASSETS | ||||
Cash and cash equivalents | $ 231 | $ 409 | ||
Restricted cash | 383 | 82 | ||
Accounts receivable, net | 324 | 92 | ||
Vacation ownership notes receivable, net | 2,039 | 1,115 | ||
Inventory | 863 | 398 | ||
Property and equipment | 951 | 583 | ||
Other assets | 292 | 166 | ||
TOTAL ASSETS | 9,018 | 2,845 | ||
LIABILITIES AND EQUITY | ||||
Accounts payable | 245 | 145 | ||
Contract Liabilities | 432 | 153 | ||
Accrued liabilities | 423 | 120 | ||
Payroll and benefits liability | 211 | 112 | ||
Deferred compensation liability | 93 | 75 | ||
Securitized debt, net | 1,694 | 835 | ||
Debt, net | 2,124 | 260 | ||
Other | 12 | 14 | ||
Deferred taxes | 318 | 90 | ||
TOTAL LIABILITIES | 5,552 | 1,804 | ||
Preferred stock | 0 | 0 | ||
Common stock | 1 | 0 | ||
Treasury stock | (790) | (694) | ||
Additional paid-in capital | 3,721 | 1,189 | ||
Accumulated other comprehensive income | 6 | 17 | ||
Retained earnings | 523 | 529 | ||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | 3,466 | 1,041 | $ 895 | $ 978 |
TOTAL LIABILITIES AND EQUITY | 9,018 | 2,845 | ||
Advance deposits | ||||
LIABILITIES AND EQUITY | ||||
Contract Liabilities | 113 | 84 | ||
Deferred revenue | ||||
LIABILITIES AND EQUITY | ||||
Contract Liabilities | $ 319 | 69 | ||
Conforming Reclassifications | ||||
ASSETS | ||||
Cash and cash equivalents | 0 | |||
Restricted cash | 0 | |||
Accounts receivable, net | 0 | |||
Vacation ownership notes receivable, net | 0 | |||
Inventory | (330) | |||
Property and equipment | 330 | |||
Other assets | 0 | |||
TOTAL ASSETS | 0 | |||
LIABILITIES AND EQUITY | ||||
Accounts payable | 0 | |||
Accrued liabilities | 0 | |||
Payroll and benefits liability | 0 | |||
Deferred compensation liability | 0 | |||
Securitized debt, net | 835 | |||
Debt, net | (835) | |||
Other | 0 | |||
Deferred taxes | 0 | |||
TOTAL LIABILITIES | 0 | |||
Preferred stock | 0 | |||
Common stock | 0 | |||
Treasury stock | 0 | |||
Additional paid-in capital | 0 | |||
Accumulated other comprehensive income | 0 | |||
Retained earnings | 0 | |||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | 0 | |||
TOTAL LIABILITIES AND EQUITY | 0 | |||
Conforming Reclassifications | Advance deposits | ||||
LIABILITIES AND EQUITY | ||||
Contract Liabilities | 0 | |||
Conforming Reclassifications | Deferred revenue | ||||
LIABILITIES AND EQUITY | ||||
Contract Liabilities | 0 | |||
As Reported | Accounting Standards Update 2014-09 | ||||
ASSETS | ||||
Cash and cash equivalents | 409 | |||
Restricted cash | 82 | |||
Accounts receivable, net | 154 | |||
Vacation ownership notes receivable, net | 1,120 | |||
Inventory | 716 | |||
Property and equipment | 253 | |||
Other assets | 172 | |||
TOTAL ASSETS | 2,906 | |||
LIABILITIES AND EQUITY | ||||
Accounts payable | 145 | |||
Accrued liabilities | 168 | |||
Payroll and benefits liability | 112 | |||
Deferred compensation liability | 75 | |||
Securitized debt, net | 0 | |||
Debt, net | 1,095 | |||
Other | 14 | |||
Deferred taxes | 91 | |||
TOTAL LIABILITIES | 1,861 | |||
Preferred stock | 0 | |||
Common stock | 0 | |||
Treasury stock | (694) | |||
Additional paid-in capital | 1,189 | |||
Accumulated other comprehensive income | 17 | |||
Retained earnings | 533 | |||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | 1,045 | |||
TOTAL LIABILITIES AND EQUITY | 2,906 | |||
As Reported | Accounting Standards Update 2014-09 | Advance deposits | ||||
LIABILITIES AND EQUITY | ||||
Contract Liabilities | 63 | |||
As Reported | Accounting Standards Update 2014-09 | Deferred revenue | ||||
LIABILITIES AND EQUITY | ||||
Contract Liabilities | 98 | |||
Adjustments | Accounting Standards Update 2014-09 | ||||
ASSETS | ||||
Cash and cash equivalents | 0 | |||
Restricted cash | 0 | |||
Accounts receivable, net | (62) | |||
Vacation ownership notes receivable, net | (5) | |||
Inventory | 12 | |||
Property and equipment | 0 | |||
Other assets | (6) | |||
TOTAL ASSETS | (61) | |||
LIABILITIES AND EQUITY | ||||
Accounts payable | 0 | |||
Accrued liabilities | (48) | |||
Payroll and benefits liability | 0 | |||
Deferred compensation liability | 0 | |||
Securitized debt, net | 0 | |||
Debt, net | 0 | |||
Other | 0 | |||
Deferred taxes | (1) | |||
TOTAL LIABILITIES | (57) | |||
Preferred stock | 0 | |||
Common stock | 0 | |||
Treasury stock | 0 | |||
Additional paid-in capital | 0 | |||
Accumulated other comprehensive income | 0 | |||
Retained earnings | (4) | |||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | (4) | |||
TOTAL LIABILITIES AND EQUITY | (61) | |||
Adjustments | Accounting Standards Update 2014-09 | Advance deposits | ||||
LIABILITIES AND EQUITY | ||||
Contract Liabilities | 21 | |||
Adjustments | Accounting Standards Update 2014-09 | Deferred revenue | ||||
LIABILITIES AND EQUITY | ||||
Contract Liabilities | $ (29) |
ADOPTION IMPACT OF NEW REVENU_6
ADOPTION IMPACT OF NEW REVENUE STANDARD - Cash Flow Impact (Details) - USD ($) $ in Millions | 3 Months Ended | 4 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 30, 2016 | |
OPERATING ACTIVITIES | ||||||||||||
Net income | $ 44 | $ (36) | $ 11 | $ 36 | $ 119 | $ 40 | $ 48 | $ 28 | $ 23 | $ 55 | $ 235 | $ 122 |
Adjustments to reconcile net income to net cash, cash equivalents and restricted cash provided by operating activities: | ||||||||||||
Depreciation and amortization of intangibles | 62 | 21 | 21 | |||||||||
Amortization of debt discount and issuance costs | 16 | 10 | 6 | |||||||||
Vacation ownership notes receivable reserve | 68 | 52 | 45 | |||||||||
Share-based compensation | 29 | 16 | 14 | |||||||||
Loss (gain) on disposal of property and equipment, net | 1 | 2 | (11) | |||||||||
Deferred income taxes | 54 | (61) | 30 | |||||||||
Deferred income taxes | ||||||||||||
Accounts receivable | (38) | (9) | 0 | |||||||||
Vacation ownership notes receivable originations | (630) | (466) | (357) | |||||||||
Vacation ownership notes receivable collections | 386 | 270 | 254 | |||||||||
Inventory | 9 | 45 | (1) | |||||||||
Purchase of vacation ownership units for future transfer to inventory | 0 | (34) | 0 | |||||||||
Other assets | 21 | (21) | 12 | |||||||||
Accounts payable, advance deposits and accrued liabilities | 26 | 39 | (14) | |||||||||
Deferred revenue | 35 | 9 | 15 | |||||||||
Payroll and benefit liabilities | (8) | 16 | (7) | |||||||||
Deferred compensation liability | 10 | 12 | 12 | |||||||||
Other liabilities | 0 | 0 | 1 | |||||||||
Other, net | 4 | 6 | (1) | |||||||||
Net cash, cash equivalents and restricted cash provided by operating activities | $ 78 | $ 97 | 142 | 141 | ||||||||
As Reported | Accounting Standards Update 2014-09 | ||||||||||||
OPERATING ACTIVITIES | ||||||||||||
Net income | 227 | 137 | ||||||||||
Adjustments to reconcile net income to net cash, cash equivalents and restricted cash provided by operating activities: | ||||||||||||
Depreciation and amortization of intangibles | 21 | 21 | ||||||||||
Amortization of debt discount and issuance costs | 10 | 6 | ||||||||||
Vacation ownership notes receivable reserve | 50 | 48 | ||||||||||
Share-based compensation | 16 | 14 | ||||||||||
Loss (gain) on disposal of property and equipment, net | 2 | (11) | ||||||||||
Deferred income taxes | (66) | 39 | ||||||||||
Deferred income taxes | ||||||||||||
Accounts receivable | 5 | (29) | ||||||||||
Vacation ownership notes receivable originations | (467) | (357) | ||||||||||
Vacation ownership notes receivable collections | 270 | 254 | ||||||||||
Inventory | 42 | 5 | ||||||||||
Purchase of vacation ownership units for future transfer to inventory | (34) | |||||||||||
Other assets | (21) | 11 | ||||||||||
Accounts payable, advance deposits and accrued liabilities | 51 | (19) | ||||||||||
Deferred revenue | 2 | 17 | ||||||||||
Payroll and benefit liabilities | 16 | (7) | ||||||||||
Deferred compensation liability | 12 | 12 | ||||||||||
Other liabilities | 0 | |||||||||||
Other, net | 6 | 0 | ||||||||||
Net cash, cash equivalents and restricted cash provided by operating activities | 142 | 141 | ||||||||||
Adjustments | Accounting Standards Update 2014-09 | ||||||||||||
OPERATING ACTIVITIES | ||||||||||||
Net income | 8 | (15) | ||||||||||
Adjustments to reconcile net income to net cash, cash equivalents and restricted cash provided by operating activities: | ||||||||||||
Depreciation and amortization of intangibles | 0 | 0 | ||||||||||
Amortization of debt discount and issuance costs | 0 | 0 | ||||||||||
Vacation ownership notes receivable reserve | 2 | (3) | ||||||||||
Share-based compensation | 0 | 0 | ||||||||||
Loss (gain) on disposal of property and equipment, net | 0 | 0 | ||||||||||
Deferred income taxes | 5 | (9) | ||||||||||
Deferred income taxes | ||||||||||||
Accounts receivable | (14) | 29 | ||||||||||
Vacation ownership notes receivable originations | 1 | 0 | ||||||||||
Vacation ownership notes receivable collections | 0 | 0 | ||||||||||
Inventory | 3 | (6) | ||||||||||
Purchase of vacation ownership units for future transfer to inventory | 0 | |||||||||||
Other assets | 0 | 1 | ||||||||||
Accounts payable, advance deposits and accrued liabilities | (12) | 5 | ||||||||||
Deferred revenue | 7 | (2) | ||||||||||
Payroll and benefit liabilities | 0 | 0 | ||||||||||
Deferred compensation liability | 0 | 0 | ||||||||||
Other liabilities | 1 | |||||||||||
Other, net | 0 | (1) | ||||||||||
Net cash, cash equivalents and restricted cash provided by operating activities | $ 0 | $ 0 |
SUPPLEMENTAL GUARANTOR INFORM_3
SUPPLEMENTAL GUARANTOR INFORMATION - Balance Sheet (Details) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Condensed Financial Statements, Captions [Line Items] | ||
Cash and cash equivalents | $ 231 | $ 409 |
Restricted cash | 383 | 82 |
Accounts receivable, net | 324 | 92 |
Vacation ownership notes receivable, net | 2,039 | 1,115 |
Inventory | 863 | 398 |
Property and equipment | 951 | 583 |
Goodwill | 2,828 | 0 |
Intangibles, net | 1,107 | 0 |
Investments in subsidiaries | 0 | |
Other assets | 292 | 166 |
TOTAL ASSETS | 9,018 | 2,845 |
Accounts payable | 245 | 145 |
Contract Liabilities | 432 | 153 |
Accrued liabilities | 423 | 120 |
Payroll and benefits liability | 211 | 112 |
Deferred compensation liability | 93 | 75 |
Securitized debt, net | 1,694 | 835 |
Debt, net | 2,124 | 260 |
Other | 12 | 14 |
Deferred taxes | 318 | 90 |
Intercompany liabilities (receivables) / equity | (72) | |
MVW shareholders' equity | 3,461 | 1,041 |
Noncontrolling interest | 5 | 0 |
TOTAL LIABILITIES AND EQUITY | 9,018 | 2,845 |
Advance deposits | ||
Condensed Financial Statements, Captions [Line Items] | ||
Contract Liabilities | 113 | 84 |
Deferred revenue | ||
Condensed Financial Statements, Captions [Line Items] | ||
Contract Liabilities | 319 | $ 69 |
Reportable Legal Entities | ||
Condensed Financial Statements, Captions [Line Items] | ||
MVW shareholders' equity | 3,533 | |
Total Eliminations | ||
Condensed Financial Statements, Captions [Line Items] | ||
Cash and cash equivalents | 0 | |
Restricted cash | 0 | |
Accounts receivable, net | (2) | |
Vacation ownership notes receivable, net | 0 | |
Inventory | 0 | |
Property and equipment | 0 | |
Goodwill | 0 | |
Intangibles, net | 0 | |
Investments in subsidiaries | (4,636) | |
Other assets | (38) | |
TOTAL ASSETS | (4,676) | |
Accounts payable | 0 | |
Accrued liabilities | 0 | |
Payroll and benefits liability | 0 | |
Deferred compensation liability | 0 | |
Debt, net | 0 | |
Other | 0 | |
Deferred taxes | 0 | |
Intercompany liabilities (receivables) / equity | 4,163 | |
MVW shareholders' equity | (8,839) | |
Noncontrolling interest | 0 | |
TOTAL LIABILITIES AND EQUITY | (4,676) | |
Total Eliminations | Advance deposits | ||
Condensed Financial Statements, Captions [Line Items] | ||
Contract Liabilities | 0 | |
Total Eliminations | Deferred revenue | ||
Condensed Financial Statements, Captions [Line Items] | ||
Contract Liabilities | 0 | |
MVW | Reportable Legal Entities | ||
Condensed Financial Statements, Captions [Line Items] | ||
Cash and cash equivalents | 0 | |
Restricted cash | 0 | |
Accounts receivable, net | 29 | |
Vacation ownership notes receivable, net | 0 | |
Inventory | 0 | |
Property and equipment | 0 | |
Goodwill | 2,828 | |
Intangibles, net | 0 | |
Investments in subsidiaries | 123 | |
Other assets | (2) | |
TOTAL ASSETS | 2,978 | |
Accounts payable | 39 | |
Accrued liabilities | 13 | |
Payroll and benefits liability | 16 | |
Deferred compensation liability | 0 | |
Debt, net | 0 | |
Other | 0 | |
Deferred taxes | 38 | |
Intercompany liabilities (receivables) / equity | 0 | |
MVW shareholders' equity | 2,872 | |
Noncontrolling interest | 0 | |
TOTAL LIABILITIES AND EQUITY | 2,978 | |
MVW | Reportable Legal Entities | Advance deposits | ||
Condensed Financial Statements, Captions [Line Items] | ||
Contract Liabilities | 0 | |
MVW | Reportable Legal Entities | Deferred revenue | ||
Condensed Financial Statements, Captions [Line Items] | ||
Contract Liabilities | 0 | |
ILG | Reportable Legal Entities | ||
Condensed Financial Statements, Captions [Line Items] | ||
Cash and cash equivalents | 2 | |
Restricted cash | 0 | |
Accounts receivable, net | 0 | |
Vacation ownership notes receivable, net | 0 | |
Inventory | 0 | |
Property and equipment | 1 | |
Goodwill | 0 | |
Intangibles, net | 0 | |
Investments in subsidiaries | 1,446 | |
Other assets | (7) | |
TOTAL ASSETS | 1,442 | |
Accounts payable | 0 | |
Accrued liabilities | 8 | |
Payroll and benefits liability | 0 | |
Deferred compensation liability | 0 | |
Debt, net | 0 | |
Other | 0 | |
Deferred taxes | (60) | |
Intercompany liabilities (receivables) / equity | (1,272) | |
MVW shareholders' equity | 2,766 | |
Noncontrolling interest | 0 | |
TOTAL LIABILITIES AND EQUITY | 1,442 | |
ILG | Reportable Legal Entities | Advance deposits | ||
Condensed Financial Statements, Captions [Line Items] | ||
Contract Liabilities | 0 | |
ILG | Reportable Legal Entities | Deferred revenue | ||
Condensed Financial Statements, Captions [Line Items] | ||
Contract Liabilities | 0 | |
Interval Acquisition Corp. | Reportable Legal Entities | ||
Condensed Financial Statements, Captions [Line Items] | ||
Cash and cash equivalents | 11 | |
Restricted cash | 0 | |
Accounts receivable, net | 2 | |
Vacation ownership notes receivable, net | 0 | |
Inventory | 0 | |
Property and equipment | 0 | |
Goodwill | 0 | |
Intangibles, net | 0 | |
Investments in subsidiaries | 1,588 | |
Other assets | 2 | |
TOTAL ASSETS | 1,603 | |
Accounts payable | 0 | |
Accrued liabilities | (24) | |
Payroll and benefits liability | 0 | |
Deferred compensation liability | 0 | |
Debt, net | 142 | |
Other | 0 | |
Deferred taxes | 87 | |
Intercompany liabilities (receivables) / equity | (335) | |
MVW shareholders' equity | 1,733 | |
Noncontrolling interest | 0 | |
TOTAL LIABILITIES AND EQUITY | 1,603 | |
Interval Acquisition Corp. | Reportable Legal Entities | Advance deposits | ||
Condensed Financial Statements, Captions [Line Items] | ||
Contract Liabilities | 0 | |
Interval Acquisition Corp. | Reportable Legal Entities | Deferred revenue | ||
Condensed Financial Statements, Captions [Line Items] | ||
Contract Liabilities | 0 | |
Guarantor Subsidiaries | Reportable Legal Entities | ||
Condensed Financial Statements, Captions [Line Items] | ||
Cash and cash equivalents | 26 | |
Restricted cash | 83 | |
Accounts receivable, net | 101 | |
Vacation ownership notes receivable, net | 176 | |
Inventory | 440 | |
Property and equipment | 273 | |
Goodwill | 0 | |
Intangibles, net | 1,066 | |
Investments in subsidiaries | (269) | |
Other assets | 126 | |
TOTAL ASSETS | 2,022 | |
Accounts payable | 64 | |
Accrued liabilities | 135 | |
Payroll and benefits liability | 76 | |
Deferred compensation liability | 7 | |
Debt, net | 0 | |
Other | 1 | |
Deferred taxes | 142 | |
Intercompany liabilities (receivables) / equity | (98) | |
MVW shareholders' equity | 1,563 | |
Noncontrolling interest | (3) | |
TOTAL LIABILITIES AND EQUITY | 2,022 | |
Guarantor Subsidiaries | Reportable Legal Entities | Advance deposits | ||
Condensed Financial Statements, Captions [Line Items] | ||
Contract Liabilities | 25 | |
Guarantor Subsidiaries | Reportable Legal Entities | Deferred revenue | ||
Condensed Financial Statements, Captions [Line Items] | ||
Contract Liabilities | 110 | |
Non-Guarantor Subsidiaries | Reportable Legal Entities | ||
Condensed Financial Statements, Captions [Line Items] | ||
Cash and cash equivalents | 192 | |
Restricted cash | 300 | |
Accounts receivable, net | 194 | |
Vacation ownership notes receivable, net | 1,863 | |
Inventory | 423 | |
Property and equipment | 677 | |
Goodwill | 0 | |
Intangibles, net | 41 | |
Investments in subsidiaries | 1,748 | |
Other assets | 211 | |
TOTAL ASSETS | 5,649 | |
Accounts payable | 142 | |
Accrued liabilities | 291 | |
Payroll and benefits liability | 119 | |
Deferred compensation liability | 86 | |
Debt, net | 1,982 | |
Other | 11 | |
Deferred taxes | 111 | |
Intercompany liabilities (receivables) / equity | (2,530) | |
MVW shareholders' equity | 3,438 | |
Noncontrolling interest | 8 | |
TOTAL LIABILITIES AND EQUITY | 5,649 | |
Non-Guarantor Subsidiaries | Reportable Legal Entities | Advance deposits | ||
Condensed Financial Statements, Captions [Line Items] | ||
Contract Liabilities | 88 | |
Non-Guarantor Subsidiaries | Reportable Legal Entities | Deferred revenue | ||
Condensed Financial Statements, Captions [Line Items] | ||
Contract Liabilities | 209 | |
Securitized debt | ||
Condensed Financial Statements, Captions [Line Items] | ||
Securitized debt, net | 1,694 | |
Securitized debt | Total Eliminations | ||
Condensed Financial Statements, Captions [Line Items] | ||
Securitized debt, net | 0 | |
Securitized debt | MVW | Reportable Legal Entities | ||
Condensed Financial Statements, Captions [Line Items] | ||
Securitized debt, net | 0 | |
Securitized debt | ILG | Reportable Legal Entities | ||
Condensed Financial Statements, Captions [Line Items] | ||
Securitized debt, net | 0 | |
Securitized debt | Interval Acquisition Corp. | Reportable Legal Entities | ||
Condensed Financial Statements, Captions [Line Items] | ||
Securitized debt, net | 0 | |
Securitized debt | Guarantor Subsidiaries | Reportable Legal Entities | ||
Condensed Financial Statements, Captions [Line Items] | ||
Securitized debt, net | 0 | |
Securitized debt | Non-Guarantor Subsidiaries | Reportable Legal Entities | ||
Condensed Financial Statements, Captions [Line Items] | ||
Securitized debt, net | $ 1,694 |
SUPPLEMENTAL GUARANTOR INFORM_4
SUPPLEMENTAL GUARANTOR INFORMATION - Income Statement (Details) - USD ($) $ in Millions | 3 Months Ended | 4 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 30, 2016 | |
Condensed Financial Statements, Captions [Line Items] | ||||||||||||
TOTAL REVENUES | $ 1,052 | $ 750 | $ 595 | $ 571 | $ 562 | $ 530 | $ 563 | $ 528 | $ 1,513 | $ 2,968 | $ 2,183 | $ 2,000 |
Expenses | (939) | (698) | (546) | (518) | (493) | (472) | (489) | (483) | 1,391 | (2,701) | (1,937) | (1,800) |
Interest expense | (54) | (54) | (10) | (9) | ||||||||
ILG acquisition-related costs | 58 | (127) | (1) | 0 | ||||||||
Equity in earnings from unconsolidated entities | (1) | |||||||||||
Equity in net income of subsidiaries | 0 | |||||||||||
Income tax benefit | (11) | (51) | (5) | (76) | ||||||||
NET INCOME | 20 | 52 | 235 | 122 | ||||||||
Net loss attributable to noncontrolling interests | 3 | 3 | 0 | 0 | ||||||||
Net (loss) income attributable to common shareholders | $ 44 | $ (36) | $ 11 | $ 36 | $ 119 | $ 40 | $ 48 | $ 28 | 23 | $ 55 | $ 235 | $ 122 |
Reportable Legal Entities | MVW | ||||||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||||||
TOTAL REVENUES | (3) | |||||||||||
Expenses | 14 | |||||||||||
Interest expense | (3) | |||||||||||
ILG acquisition-related costs | 11 | |||||||||||
Equity in earnings from unconsolidated entities | 0 | |||||||||||
Equity in net income of subsidiaries | 65 | |||||||||||
Income tax benefit | 11 | |||||||||||
NET INCOME | 23 | |||||||||||
Net loss attributable to noncontrolling interests | 0 | |||||||||||
Net (loss) income attributable to common shareholders | 23 | |||||||||||
Reportable Legal Entities | ILG | ||||||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||||||
TOTAL REVENUES | 0 | |||||||||||
Expenses | 0 | |||||||||||
Interest expense | 0 | |||||||||||
ILG acquisition-related costs | 0 | |||||||||||
Equity in earnings from unconsolidated entities | 0 | |||||||||||
Equity in net income of subsidiaries | 5 | |||||||||||
Income tax benefit | 0 | |||||||||||
NET INCOME | 5 | |||||||||||
Net loss attributable to noncontrolling interests | 0 | |||||||||||
Net (loss) income attributable to common shareholders | 5 | |||||||||||
Reportable Legal Entities | Interval Acquisition Corp. | ||||||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||||||
TOTAL REVENUES | 0 | |||||||||||
Expenses | 1 | |||||||||||
Interest expense | (2) | |||||||||||
ILG acquisition-related costs | 0 | |||||||||||
Equity in earnings from unconsolidated entities | 0 | |||||||||||
Equity in net income of subsidiaries | 9 | |||||||||||
Income tax benefit | 1 | |||||||||||
NET INCOME | 5 | |||||||||||
Net loss attributable to noncontrolling interests | 0 | |||||||||||
Net (loss) income attributable to common shareholders | 5 | |||||||||||
Reportable Legal Entities | Guarantor Subsidiaries | ||||||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||||||
TOTAL REVENUES | 488 | |||||||||||
Expenses | 495 | |||||||||||
Interest expense | 1 | |||||||||||
ILG acquisition-related costs | 0 | |||||||||||
Equity in earnings from unconsolidated entities | (1) | |||||||||||
Equity in net income of subsidiaries | 0 | |||||||||||
Income tax benefit | (2) | |||||||||||
NET INCOME | (5) | |||||||||||
Net loss attributable to noncontrolling interests | 1 | |||||||||||
Net (loss) income attributable to common shareholders | (4) | |||||||||||
Reportable Legal Entities | Non-Guarantor Subsidiaries | ||||||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||||||
TOTAL REVENUES | 1,035 | |||||||||||
Expenses | 888 | |||||||||||
Interest expense | (50) | |||||||||||
ILG acquisition-related costs | 47 | |||||||||||
Equity in earnings from unconsolidated entities | 0 | |||||||||||
Equity in net income of subsidiaries | 0 | |||||||||||
Income tax benefit | (21) | |||||||||||
NET INCOME | 71 | |||||||||||
Net loss attributable to noncontrolling interests | 2 | |||||||||||
Net (loss) income attributable to common shareholders | 73 | |||||||||||
Total Eliminations | ||||||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||||||
TOTAL REVENUES | (7) | |||||||||||
Expenses | (7) | |||||||||||
Interest expense | 0 | |||||||||||
ILG acquisition-related costs | 0 | |||||||||||
Equity in earnings from unconsolidated entities | 0 | |||||||||||
Equity in net income of subsidiaries | (79) | |||||||||||
Income tax benefit | 0 | |||||||||||
NET INCOME | (79) | |||||||||||
Net loss attributable to noncontrolling interests | 0 | |||||||||||
Net (loss) income attributable to common shareholders | $ (79) |
SUPPLEMENTAL GUARANTOR INFORM_5
SUPPLEMENTAL GUARANTOR INFORMATION - Cash Flow (Details) - USD ($) $ in Millions | 4 Months Ended | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 30, 2016 | |
Condensed Financial Statements, Captions [Line Items] | ||||
Net cash and restricted cash provided by (used in) operating activities | $ 78 | $ 97 | $ 142 | $ 141 |
Net cash and restricted cash used in investing activities | (1,468) | (1,407) | (38) | 34 |
Net cash, cash equivalents and restricted cash provided by (used in) financing activities | (353) | 1,433 | 171 | (206) |
Cash, cash equivalents and restricted cash, beginning of period | 2,357 | 491 | 213 | 249 |
Cash, cash equivalents and restricted cash, end of period | 614 | 614 | $ 491 | $ 213 |
Total Eliminations | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Net cash and restricted cash provided by (used in) operating activities | 0 | |||
Net cash and restricted cash used in investing activities | (123) | |||
Net cash, cash equivalents and restricted cash provided by (used in) financing activities | 123 | |||
Cash, cash equivalents and restricted cash, end of period | 0 | 0 | ||
MVW | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Net cash and restricted cash provided by (used in) operating activities | 120 | |||
Net cash and restricted cash used in investing activities | (1) | |||
Net cash, cash equivalents and restricted cash provided by (used in) financing activities | (119) | |||
Cash, cash equivalents and restricted cash, beginning of period | 0 | |||
Cash, cash equivalents and restricted cash, end of period | 0 | 0 | ||
ILG | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Net cash and restricted cash provided by (used in) operating activities | 0 | |||
Net cash and restricted cash used in investing activities | 2 | |||
Net cash, cash equivalents and restricted cash provided by (used in) financing activities | 0 | |||
Cash, cash equivalents and restricted cash, beginning of period | 0 | |||
Cash, cash equivalents and restricted cash, end of period | 2 | 2 | ||
Interval Acquisition Corp. | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Net cash and restricted cash provided by (used in) operating activities | (2) | |||
Net cash and restricted cash used in investing activities | 125 | |||
Net cash, cash equivalents and restricted cash provided by (used in) financing activities | (113) | |||
Cash, cash equivalents and restricted cash, beginning of period | 0 | |||
Cash, cash equivalents and restricted cash, end of period | 10 | 10 | ||
Guarantor Subsidiaries | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Net cash and restricted cash provided by (used in) operating activities | 17 | |||
Net cash and restricted cash used in investing activities | 115 | |||
Net cash, cash equivalents and restricted cash provided by (used in) financing activities | (23) | |||
Cash, cash equivalents and restricted cash, beginning of period | 0 | |||
Cash, cash equivalents and restricted cash, end of period | 109 | 109 | ||
Non-Guarantor Subsidiaries | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Net cash and restricted cash provided by (used in) operating activities | (57) | |||
Net cash and restricted cash used in investing activities | (1,586) | |||
Net cash, cash equivalents and restricted cash provided by (used in) financing activities | (221) | |||
Cash, cash equivalents and restricted cash, beginning of period | 2,357 | |||
Cash, cash equivalents and restricted cash, end of period | $ 493 | $ 493 |