Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2015 | Aug. 04, 2015 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | Diamond Resorts International, Inc. | |
Entity Central Index Key | 1,566,897 | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2015 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q2 | |
Current Fiscal Year End Date | --12-31 | |
Entity Well-known Seasoned Issuer | Yes | |
Entity Voluntary Filers | No | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 73,107,102 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Assets [Abstract] | ||
Cash and cash equivalents | $ 231,246 | $ 242,486 |
Cash in escrow and restricted cash | 90,413 | 80,914 |
Mortgages and contracts receivable, net of allowance of $145,830 and $130,639, respectively | 535,345 | 498,662 |
Due from related parties, net | 38,452 | 51,651 |
Other receivables, net | 28,194 | 59,821 |
Income tax receivable | 772 | 467 |
Deferred Tax Assets, Net, Noncurrent | 336 | 423 |
Prepaid expenses and other assets, net | 150,529 | 86,439 |
Unsold Vacation Interests, net | 318,003 | 262,172 |
Property and equipment, net | 73,474 | 70,871 |
Assets Held-for-sale, Not Part of Disposal Group | 1,386 | 14,452 |
Goodwill | 30,642 | 30,632 |
Intangible assets, net | 178,301 | 178,786 |
Total assets | 1,677,093 | 1,577,776 |
LIABILITIES AND STOCKHOLDER'S EQUITY | ||
Accounts payable | 23,951 | 14,084 |
Due to related parties, net | 95,937 | 34,768 |
Accrued liabilities | 154,601 | 134,680 |
Income taxes payable | 22 | 108 |
Deferred income taxes | 70,590 | 47,250 |
Deferred revenues | 93,733 | 124,997 |
Senior Credit Facility, net of unamortized original issue discount of $1,908 and $2,055, respectively | 422,758 | 440,720 |
Securitization notes and Funding Facilities, net of unamortized original issue discount of $127 and $156, respectively | 536,450 | 509,208 |
Derivative Liability, Fair Value, Gross Liability | 81 | 0 |
Notes payable | 6,255 | 4,612 |
Total liabilities | 1,404,378 | 1,310,427 |
Stockholders' equity: | ||
Common stock $0.01 par value per share; authorized - 250,000,000 shares, issued - 73,501,912 shares and 75,732,088 shares, respectively | 735 | 757 |
Preferred Stock $0.01 par value per share; authorized 5,000,000 shares | 0 | 0 |
Additional paid-in capital | 423,271 | 482,732 |
Accumulated deficit | (117,657) | (180,502) |
Accumulated other comprehensive loss | (20,649) | (19,561) |
Stockholders' Equity before Treasury Stock | 285,700 | 283,426 |
Treasury Stock at cost; 399,810 and 642,900 shares | (12,985) | (16,077) |
Total stockholders' equity | 272,715 | 267,349 |
Total liabilities and stockholders' equity | $ 1,677,093 | $ 1,577,776 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
ASSETS | ||
Time Sharing Transactions, Allowance for Uncollectible Accounts on Receivables Sold with Recourse | $ (145,830) | $ (130,639) |
LIABILITIES AND STOCKHOLDER'S EQUITY | ||
Debt Instrument, Unamortized Discount | $ (1,908) | $ (2,055) |
Stockholders' equity: | ||
Common Stock, Shares Authorized | 250,000,000 | 250,000,000 |
Common Stock, Shares, Issued | 73,501,912 | 75,732,088 |
Common Stock, Par or Stated Value Per Share | $ 0.01 | $ 0.01 |
Preferred Stock, Shares Authorized | 5,000,000 | 5,000,000 |
Preferred Stock, Par or Stated Value Per Share | $ 0.01 | $ 0.01 |
Treasury Stock, Shares | 399,810 | 642,900 |
Securitization notes and funding facilities [Member] | ||
LIABILITIES AND STOCKHOLDER'S EQUITY | ||
Debt Instrument, Unamortized Discount | $ (127) | $ (156) |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Revenues: | ||||
Management and member services | $ 42,039 | $ 39,219 | $ 82,678 | $ 77,443 |
Consolidated resort operations | 4,125 | 9,621 | 7,334 | 18,344 |
Vacation Interests sales, net of provision of $20,811, $12,843, $34,907 and $24,276, respectively | 150,281 | 130,005 | 272,847 | 235,902 |
Interest | 18,799 | 16,206 | 37,601 | 31,880 |
Other | 16,258 | 13,963 | 28,562 | 26,670 |
Total revenues | 231,502 | 209,014 | 429,022 | 390,239 |
Costs and Expenses: | ||||
Management and member services | 8,316 | 5,881 | 16,397 | 14,828 |
Consolidated resort operations | 4,048 | 8,675 | 7,749 | 16,446 |
Vacation Interest cost of sales | 7,451 | 15,462 | 8,589 | 28,364 |
Advertising, sales and marketing | 84,878 | 71,107 | 153,391 | 131,882 |
Vacation Interests carrying cost, net | 9,373 | 6,729 | 19,741 | 14,604 |
Loan portfolio | 2,181 | 2,359 | 4,918 | 4,849 |
Other operating | 7,338 | 5,266 | 12,349 | 10,803 |
General and administrative | 23,531 | 23,264 | 55,787 | 47,456 |
Depreciation and amortization | 8,457 | 8,269 | 17,097 | 16,330 |
Interest expense | 11,521 | 17,383 | 23,125 | 33,998 |
Loss on extinguishment of debt | 0 | 46,807 | 0 | 46,807 |
Impairments and other write-offs | 7 | 35 | 12 | 42 |
Loss (gain) on disposal of assets | 72 | (149) | 38 | (153) |
Total costs and expenses | 167,173 | 211,088 | 319,193 | 366,256 |
Income (loss) before provision for income taxes | 64,329 | (2,074) | 109,829 | 23,983 |
Provision for income taxes | 27,459 | 657 | 46,984 | 12,704 |
Net income (loss) | 36,870 | (2,731) | 62,845 | 11,279 |
Other comprehensive income (loss): | ||||
Currency translation adjustments, net of tax of $0 | (1,994) | (1,126) | 1,168 | (1,511) |
Post-retirement benefit plan | 43 | 42 | 86 | 85 |
Other | 12 | 9 | (6) | (5) |
Total other comprehensive income (loss), net of tax | 2,049 | 1,177 | (1,088) | 1,591 |
Comprehensive income (loss) | $ 38,919 | $ (1,554) | $ 61,757 | $ 12,870 |
Net income (loss) per share: | ||||
Earnings Per Share, Basic | $ 0.50 | $ (0.04) | $ 0.85 | $ 0.15 |
Earnings Per Share, Diluted | $ 0.49 | $ (0.04) | $ 0.82 | $ 0.15 |
Weighted average common shares outstanding: | ||||
Weighted Average Number of Shares Outstanding, Basic | 73,052 | 75,456 | 73,769 | 75,443 |
Weighted Average Number of Shares Outstanding, Diluted | 75,759 | 75,456 | 76,430 | 76,068 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Operations and Comprehensive Loss (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Other Comprehensive Income (Loss), Foreign Currency Translation Adjustment, Tax, Portion Attributable to Parent | $ 0 | $ 0 | ||
Provision for uncollectible Vacation Interests sales | (34,907) | (24,276) | ||
Other Comprehensive Income (Loss), Foreign Currency Translation Adjustment, Tax | $ 0 | $ 0 | ||
Vacation Interest Sales and Financing [Member] | ||||
Provision for uncollectible Vacation Interests sales | $ (20,811) | $ (12,843) | $ (34,907) | $ (24,276) |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Stockholders' Equity (Deficit) - 6 months ended Jun. 30, 2015 - USD ($) $ in Thousands | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Permanent Capital Accumulated Deficit | Permanent Capital Accumulated Other Comprehensive Income (Loss) | Treasury Stock [Member] | Stockholders' Equity, Total [Member] |
Beginning balance, shares at Dec. 31, 2014 | 75,089,188 | ||||||
Beginning balance at Dec. 31, 2014 | $ 757 | $ 482,732 | $ (180,502) | $ (19,561) | $ (16,077) | $ 267,349 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Exercise of stock options, shares | 137,750 | ||||||
Exercise of stock options | $ 1 | 2,204 | 0 | 0 | 0 | 2,205 | |
Stock-based compensation, shares | 157,356 | ||||||
Stock-based compensation | $ 15,155 | $ 2 | 15,153 | 0 | 0 | 0 | |
Excess tax benefits from stock-based compensation | 375 | 375 | |||||
Common stock repurchased under the Stock Repurchase Program, shares | (2,282,192) | ||||||
Common stock repurchased under the Stock Repurchase Program | (74,126) | (74,126) | |||||
Stock Repurchased and Retired During Period, Value | $ (25) | $ (77,193) | 77,218 | ||||
Net income for the six months ended June 30, 2015 | 62,845 | 0 | 62,845 | 0 | |||
Currency translation adjustments, net of tax of $0 | 1,168 | 0 | $ 0 | 0 | 1,168 | ||
Change in post-retirement benefit plan, net of tax of $0 | 86 | 0 | 0 | 0 | 86 | ||
Other | $ (6) | 0 | 0 | 0 | (6) | ||
Ending balance at Jun. 30, 2015 | $ 735 | $ 423,271 | $ (117,657) | $ (20,649) | $ (12,985) | $ 272,715 | |
Ending balance, shares at Jun. 30, 2015 | 73,102,102 |
Condensed Consolidated Stateme7
Condensed Consolidated Statements of Stockholders' Equity (Deficit) (Parenthetical) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Currency translation adjustment net of tax of | $ 0 | $ 0 |
Accumulated Other Comprehensive Income (Loss) [Member] | ||
Change in post-retirement benefit plan, net of tax of | $ 0 | $ 0 |
Condensed Consolidated Stateme8
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Operating Activities: | ||
Net income (loss) | $ 62,845 | $ 11,279 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Provision for uncollectible Vacation Interests sales | 34,907 | 24,276 |
Amortization of capitalized financing costs and original issue discounts | 2,801 | 2,954 |
Amortization of capitalized loan origination costs and portfolio discounts | 6,161 | 4,118 |
Depreciation and amortization | 17,097 | 16,330 |
Stock-based compensation | 7,717 | 8,862 |
Loss on extinguishment of debt | 0 | 46,807 |
Impairments and other write-offs | 12 | 42 |
Loss (gain) on disposal of assets | 38 | (153) |
Deferred income taxes | 23,266 | 10,782 |
Loss on foreign currency exchange | 198 | 84 |
Gain on mortgage repurchase | (279) | (383) |
Unrealized loss on derivative instruments | 105 | 196 |
Unrealized loss on post-retirement benefit plan | 86 | 85 |
Changes in operating assets and liabilities excluding acquisitions: | ||
Mortgages and contracts receivable | (77,427) | (51,361) |
Due from related parties, net | 19,561 | 11,107 |
Other receivables, net | 31,731 | 18,233 |
Prepaid expenses and other assets, net | (53,603) | (69,375) |
Unsold Vacation Interests, net | (42,529) | 1,828 |
Accounts payable | (9,724) | (448) |
Due to related parties, net | 61,701 | 42,429 |
Accrued liabilities | (19,130) | 23,710 |
Income taxes receivable/payable | (391) | 477 |
Deferred revenues | 31,456 | 2,481 |
Net cash provided by operating activities | 91,395 | 52,874 |
Investing activities: | ||
Property and equipment capital expenditures | (10,917) | (9,862) |
Payments to Acquire Intangible Assets | (8,993) | 0 |
Payments to Acquire Interest in Joint Venture | (1,500) | 0 |
Proceeds from sale of assets | 238 | 264 |
Net cash used in investing activities | (21,172) | (9,598) |
Financing activities: | ||
Changes in cash in escrow and restricted cash | (9,505) | 14,617 |
Proceeds from Issuance of Senior Long-term Debt | 0 | 442,775 |
Proceeds from issuance of securitization notes and Funding Facilities | 153,490 | 115,098 |
Proceeds from issuance of notes payable | 0 | 1,113 |
Payments on Senior Credit Facility | (18,109) | 0 |
Payments on securitization notes and Funding Facilities | (126,276) | (94,473) |
Repayments of Long-term Lines of Credit | 0 | (404,683) |
Payments on notes payable | (6,849) | (25,833) |
Payments of debt issuance costs | (2,350) | (10,669) |
Excess Tax Benefit from Share-based Compensation, Financing Activities | 375 | 0 |
Payments for Repurchase of Common Stock | (74,126) | 0 |
Proceeds from exercise of stock options | 2,205 | 299 |
Payments for Derivative Instrument, Financing Activities | (316) | 0 |
Net cash provided by financing activities | (81,461) | 38,244 |
Net (decrease) increase in cash and cash equivalents | (11,238) | 81,520 |
Effect of changes in exchange rates on cash and cash equivalents | (2) | 417 |
Cash and cash equivalents, beginning of period | 242,486 | 35,945 |
Cash and cash equivalents, end of period | 231,246 | 117,882 |
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: | ||
Cash paid for taxes, net of tax refunds | 486 | 1,240 |
SUPPLEMENTAL SCHEDULE OF NON-CASH INVESTING AND FINANCING ACTIVITIES: | ||
Insurance premiums financed through issuance of notes payable | 8,492 | 6,173 |
Unsold vacation interests reclassified to property plant and equipment | 0 | 5,616 |
Assets held for sale reclassified to unsold vacation interests | 12,982 | 0 |
Information Technology and Data Processing | 0 | 472 |
Corporate Debt Securities [Member] | ||
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: | ||
Cash interest paid on corporate indebtedness | 12,163 | 42,559 |
Securitization notes and funding facilities [Member] | ||
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: | ||
Cash interest paid on corporate indebtedness | $ 8,092 | $ 6,999 |
Background, Business and Basis
Background, Business and Basis of Presentation | 6 Months Ended |
Jun. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Background, Business and Basis of Presentation | Note 1 — Background, Business and Basis of Presentation Business and Background Diamond Resorts International, Inc. ("DRII") is a holding company, and its principal asset is the direct and indirect ownership of equity interests in its subsidiaries, including Diamond Resorts Corporation ("DRC"), which is the operating subsidiary that has historically conducted the business described below. Except where the context otherwise requires or where otherwise indicated, references in the condensed consolidated financial statements to "the Company" refer to DRII and its subsidiaries, including DRC. The Company operates in the hospitality and vacation ownership industry, with a worldwide network of 342 vacation destinations located in 34 countries throughout the world, including the continental United States ("U.S."), Hawaii, Canada, Mexico, the Caribbean, Central America, South America, Europe, Asia, Australia, New Zealand and Africa. The Company’s resort network includes 93 resort properties with approximately 11,000 units that are managed by the Company and 245 affiliated resorts and hotels and four cruise itineraries, which the Company does not manage and do not carry the Company's brand, but are a part of the Company's network and, through THE Club and other Club offerings (the "Clubs"), are available for its members to use as vacation destinations. The Company’s operations consist of two interrelated businesses: (i) hospitality and management services, which includes operations related to the management of the homeowners associations (the "HOAs") for resort properties and seven multi-resort trusts and one single-resort trust (collectively, the "Diamond Collections"), operations of the Clubs, food and beverage venues owned and managed by the Company and the provision of other hospitality and management services and (ii) Vacation Interests ("VOIs" or "Vacation Interests") sales and financing, which includes marketing and sales of VOIs and consumer financing for purchasers of the Company’s VOIs. Through December 31, 2014, hospitality and management services also included operations of two properties located in St. Maarten for which a wholly-owned subsidiary of the Company functioned as the HOA. Effective January 1, 2015, the Company assigned the rights and related obligations associated with assets it previously owned as the HOA for these properties to newly created HOAs. The Company has no beneficial interest in these HOAs, except through its ownership of VOIs, but continues to serve as the manager of these HOAs pursuant to customary management services agreements. As a result of these transactions, the operating results and the assets and liabilities of the St. Maarten properties were deconsolidated from the Company's condensed consolidated financial statements effective January 1, 2015 (with the exception of cash and all employee-related liabilities including the post-retirement benefit plan, which are expected to be deconsolidated during the quarter ending September 30, 2015) (the "St. Maarten Deconsolidation"). Basis of Presentation The accompanying condensed consolidated financial statements of Diamond Resorts International, Inc. and its subsidiaries have been prepared in accordance with accounting policies described in the Company's Annual Report on Form 10-K for the year ended December 31, 2014 (the " 2014 Form 10-K"). Certain information and footnote disclosures normally included in annual consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") have been condensed or omitted. In the opinion of management, all adjustments considered necessary for a fair presentation have been included and are of a normal and recurring nature. The accompanying condensed consolidated financial statements should be reviewed in conjunction with the Company's annual consolidated financial statements included in the 2014 Form 10-K. Operating results for the three and six months ended June 30, 2015 are not necessarily indicative of the results for the full year ending December 31, 2015 or any future period. Certain balances in the Company's condensed consolidated statement of cash flows for the six months ended June 30, 2014 have been reclassified for immaterial foreign currency translation adjustments to conform to current year presentation. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2015 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Note 2 — Summary of Significant Accounting Policies Significant accounting policies are those policies that, in management's view, are most important in the portrayal of the Company's financial condition and results of operations. The methods, estimates and judgments that the Company uses in applying its accounting policies have a significant impact on the results that it reports in the financial statements. Some of these significant accounting policies require the Company to make subjective and complex judgments regarding matters that are inherently uncertain. See "Note 2—Summary of Significant Accounting Policies" to the audited consolidated financial statements included in the 2014 Form 10-K for a discussion of the Company's significant accounting policies that require significant judgment. Principles of Consolidation —The accompanying condensed consolidated financial statements include all subsidiaries of the Company. All significant intercompany transactions and balances have been eliminated from the accompanying condensed consolidated financial statements. Use of Estimates —The preparation of financial statements in conformity with U.S. GAAP requires the Company to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses. On an ongoing basis, the Company evaluates its estimates and assumptions, including those related to revenue, bad debts, unsold Vacation Interests, net, Vacation Interests cost of sales, stock-based compensation expense and income taxes. These estimates are based on historical experience and various other assumptions that management believes are reasonable under the circumstances. The results of the Company's analyses form the basis for making assumptions about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions, and the impact of such differences may be material to the Company's condensed consolidated financial statements. Vacation Interests Sales, Net —Vacation Interests sales, net is comprised of Vacation Interests sales, net of a provision for uncollectible Vacation Interests sales, both of which are accounted for in accordance with Accounting Standards Codification (“ASC”) 978, “Real Estate-Time-Sharing Activities” ("ASC 978"). Vacation Interests sales consist of revenue from the sale of points, which can be utilized for vacations at any of the resorts in the Company's network for varying lengths of stay, net of an amount equal to the expense associated with certain sales incentives. A variety of sales incentives are routinely provided as sales tools. Sales centers have predetermined budgets for sales incentives and manage the use of incentives accordingly. A provision for uncollectible Vacation Interests sales is recorded upon completion of each financed sale. The provision is calculated based on historical default experience associated with the customer's Fair Isaac Corporation ("FICO") credit score. Additionally, the Company analyzes its allowance for loan and contract losses quarterly and makes adjustments based on current trends in consumer loan delinquencies and defaults and other criteria, if necessary. All of the Company's Vacation Interests sales, net is allocated to the Vacation Interests sales and financing business segment. Vacation Interests sales, net consisted of the following for the three and six months ended June 30, 2015 and 2014 (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Vacation Interests sales $ 171,092 $ 142,848 $ 307,754 $ 260,178 Provision for uncollectible Vacation Interests sales (20,811 ) (12,843 ) (34,907 ) (24,276 ) Vacation Interests sales, net $ 150,281 $ 130,005 $ 272,847 $ 235,902 Recently Issued Accounting Pronouncements In May 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2014-09, Revenue from Contracts with Customers, which supersedes most of the current revenue recognition requirements. The core principle of this guidance is that an entity is required to 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. New disclosures about the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers are also required. Entities must adopt the new guidance using one of two retrospective application methods. This guidance was to be effective for the Company for its quarter ending March 31, 2017; however, the FASB recently approved a one-year deferral of the effective date of this guidance, which is now the quarter ending March 31, 2018 for the Company. Early adoption is permitted as of the original effective date. The Company is currently evaluating the standard to determine the impact of the adoption of this guidance on its financial statements. In January 2015, the FASB issued ASU No. 2015-01, Income Statement-Extraordinary and Unusual Items ("ASU No. 2015-01"), which eliminates from U.S. GAAP the concept of extraordinary items. Extraordinary items are events and transactions that are distinguished by their unusual nature and by the infrequency of their occurrence. ASU No. 2015-01 simplifies income statement presentation by altogether removing the concept of extraordinary items from consideration. ASU No. 2015-01 is effective for annual periods, and interim periods within those annual periods, beginning after December 15, 2015. The Company will adopt ASU No. 2015-01 as of its quarter ending March 31, 2016. The Company believes that the adoption of this update will not have a material impact on its financial statements. In February 2015, the FASB issued ASU No. 2015-02, Consolidation (“ASU No. 2015-02”), which is intended to respond to stakeholders’ concerns about the current accounting guidance for certain legal entities. The amendments update the analysis of consolidation for limited partnerships, contractual fee arrangements and investment funds, as well as include additional guidance on the effect of related parties. The amendments in ASU No. 2015-02 are effective for public business entities for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2015. Early adoption is permitted, including adoption in an interim period. The amendments in ASU No. 2015-02 may be applied retrospectively or using a modified retrospective approach by recording a cumulative-effect adjustment to equity as of the beginning of the fiscal year of adoption. The Company is currently evaluating the standard to determine the impact of its adoption on its financial statements. In April 2015, the FASB issued ASU No. 2015-03, Interest - Imputation of Interest ("ASU No. 2015-03"), which is intended to simplify the presentation of debt issuance costs. The amendments in ASU No. 2015-03 require that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The recognition and measurement guidance for debt issuance costs are not affected by the amendments in ASU No. 2015-03. ASU No. 2015-03 is effective for annual periods, and interim periods within those annual periods, beginning after December 15, 2015. The Company will adopt ASU No. 2015-03 as of its quarter ending March 31, 2016. The Company believes that the adoption of this update will result in a reclassification between assets and liabilities but will have no other impact on its financial statements. In April 2015, the FASB issued ASU No. 2015-05, Intangibles - Goodwill and Other - Internal-use Software ("ASU No. 2015-05"), which provides guidance to customers about whether a cloud computing arrangement includes a software license and, if so, how the software license element of the arrangement should be accounted for by the customer. ASU No. 2015-05 is effective for annual periods, and interim periods within those annual periods, beginning after December 15, 2015. The Company will adopt ASU No. 2015-05 as of its quarter ending March 31, 2016. The Company believes that the adoption of this update will not have a material impact on its financial statements. |
Concentrations of Risk
Concentrations of Risk | 6 Months Ended |
Jun. 30, 2015 | |
Concentrations of Risk [Abstract] | |
Concentrations of Risk | Note 3 — Concentrations of Risk Credit Risk —The Company is exposed to on-balance sheet credit risk related to its mortgages and contracts receivable. The Company offers financing to the buyers of VOIs and bears the risk of defaults on promissory notes delivered to it by buyers of VOIs. If a buyer of VOIs defaults, the Company generally attempts to resell such VOIs by exercise of a power of sale. The associated marketing, selling, and administrative costs from the original sale are not recovered and such costs must be incurred again to resell the VOIs. Although in many cases the Company may have recourse against a buyer of VOIs for the unpaid price, certain states have laws that limit the Company’s ability to recover personal judgments against customers who have defaulted on their loans, and the Company has generally not pursued this remedy. The Company maintains cash, cash equivalents, cash in escrow, and restricted cash with various financial institutions. These financial institutions are located throughout North America, Europe and the Caribbean. A significant portion of the Company's cash is maintained with a select few banks and is, accordingly, subject to credit risk. Periodic evaluations of the relative credit standing of financial institutions maintaining the deposits are performed to evaluate and mitigate, if necessary, any credit risk. Availability of Funding Sources —The Company has historically funded mortgages and contracts receivable and unsold Vacation Interests with borrowings through its financing facilities and internally generated funds. Borrowings are in turn repaid with the proceeds received by the Company from repayments of such mortgages and contracts receivable. To the extent that the Company is not successful in maintaining or replacing existing financings, it may have to curtail its sales and marketing operations or sell assets, thereby resulting in a material adverse effect on the Company’s results of operations, cash flows and financial condition. Geographic Concentration —Portions of the Company's consumer loan portfolio are concentrated in certain geographic regions within the U.S. As of June 30, 2015 , the Company's loans to California, Arizona and Florida residents constituted 33.1% , 8.7% and 5.7% , respectively, of the consumer loan portfolio. The deterioration of the economic condition and financial well-being of the regions in which the Company has significant loan concentrations, such as California, Arizona or Florida, could adversely affect the results of operations for its consumer loan portfolio business. No other state or foreign country concentration accounted for in excess of 5.0% of the portfolio. The credit risk inherent in such concentrations is dependent upon regional and general economic stability, which affects property values and the financial well-being of the borrowers. Interest Rate Risk —Since a significant portion of the Company's indebtedness bears interest at variable rates, any increase in interest rates beyond amounts covered under the Company’s interest rate cap agreements or swap agreements, particularly if sustained, could have a material adverse effect on the Company’s results of operations, cash flows and financial position. The Company derives net interest income from its financing activities because the interest rates it charges its customers who finance the purchase of their VOIs exceed the interest rates the Company pays to its lenders. Since the Company’s customer receivables generally bear interest at fixed rates, increases in interest rates will erode the spread in interest rates that the Company has historically obtained. On March 20, 2015 , as required by the Company's $200.0 million conduit facility (the "Conduit Facility") that was most recently amended and restated on February 5, 2015 and further amended on June 26, 2015 (the "June 2015 Amendment"), the Company entered into an interest rate swap agreement with a notional amount of $56.9 million (the "March 2015 Swap") that was scheduled to mature on March 20, 2025 , to manage its exposure to fluctuations in interest rates. The Company paid interest at a fixed rate of 2.46% based on a floating notional amount according to a pre-determined amortization schedule and received interest based on one-month floating LIBOR. The March 2015 Swap did not qualify for hedge accounting. On July 29, 2015, the March 2015 Swap was terminated upon the payoff of the then-outstanding balance under the Conduit Facility using the proceeds from the issuance of $170.0 million of investment-grade securities, consisting of two tranches of vacation ownership loan-backed notes (collectively, the "DROT 2015-1 Notes"). As of June 30, 2015 , the fair value of the March 2015 Swap was calculated to be $0.1 million based on a valuation report provided by a counterparty. This fair value was recorded as a derivative liability with an offsetting charge to interest expense. On June 26, 2015 , the Company entered into an interest rate cap (the "June 2015 Cap") to further limit its exposure to interest rate increases. The June 2015 Cap was scheduled to terminate on June 20, 2025 and bore an interest rate of 4.64% based on a notional amount of $72.0 million , subject to adjustment in accordance with the terms of the agreement governing the June 2015 Cap. The June 2015 Cap did not qualify for hedge accounting. The Company paid $0.3 million for the June 2015 Cap, which was recorded as a derivative asset. The June 2015 Cap was terminated on July 1, 2015 concurrent with the further amendment of the Conduit Facility on July 1, 2015 (the "July 2015 Amendment"). See " Note 16 — Borrowings" for further detail on the Conduit Facility. As of June 30, 2015, the fair value of the June 2015 Cap was calculated to be $0.3 million based on a valuation report provided by a counterparty. This fair value was included in prepaid expenses and other assets and the change between the initial amount paid for the June 2015 Cap and the fair value was recorded as interest expense during the quarter ended June 30, 2015. |
Cash in Escrow and Restricted C
Cash in Escrow and Restricted Cash | 6 Months Ended |
Jun. 30, 2015 | |
Cash in Escrow and Restricted Cash [Abstract] | |
Cash in Escrow and Restricted Cash | Note 4 — Cash in Escrow and Restricted Cash The nature of selected balances included in cash in escrow and restricted cash includes: Securitization and Funding Facilities collection and reserve cash — prefunding and reserve cash held for the benefit of secured note holders and cash collections on certain mortgages receivable that secure collateralized notes. The Conduit Facility and the $80.0 million loan sale facility with Quorum Federal Credit Union (the "Quorum Facility") are collectively referred to as the "Funding Facilities." See "Note 16 — Borrowings" below for further detail on the Conduit Facility and "Note 16 — Borrowings" to the audited consolidated financial statements included in the 2014 Form 10-K for further detail on the Quorum Facility. Collected on behalf of HOAs — restricted cash collected on behalf of the HOAs are considered pass-through balances and have no impact on the operations of the Company. Cash in escrow and restricted cash as of the dates presented below consisted of the following (in thousands): June 30, 2015 December 31, 2014 Securitization and Funding Facilities collection and reserve cash $ 31,260 $ 39,784 Collected on behalf of HOAs 23,592 15,970 Rental trust 17,530 12,556 Escrow 10,284 9,830 Bonds and deposits 876 882 Other 6,871 1,892 Total cash in escrow and restricted cash $ 90,413 $ 80,914 As of December 31, 2014 , Securitization and Funding Facilities collection and reserve cash included $4.4 million related to the future funding of contracts receivables associated with the $260.0 million securitization transaction completed on November 20, 2014 (the "DROT 2014-1 Notes") that was released to the Company's unrestricted cash account in January 2015. Securitization and Funding Facilities collection and reserve cash as of June 30, 2015 did not include such amount. See " Note 16—Borrowings " below and "Note 16—Borrowings" to the audited consolidated financial statements included in the 2014 Form 10-K for further detail on the DROT 2014-1 Notes. |
Mortgages and Contracts Receiva
Mortgages and Contracts Receivable and Allowance for Loan and Contract Losses | 6 Months Ended |
Jun. 30, 2015 | |
Financing Receivable, Net [Abstract] | |
Mortgages and Contracts Receivable and Allowance for Loan and Contract Losses | 799 $ 61,664 $ 410 $ 200 $ 453 $ 299 $ 275 $ 63,301 700-799 335,014 3,034 2,032 2,073 2,212 3,091 347,456 600-699 192,002 6,037 3,420 2,179 2,622 3,200 209,460 <600 19,889 1,556 784 391 381 418 23,419 No FICO Credit Scores 15,601 749 356 269 289 215 17,479 $ 624,170 $ 11,786 $ 6,792 $ 5,365 $ 5,803 $ 7,199 $ 661,115 As of December 31, 2014 FICO Credit Scores Current 31-60 61-90 91-120 121-150 151-180 Total >799 $ 56,005 $ 487 $ 215 $ 190 $ 143 $ 155 $ 57,195 700-799 305,636 4,276 1,338 1,396 1,335 1,050 315,031 600-699 178,550 6,313 2,687 2,034 1,891 1,674 193,149 <600 19,992 1,833 895 545 406 450 24,121 No FICO Credit Scores 17,262 817 449 361 230 162 19,281 $ 577,445 $ 13,726 $ 5,584 $ 4,526 $ 4,005 $ 3,491 $ 608,777 The Company captures FICO credit scores when each loan is underwritten. The "No FICO Credit Scores" category in the tables above is primarily comprised of customers who live outside of the U.S. Note 7 — Other Receivables, Net Other receivables, net as of the dates presented below consisted of the following (in thousands): June 30, 2015 December 31, 2014 Receivables related to sampler programs, net $ 11,457 $ 17,516 Mortgage and contracts interest receivable 6,518 6,382 Rental receivables and other resort management-related receivables, net 3,344 3,972 Club dues receivable, net 3,104 27,160 Tax refund receivable 1,945 2,070 Other receivables 1,826 2,721 Total other receivables, net of allowances of $11,031 and $10,052, respectively $ 28,194 $ 59,821" id="sjs-B4">Note 5 — Mortgages and Contracts Receivable and Allowance for Loan and Contract Losses The Company provides financing to purchasers of VOIs at its North American and St. Maarten sales centers that are collateralized by their VOIs. Eligibility for this financing is determined based on the customers’ FICO credit scores. As of June 30, 2015 , the mortgages and contracts receivable bore interest at fixed rates between 6.0% and 18.0% . The terms of the mortgages and contracts receivable range from two years to 15 years and may be prepaid at any time without penalty. The weighted average interest rate of outstanding mortgages and contracts receivable was 14.7% and 14.8% as of June 30, 2015 and December 31, 2014 , respectively. The Company charges off mortgages and contracts receivable upon the earliest of (i) the completion of cancellation or foreclosure proceedings or (ii) the customer's account becoming over 180 days delinquent. Once a delinquent customer has brought the account current following the event leading to the charge-off and makes six timely payments, the charge-off is reversed. A default in a customer's initial payment (after unsuccessful collection efforts) results in a rescission of the sale. All collection and foreclosure costs related to delinquent loans are expensed as incurred. Mortgages and contracts receivable from 91 to 180 days past due as of June 30, 2015 and December 31, 2014 were 2.8% and 2.0% , respectively, of gross mortgages and contracts receivable. The mortgages and contracts receivable, net balance includes deferred loan and contract origination costs related to mortgages originated by the Company, net of the related allowance for loan and contract losses. Loan and contract origination costs incurred in connection with providing financing for VOIs are capitalized and amortized over the estimated life of the mortgages or contracts receivable, based on historical prepayments, as a decrease to interest revenue using the effective interest method. Amortization of deferred loan and contract origination costs charged to interest revenue was $3.1 million and $2.1 million for the three months ended June 30, 2015 and 2014 , respectively, and $6.1 million and $4.2 million for the six months ended June 30, 2015 and 2014 , respectively. Mortgages and contracts receivable, net as of the dates presented below consisted of the following (in thousands): June 30, 2015 December 31, 2014 Mortgages and contracts receivable, originated $ 626,819 $ 567,564 Mortgages and contracts receivable, purchased 34,220 41,059 Mortgages and contracts receivable, contributed 76 154 Mortgages and contracts receivable, gross 661,115 608,777 Allowance for loan and contract losses (145,830 ) (130,639 ) Deferred profit on Vacation Interests transactions (1,492 ) (1,625 ) Deferred loan and contract origination costs, net of accumulated amortization 13,040 12,253 Inventory value of defaulted mortgages that were previously contributed or acquired 8,236 9,587 Premium on mortgages and contracts receivable, net of accumulated amortization 276 309 Mortgages and contracts receivable, net $ 535,345 $ 498,662 As of June 30, 2015 and December 31, 2014 , $591.9 million and $552.4 million , respectively, of the gross amount of mortgages and contracts receivable were collateralized against the Company’s various borrowings included in "Securitization notes and Funding Facilities" in the accompanying condensed consolidated balance sheets. See " Note 16—Borrowings " below and " Note 16—Borrowings " to the audited consolidated financial statements included in the 2014 Form 10-K for further detail on these borrowings. Deferred profit on Vacation Interests transactions represents revenues less related direct costs (sales commissions, sales incentives, cost of sales and allowance for loan losses) related to sales that do not qualify for revenue recognition under ASC 978. See " Note 2—Summary of Significant Accounting Policies " to the audited consolidated financial statements included in the 2014 Form 10-K for a description of revenue recognition criteria. Inventory value of defaulted mortgages that were previously contributed or acquired represents the inventory underlying mortgages that have defaulted. Upon recovery of the inventory, the value is transferred to unsold Vacation Interests, net. Activity in the allowance for loan and contract losses associated with mortgages and contracts receivable as of the dates presented below consisted of the following (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Balance, beginning of period $ 135,701 $ 108,762 $ 130,639 $ 105,590 Provision for uncollectible Vacation Interests sales (a) 20,874 13,120 34,836 24,292 Mortgages and contracts receivable charged off (11,134 ) (7,886 ) (20,503 ) (16,737 ) Recoveries 379 575 857 1,422 Effect of translation rate 10 6 1 10 Balance, end of period $ 145,830 $ 114,577 $ 145,830 $ 114,577 _____________ (a) The provision for uncollectible Vacation Interests sales in the table above shows activity in the allowance for loan and contract losses associated with mortgages and contracts receivable and is exclusive of ASC 978 adjustments related to deferred revenue. The ASC 978 adjustments decreased the provision for uncollectible Vacation Interests sales as presented in the accompanying condensed consolidated statement of operations and comprehensive income (loss) by $0.1 million for the three months ended June 30, 2015 and by $0.3 million for the three months ended June 30, 2014 , respectively. The ASC 978 adjustments increased the provision for uncollectible Vacation Interests sales by $0.1 million for the six months ended June 30, 2015 and decreased the provision by a de minimis amount for the six months ended June 30, 2014 . A summary of the credit quality and aging as of the dates presented below is as follows (in thousands): As of June 30, 2015 FICO Credit Scores Current 31-60 61-90 91-120 121-150 151-180 Total >799 $ 61,664 $ 410 $ 200 $ 453 $ 299 $ 275 $ 63,301 700-799 335,014 3,034 2,032 2,073 2,212 3,091 347,456 600-699 192,002 6,037 3,420 2,179 2,622 3,200 209,460 <600 19,889 1,556 784 391 381 418 23,419 No FICO Credit Scores 15,601 749 356 269 289 215 17,479 $ 624,170 $ 11,786 $ 6,792 $ 5,365 $ 5,803 $ 7,199 $ 661,115 As of December 31, 2014 FICO Credit Scores Current 31-60 61-90 91-120 121-150 151-180 Total >799 $ 56,005 $ 487 $ 215 $ 190 $ 143 $ 155 $ 57,195 700-799 305,636 4,276 1,338 1,396 1,335 1,050 315,031 600-699 178,550 6,313 2,687 2,034 1,891 1,674 193,149 <600 19,992 1,833 895 545 406 450 24,121 No FICO Credit Scores 17,262 817 449 361 230 162 19,281 $ 577,445 $ 13,726 $ 5,584 $ 4,526 $ 4,005 $ 3,491 $ 608,777 The Company captures FICO credit scores when each loan is underwritten. The "No FICO Credit Scores" category in the tables above is primarily comprised of customers who live outside of the U.S. Note 7 — Other Receivables, Net Other receivables, net as of the dates presented below consisted of the following (in thousands): June 30, 2015 December 31, 2014 Receivables related to sampler programs, net $ 11,457 $ 17,516 Mortgage and contracts interest receivable 6,518 6,382 Rental receivables and other resort management-related receivables, net 3,344 3,972 Club dues receivable, net 3,104 27,160 Tax refund receivable 1,945 2,070 Other receivables 1,826 2,721 Total other receivables, net of allowances of $11,031 and $10,052, respectively $ 28,194 $ 59,821 |
Transactions with Related Parti
Transactions with Related Parties | 6 Months Ended |
Jun. 30, 2015 | |
Related Party Transactions [Abstract] | |
Transactions with Related Parties | Note 6 — Transactions with Related Parties Due from Related Parties, Net and Due to Related Parties, Net Amounts due from related parties, net and due to related parties, net consist primarily of transactions with HOAs or Diamond Collections for which the Company acts as the management company. Due from related parties, net transactions include (i) management fees for the Company’s role as the management company; (ii) certain expenses reimbursed by HOAs and Diamond Collections; and (iii) the recovery of a portion of the Company’s Vacation Interests carrying costs, management and member services, consolidated resort operations, loan portfolio and general and administrative expenses that are incurred on behalf of the HOAs and the Diamond Collections according to a pre-determined schedule approved by the board of directors at each HOA and Diamond Collection. Due to related parties, net transactions include (i) the amounts due to HOAs under inventory recovery agreements that the Company enters into regularly with certain HOAs and similar agreements with the Diamond Collections, pursuant to which the Company recaptures VOIs, either in the form of vacation points or vacation intervals, and brings them into the Company’s inventory for sale to customers; (ii) the maintenance fee and assessment fee liability owed to HOAs or Diamond Collections for VOIs owned by the Company (this liability is recorded on January 1 of each year for the entire amount of annual maintenance and assessment fees, and is relieved throughout the year by payments remitted to the HOAs and the Diamond Collections; these maintenance and assessment fees are also recorded as prepaid expenses and other assets in the accompanying condensed consolidated balance sheets and amortized ratably over the year); (iii) cleaning fees owed to the HOAs for room stays paid by the Company’s customers or by a Club on behalf of a member where the frequency of the cleans exceeds those covered by the respective maintenance fees; and (iv) miscellaneous transactions with other non-HOA related parties. Amounts due from related parties and due to related parties, some of which are due on demand, carry no interest. Due to the fact that the right of offset exists between the Company and the HOAs and the Diamond Collections, the Company evaluates amounts due to and from each HOA and Diamond Collection at each reporting period to reduce the receivables and the payables on each party's books of record. Any remaining balances are then reclassified as either a net due to or a net due from related parties for each HOA and Diamond Collection in accordance with the requirements of ASC 210, "Balance Sheet— Offsetting." Due from related parties, net as of the dates presented below consisted of the following (in thousands): June 30, 2015 December 31, 2014 Amounts due from HOAs $ 19,114 $ 29,924 Amounts due from Diamond Collections 19,100 21,283 Amounts due from other 238 444 Total due from related parties, net $ 38,452 $ 51,651 Due to related parties, net as of the dates presented below consisted of the following (in thousands): June 30, 2015 December 31, 2014 Amounts due to HOAs $ 44,861 $ 14,788 Amounts due to Diamond Collections 51,048 19,944 Amounts due to other 28 36 Total due to related parties, net $ 95,937 $ 34,768 Hospitality Management and Consulting Service, LLC ("HM&C") Management Services Agreement (the "HM&C Agreement") HM&C was beneficially owned and controlled by Stephen J. Cloobeck, the Company's Chairman of the Board, and David F. Palmer, the Company's President and Chief Executive Officer, until the consummation of the HM&C Acquisition (as defined and discussed below), effective as of January 1, 2015. Pursuant to the HM&C Agreement, HM&C has provided two categories of management services to the Company: (i) executive and strategic oversight of the services that the Company provides to HOAs and the Diamond Collections through the Company’s hospitality and management services operations, for the benefit of the Company, the HOAs and the Diamond Collections; and (ii) executive, corporate and strategic oversight of the Company’s operations and certain other administrative services. HM&C provides the Company with the services of four of the Company's executive officers and other employees, each of whom devotes his or her full business time and attention to the Company, and prior to 2015 also provided the Company with the services of Mr. Cloobeck. Prior to the HM&C Acquisition, pursuant to the HM&C Agreement, HM&C was entitled to receive (a) a lump sum annual management fee for providing HOA management services; (b) a lump sum annual management fee for providing corporate management services; (c) a lump sum annual incentive payment based on performance metrics determined by the Compensation Committee of the Company's board of directors, subject to certain minimum amounts set forth in the HM&C Agreement; and (d) reimbursement of HM&C's expenses incurred in connection with its activities under the HM&C Agreement. HM&C Acquisition On January 6, 2015, the Company entered into a Membership Interest Purchase Agreement (the "Purchase Agreement"), whereby it acquired from an entity controlled by Mr. Cloobeck and an entity controlled by Mr. Palmer (which entities owned 95% and 5% of the outstanding membership interests of HM&C, respectively) all of the outstanding membership interests in HM&C in exchange for an aggregate purchase price of $10,000 (the "HM&C Acquisition"). As a result of the HM&C Acquisition, effective January 1, 2015, transactions between the Company and HM&C were fully eliminated from the Company's consolidated balance sheet, as HM&C became a wholly-owned subsidiary of the Company. Master Agreement Concurrent with the Company's entry into the Purchase Agreement, on January 6, 2015, the Company entered into a Master Agreement (the "Master Agreement") with Mr. Cloobeck, HM&C, JHJM Nevada I, LLC ("JHJM") and other entities controlled by Mr. Cloobeck or his immediate family members. Pursuant to the Master Agreement, the parties made certain covenants to and agreements with the other parties, including: (i) the termination, effective as of January 1, 2015, of the services agreement between JHJM and HM&C (the "JHJM Agreement"); (ii) the conveyance to the Company of exclusive rights to market timeshare and vacation ownership properties from a prime location adjacent to Polo Towers on the “Las Vegas Strip,” pursuant to the terms of an Assignment and Assumption Agreement; (iii) Mr. Cloobeck’s agreement to various restrictive covenants, including non-competition, non-solicitation and non-interference covenants; and (iv) Mr. Cloobeck’s grant to the Company of a license to use Mr. Cloobeck’s persona, including his name, likeness and voice. In connection with the transactions contemplated by the Master Agreement, the Company paid Mr. Cloobeck or his designees $16.5 million and incurred $0.3 million in expenses related to this transaction. Of these amounts, $7.8 million was recorded as general and administrative expense in connection with the JHJM Agreement and $9.0 million was capitalized as marketing easement rights and other intangible assets. See "Note 12 — Other Intangible Assets, Net " for further detail on the intangible assets acquired. In addition, in light of the termination of the services agreement between JHJM and HM&C and the existence of a director designation agreement dated July 17, 2013, the Company agreed in the Master Agreement that, at least through December 31, 2017, so long as Mr. Cloobeck is serving as a member of the board of directors of the Company, he will continue to be the Chairman of the Board and, in such capacity, will receive annual compensation equal to two times the compensation generally paid to other non-employee directors, and he, his spouse and children will receive medical insurance coverage. Guggenheim Relationship Pursuant to an agreement with the Company, DRP Holdco, LLC (the "Guggenheim Investor"), a significant investor in the Company, had the right to nominate two members to the Company's board of directors, subject to certain security ownership thresholds. Zachary Warren, a principal of Guggenheim Partners, LLC ("Guggenheim"), an affiliate of the Guggenheim Investor, serves as a member of the Company's board directors as one of the two nominees of the Guggenheim Investor. The other nominee, B. Scott Minerd, also a principal of Guggenheim, served as a member of the Company's board of directors until his resignation effective July 28, 2015. Mr. Minerd's resignation did not involve a disagreement on any matter relating to the Company's operations, policies, or practices. Affiliates of Guggenheim are currently lenders under the Conduit Facility, the $470.0 million senior secured credit facility entered into on May 9, 2014 (the "Senior Credit Facility") and the $64.5 million securitization transaction completed on April 27, 2011 (the "DROT 2011 Notes"). In addition, an affiliate of Guggenheim was an investor in the Company's Senior Secured Notes that were redeemed on June 9, 2014. See " Note 16 — Borrowings" elsewhere in this quarterly report and " Note 16 — Borrowings" to the audited consolidated financial statements included in the 2014 Form 10-K for further detail on these borrowings. The March 2015 Secondary Offering On March 10, 2015, Cloobeck Diamond Parent, LLC (an entity beneficially owned and controlled by Mr. Cloobeck), the Guggenheim Investor and Best Amigos Partners, LLC (an entity beneficially owned and controlled by Lowell D. Kraff, the Vice Chairman of the board of directors of the Company) (collectively, the "Selling Stockholders") consummated the sale of an aggregate of 6,700,000 shares of common stock of the Company in an underwritten public offering. On March 20, 2015, the Selling Stockholders sold an additional aggregate of 802,316 shares of the Company's common stock to the underwriter pursuant to the underwriting agreement in connection with the underwriter's exercise of its over-allotment option. These transactions are collectively referred to as the "March 2015 Secondary Offering." The Company did not sell any stock in the March 2015 Secondary Offering and did not receive any proceeds from the offering. The Company purchased from the underwriter 1,515,582 shares sold by the Selling Stockholders in the March 2015 Secondary Offering at $32.99 per share (the same price per share at which the underwriter purchased shares from the Selling Stockholders) for a total purchase price of approximately $50.0 million . The Company incurred approximately $1.0 million in expenses related to the March 2015 Secondary Offering, including registration, filing and listing fees, printing fees and legal and accounting expenses, which are included in general and administrative expense in the condensed consolidated statements of operations. Aircraft Lease In January 2012, the Company entered into an aircraft lease agreement with N702DR, LLC, a limited liability company of which Mr. Cloobeck is a beneficial owner and a controlling party. Pursuant to this lease agreement, the Company leases an aircraft from N702DR, LLC and paid N702DR, LLC $0.6 million and $1.2 million for the three and six months ended June 30, 2015 , respectively, and $0.6 million and $1.2 million for the three and the six months ended June 30, 2014 , respectively. In addition, pursuant to the Master Agreement described above, the Company agreed not to terminate this aircraft lease agreement until at least December 31, 2017, subject to certain termination provisions in the aircraft lease agreement. Praesumo Agreement In June 2009, the Company entered into an engagement agreement for individual independent contractor with Praesumo Partners, LLC, a limited liability company of which Mr. Kraff is a beneficial owner and a controlling party. Pursuant to this engagement agreement, Praesumo provides Mr. Kraff as an independent contractor to the Company to provide, among other things, acquisition, development and finance consulting services. In July 2015, the Company entered into a fourth extension agreement that extends the agreement through August 31, 2016. In consideration of these services provided pursuant to this agreement, the Company paid to Praesumo Partners, LLC, in the aggregate, $0.5 million and $0.9 million in fees and expense reimbursements during the three and six months ended June 30, 2015 , respectively, and $0.4 million and $0.9 million for the three and six months ended June 30, 2014 , respectively. These amounts do not include certain travel-related costs paid directly by the Company. Mackinac Partners C. Alan Bentley, the Executive Vice President and Chief Financial Officer of the Company, was a partner of Mackinac Partners, LLC, a financial advisory firm that provides consulting services to the Company. Effective December 31, 2014, Mr. Bentley withdrew as a partner of Mackinac Partners, LLC, and no longer has any beneficial ownership of, or economic interest in, Mackinac Partners, LLC. The services provided by Mackinac Partners, LLC to the Company include advisory services relating to mergers and acquisitions, capital formation and corporate finance. In addition to these services, which Mackinac Partners, LLC provided at hourly rates, Mackinac Partners, LLC also provides to the Company strategic advisory services of one of its managing partners at a rate of $0.2 million for each three-month period during the term. For the three and six months ended June 30, 2014 , the Company paid fees and expense reimbursements to Mackinac Partners, LLC of $0.6 million and $1.4 million , respectively. Katten Muchin Rosenman LLP Each of Howard S. Lanznar, the Executive Vice President and Chief Administrative Officer of the Company, and Richard M. Daley, a member of the board of directors of the Company, is Of Counsel at Katten Muchin Rosenman LLP ("Katten"). Mr. Lanznar was a partner of that law firm until August 31, 2014. Katten rendered legal services to the Company during 2014 and continues to serve as the Company's counsel. During the three and six months ended June 30, 2014 , the Company paid to Katten fees of $1.1 million and $2.0 million , respectively. |
Other Receivables, Net
Other Receivables, Net | 6 Months Ended |
Jun. 30, 2015 | |
Receivables [Abstract] | |
Other Receivables, Net | 799 $ 61,664 $ 410 $ 200 $ 453 $ 299 $ 275 $ 63,301 700-799 335,014 3,034 2,032 2,073 2,212 3,091 347,456 600-699 192,002 6,037 3,420 2,179 2,622 3,200 209,460 <600 19,889 1,556 784 391 381 418 23,419 No FICO Credit Scores 15,601 749 356 269 289 215 17,479 $ 624,170 $ 11,786 $ 6,792 $ 5,365 $ 5,803 $ 7,199 $ 661,115 As of December 31, 2014 FICO Credit Scores Current 31-60 61-90 91-120 121-150 151-180 Total >799 $ 56,005 $ 487 $ 215 $ 190 $ 143 $ 155 $ 57,195 700-799 305,636 4,276 1,338 1,396 1,335 1,050 315,031 600-699 178,550 6,313 2,687 2,034 1,891 1,674 193,149 <600 19,992 1,833 895 545 406 450 24,121 No FICO Credit Scores 17,262 817 449 361 230 162 19,281 $ 577,445 $ 13,726 $ 5,584 $ 4,526 $ 4,005 $ 3,491 $ 608,777 The Company captures FICO credit scores when each loan is underwritten. The "No FICO Credit Scores" category in the tables above is primarily comprised of customers who live outside of the U.S. Note 7 — Other Receivables, Net Other receivables, net as of the dates presented below consisted of the following (in thousands): June 30, 2015 December 31, 2014 Receivables related to sampler programs, net $ 11,457 $ 17,516 Mortgage and contracts interest receivable 6,518 6,382 Rental receivables and other resort management-related receivables, net 3,344 3,972 Club dues receivable, net 3,104 27,160 Tax refund receivable 1,945 2,070 Other receivables 1,826 2,721 Total other receivables, net of allowances of $11,031 and $10,052, respectively $ 28,194 $ 59,821" id="sjs-B4">Note 5 — Mortgages and Contracts Receivable and Allowance for Loan and Contract Losses The Company provides financing to purchasers of VOIs at its North American and St. Maarten sales centers that are collateralized by their VOIs. Eligibility for this financing is determined based on the customers’ FICO credit scores. As of June 30, 2015 , the mortgages and contracts receivable bore interest at fixed rates between 6.0% and 18.0% . The terms of the mortgages and contracts receivable range from two years to 15 years and may be prepaid at any time without penalty. The weighted average interest rate of outstanding mortgages and contracts receivable was 14.7% and 14.8% as of June 30, 2015 and December 31, 2014 , respectively. The Company charges off mortgages and contracts receivable upon the earliest of (i) the completion of cancellation or foreclosure proceedings or (ii) the customer's account becoming over 180 days delinquent. Once a delinquent customer has brought the account current following the event leading to the charge-off and makes six timely payments, the charge-off is reversed. A default in a customer's initial payment (after unsuccessful collection efforts) results in a rescission of the sale. All collection and foreclosure costs related to delinquent loans are expensed as incurred. Mortgages and contracts receivable from 91 to 180 days past due as of June 30, 2015 and December 31, 2014 were 2.8% and 2.0% , respectively, of gross mortgages and contracts receivable. The mortgages and contracts receivable, net balance includes deferred loan and contract origination costs related to mortgages originated by the Company, net of the related allowance for loan and contract losses. Loan and contract origination costs incurred in connection with providing financing for VOIs are capitalized and amortized over the estimated life of the mortgages or contracts receivable, based on historical prepayments, as a decrease to interest revenue using the effective interest method. Amortization of deferred loan and contract origination costs charged to interest revenue was $3.1 million and $2.1 million for the three months ended June 30, 2015 and 2014 , respectively, and $6.1 million and $4.2 million for the six months ended June 30, 2015 and 2014 , respectively. Mortgages and contracts receivable, net as of the dates presented below consisted of the following (in thousands): June 30, 2015 December 31, 2014 Mortgages and contracts receivable, originated $ 626,819 $ 567,564 Mortgages and contracts receivable, purchased 34,220 41,059 Mortgages and contracts receivable, contributed 76 154 Mortgages and contracts receivable, gross 661,115 608,777 Allowance for loan and contract losses (145,830 ) (130,639 ) Deferred profit on Vacation Interests transactions (1,492 ) (1,625 ) Deferred loan and contract origination costs, net of accumulated amortization 13,040 12,253 Inventory value of defaulted mortgages that were previously contributed or acquired 8,236 9,587 Premium on mortgages and contracts receivable, net of accumulated amortization 276 309 Mortgages and contracts receivable, net $ 535,345 $ 498,662 As of June 30, 2015 and December 31, 2014 , $591.9 million and $552.4 million , respectively, of the gross amount of mortgages and contracts receivable were collateralized against the Company’s various borrowings included in "Securitization notes and Funding Facilities" in the accompanying condensed consolidated balance sheets. See " Note 16—Borrowings " below and " Note 16—Borrowings " to the audited consolidated financial statements included in the 2014 Form 10-K for further detail on these borrowings. Deferred profit on Vacation Interests transactions represents revenues less related direct costs (sales commissions, sales incentives, cost of sales and allowance for loan losses) related to sales that do not qualify for revenue recognition under ASC 978. See " Note 2—Summary of Significant Accounting Policies " to the audited consolidated financial statements included in the 2014 Form 10-K for a description of revenue recognition criteria. Inventory value of defaulted mortgages that were previously contributed or acquired represents the inventory underlying mortgages that have defaulted. Upon recovery of the inventory, the value is transferred to unsold Vacation Interests, net. Activity in the allowance for loan and contract losses associated with mortgages and contracts receivable as of the dates presented below consisted of the following (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Balance, beginning of period $ 135,701 $ 108,762 $ 130,639 $ 105,590 Provision for uncollectible Vacation Interests sales (a) 20,874 13,120 34,836 24,292 Mortgages and contracts receivable charged off (11,134 ) (7,886 ) (20,503 ) (16,737 ) Recoveries 379 575 857 1,422 Effect of translation rate 10 6 1 10 Balance, end of period $ 145,830 $ 114,577 $ 145,830 $ 114,577 _____________ (a) The provision for uncollectible Vacation Interests sales in the table above shows activity in the allowance for loan and contract losses associated with mortgages and contracts receivable and is exclusive of ASC 978 adjustments related to deferred revenue. The ASC 978 adjustments decreased the provision for uncollectible Vacation Interests sales as presented in the accompanying condensed consolidated statement of operations and comprehensive income (loss) by $0.1 million for the three months ended June 30, 2015 and by $0.3 million for the three months ended June 30, 2014 , respectively. The ASC 978 adjustments increased the provision for uncollectible Vacation Interests sales by $0.1 million for the six months ended June 30, 2015 and decreased the provision by a de minimis amount for the six months ended June 30, 2014 . A summary of the credit quality and aging as of the dates presented below is as follows (in thousands): As of June 30, 2015 FICO Credit Scores Current 31-60 61-90 91-120 121-150 151-180 Total >799 $ 61,664 $ 410 $ 200 $ 453 $ 299 $ 275 $ 63,301 700-799 335,014 3,034 2,032 2,073 2,212 3,091 347,456 600-699 192,002 6,037 3,420 2,179 2,622 3,200 209,460 <600 19,889 1,556 784 391 381 418 23,419 No FICO Credit Scores 15,601 749 356 269 289 215 17,479 $ 624,170 $ 11,786 $ 6,792 $ 5,365 $ 5,803 $ 7,199 $ 661,115 As of December 31, 2014 FICO Credit Scores Current 31-60 61-90 91-120 121-150 151-180 Total >799 $ 56,005 $ 487 $ 215 $ 190 $ 143 $ 155 $ 57,195 700-799 305,636 4,276 1,338 1,396 1,335 1,050 315,031 600-699 178,550 6,313 2,687 2,034 1,891 1,674 193,149 <600 19,992 1,833 895 545 406 450 24,121 No FICO Credit Scores 17,262 817 449 361 230 162 19,281 $ 577,445 $ 13,726 $ 5,584 $ 4,526 $ 4,005 $ 3,491 $ 608,777 The Company captures FICO credit scores when each loan is underwritten. The "No FICO Credit Scores" category in the tables above is primarily comprised of customers who live outside of the U.S. Note 7 — Other Receivables, Net Other receivables, net as of the dates presented below consisted of the following (in thousands): June 30, 2015 December 31, 2014 Receivables related to sampler programs, net $ 11,457 $ 17,516 Mortgage and contracts interest receivable 6,518 6,382 Rental receivables and other resort management-related receivables, net 3,344 3,972 Club dues receivable, net 3,104 27,160 Tax refund receivable 1,945 2,070 Other receivables 1,826 2,721 Total other receivables, net of allowances of $11,031 and $10,052, respectively $ 28,194 $ 59,821 |
Prepaid Expenses and Other Asse
Prepaid Expenses and Other Assets, Net | 6 Months Ended |
Jun. 30, 2015 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Prepaid Expenses and Other Assets, Net | Note 8 — Prepaid Expenses and Other Assets, Net The nature of selected balances included in prepaid expenses and other assets, net includes: Unamortized maintenance fees —prepaid annual maintenance fees on unsold Vacation Interests owned by the Company billed by the HOAs and the Diamond Collections for resorts included in the Company's resort network that are managed by the Company, which are charged to expense ratably over the year. Deferred commissions —commissions paid to sales agents related to deferred revenue from sales of sampler programs and mini-vacations ("Sampler Packages"), which allow purchasers to stay at a resort property on a trial basis. The amounts associated with the US sampler products are charged to Vacation Interests carrying cost, net as the associated revenue is recognized as rental revenue. The amounts associated with the European sampler product (which has a duration of three years and, as such, is treated as Vacation Interests sales) are charged to advertising, sales and marketing expense as the associated revenue is recognized. Vacation Interests purchases in transit —purchases of Vacation Interests from third parties for which the titles have not been officially transferred to the Company. These Vacation Interests purchases in transit are reclassified to unsold Vacation Interests, net upon successful transfer of title. Prepaid member benefits and affinity programs —usage rights of members of the Clubs can be exchanged for a variety of products and travel services, including airfare, cruises and excursions. Prepaid usage rights are amortized ratably over the year. Deferred stock-based compensation —On May 19, 2015, the Company issued restricted stock, restricted stock units ("RSUs") and deferred stock to certain key management personnel and non-employee members of the board of directors of the Company. The values of this stock-based compensation are charged to expense ratably over their respective amortization periods. See " Note 21—Stock-Based Compensation " for further detail on the stock-based compensation issued. Prepaid maintenance fees —prepaid annual maintenance fees billed by the HOAs at the resorts not managed by the Company on unsold Vacation Interests owned by the Company, which are charged to expense ratably over the year. Investment in Joint Venture in Asia —capital contributions made in connection with the equity-holders’ agreement entered into by the Company on February 9, 2015 with two unrelated parties to form an entity for the purpose of creating, marketing and selling VOIs in certain areas of Asia, Australia and New Zealand (“Asia JV Agreement”). Prepaid rent —portion of rent paid in advance and charged to expense in accordance with lease agreements. Unamortized exchange fees —unamortized portion of the amount paid to Interval International, Inc. ("Interval International"), which provides an external VOI exchange program, for memberships with Interval International. This balance is amortized ratably over the year. Prepaid expenses and other assets, net as of the dates presented below consisted of the following (in thousands): June 30, 2015 December 31, 2014 Unamortized maintenance fees $ 47,055 $ — Debt issuance costs, net 20,550 20,826 Deferred commissions 16,661 18,492 Vacation Interests purchases in transit 16,092 20,058 Prepaid member benefits and affinity programs 10,261 4,362 Deferred stock-based compensation 7,975 — Deferred inventory recovery agreements 5,292 — Prepaid insurance 4,014 2,764 Other inventory or consumables 3,936 4,067 Prepaid sales and marketing costs 3,236 2,393 Deposits and advances 2,589 3,186 Prepaid maintenance fees 2,444 3,317 Investment in joint venture in Asia 1,500 — Prepaid rent 872 995 Prepaid professional fees 604 1,048 Prepaid postage 596 168 Unamortized exchange fees 473 71 Assets to be disposed (not actively marketed) 256 253 Other 6,123 4,439 Total prepaid expenses and other assets, net $ 150,529 $ 86,439 With the exception of Vacation Interests purchases in transit, investment in joint venture in Asia and assets to be disposed (not actively marketed), prepaid expenses and other assets are expensed as the underlying assets are utilized or amortized. Debt issuance costs incurred in connection with obtaining funding for the Company have been capitalized and are being amortized over the lives of the related funding agreements as a component of interest expense using a method which approximates the effective interest method. Amortization of capitalized debt issuance costs included in interest expense was $1.3 million for each of the three months ended June 30, 2015 and 2014 , and $2.6 million and $2.4 million for the six months ended June 30, 2015 and 2014 , respectively. Debt issuance costs, net of amortization, as of June 30, 2015 were comprised of $9.9 million related to the Senior Credit Facility, $3.9 million related to the DROT 2014-1 Notes, $2.4 million related to the $225.0 million securitization transaction completed on November 20, 2013 (the "DROT 2013-2 Notes"), $2.0 million related to the Conduit Facility, $1.1 million related to the $93.6 million securitization transaction completed on January 23, 2013 (the "DROT 2013-1 Notes"), $0.7 million related to the $31.0 million Diamond Resorts Tempus Owner Trust 2013 Notes issued on September 20, 2013 (the "Tempus 2013 Notes") and $0.6 million related to the DROT 2011-1 Notes. Debt issuance costs, net of amortization, as of December 31, 2014 were comprised of $10.6 million related to the Senior Credit Facility, $4.3 million related to the DROT 2014-1 Notes, $2.8 million related to the DROT 2013-2 Notes, $1.3 million related to the DROT 2013-1 Notes, $0.8 million related to the Tempus 2013 Notes, $0.7 million related to the DROT 2011-1 Notes and $0.3 million related to the Conduit Facility. See "Note 16—Borrowings" elsewhere in this quarterly report and " Note 16—Borrowings" to the audited consolidated financial statements included in the 2014 Form 10-K for further detail on these borrowings. |
Unsold Vacation Interests, Net
Unsold Vacation Interests, Net Unsold Vacation Properties (Notes) | 6 Months Ended |
Jun. 30, 2015 | |
Unsold Vacation Interests, Net [Abstract] | |
Unsold Vacation Interests, Net | Note 9 — Unsold Vacation Interests, Net Unsold Vacation Interests, net as of the dates presented below consisted of the following (in thousands): June 30, 2015 December 31, 2014 Completed unsold Vacation Interests, net $ 272,890 $ 230,137 Undeveloped land 31,956 24,326 Vacation Interests construction in progress 13,157 7,709 Unsold Vacation Interests, net $ 318,003 $ 262,172 Included in completed unsold Vacation Interests, net above is certain property in Cabo, Mexico with a cost basis of $5.7 million , which is subject to an agreement that grants a third-party an option to purchase the property. This property no longer qualified as assets held for sale as of June 30, 2015. Activity related to unsold Vacation Interests, net for the periods presented below consisted of the following (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Balance, beginning of period $ 283,926 $ 293,653 $ 262,172 $ 298,110 Transfers (to) from assets held for sale (177 ) — 12,982 — Vacation Interests cost of sales (7,451 ) (15,462 ) (8,589 ) (28,364 ) Inventory recovery — North America 16,454 14,241 15,697 18,579 Inventory recovery — Europe 2,459 3,445 3,080 3,718 Open market and bulk purchases 9,104 908 13,400 1,532 Accrued bulk purchases — — 1,466 1,810 Capitalized legal, title and trust fees 4,419 911 7,677 1,497 Transfer of construction-in-progress to property and equipment, net — (5,616 ) — (5,616 ) Construction in progress 5,898 110 7,806 491 Loan default recoveries, net 563 414 2,176 849 Effect of foreign currency translation 2,472 825 (464 ) 1,119 Other 336 (1,181 ) 600 (1,477 ) Balance, end of period $ 318,003 $ 292,248 $ 318,003 $ 292,248 In September 2014, Hurricane Odile, a Category 4 hurricane, inflicted widespread damage on the Baja California peninsula, particularly in the state of Baja California Sur, in which the Cabo Azul Resort, one of the Company's managed resorts, is located. The hurricane caused significant damage to the buildings as well as the facilities and amenities at the Cabo Azul Resort, including the unsold Vacation Interests, net owned by the Company; however, management believes the Company has sufficient property insurance coverage so that damage caused by Hurricane Odile will not have a material impact on the Company's unsold Vacation Interests, net. See "Note 2—Summary of Significant Accounting Policies" to the audited consolidated financial statements included in the 2014 Form 10-K for further discussion of unsold Vacation Interests, net. |
Property and Equipment, Net
Property and Equipment, Net | 6 Months Ended |
Jun. 30, 2015 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | Note 10 — Property and Equipment, Net Property and equipment, net as of the dates presented below consisted of the following (in thousands): June 30, 2015 December 31, 2014 Land and improvements $ 19,283 $ 19,335 Buildings and leasehold improvements 44,829 44,320 Furniture and office equipment 20,781 19,248 Computer software 40,224 33,465 Computer equipment 16,884 15,641 Construction in progress 455 271 Property and equipment, gross 142,456 132,280 Less accumulated depreciation (68,982 ) (61,409 ) Property and equipment, net $ 73,474 $ 70,871 Depreciation expense related to property and equipment was $4.0 million and $3.3 million for the three months ended June 30, 2015 and 2014 , respectively, and $7.9 million and $6.3 million for the six months ended June 30, 2015 and 2014 , respectively. Property and equipment are recorded at either the cost to purchase or construct, or in the case of business combinations, fair value. The costs of improvements that extend the useful life of property and equipment are capitalized when incurred. These capitalized costs may include structural costs, equipment, fixtures and floor and wall coverings. All repair and maintenance costs are expensed as incurred. Buildings and leasehold improvements are depreciated using the straight-line method over the lesser of the estimated useful lives, which range from four to 40 years, or the remainder of the lease terms. Furniture, office equipment, computer software and computer equipment are depreciated using the straight-line method over their estimated useful lives, which range from three to seven years. In September 2014, Hurricane Odile caused significant damage to the property and equipment owned by the Company at the Cabo Azul Resort; however, management believes the Company has sufficient property insurance coverage so that damage caused by Hurricane Odile will not have a material impact on the Company's property and equipment. See " Note 9—Unsold Vacation Interests, Net " for further detail on Hurricane Odile. |
Goodwill
Goodwill | 6 Months Ended |
Jun. 30, 2015 | |
Goodwill [Abstract] | |
Goodwill | Note 11 — Goodwill Goodwill represents the future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized. As required by ASC 350-20, "Intangibles—Goodwill," the Company does not amortize goodwill, but rather evaluates goodwill by reporting unit for potential impairment on an annual basis or at other times during the year if events or circumstances indicate that it is more likely than not that the fair value of a reporting unit is below the carrying amount. The Company performed its annual evaluation of potential impairment of goodwill as required in the ordinary course of business during the fourth quarter of 2014. The Company assessed various qualitative factors and determined that the fair values of its reporting units were not below their respective carrying values. As such, the Company concluded that the first and second steps of the goodwill impairment tests were unnecessary. Effectively January 1, 2015, the Company completed the HM&C Acquisition and recorded $10,000 of goodwill. See " Note 6—Transactions with Related Parties" for the definition of and further detail on the HM&C Acquisition. The balances at June 30, 2015 and December 31, 2014 represent the goodwill recorded in connection with the Island One Acquisition completed on July 24, 2013 and were allocated to the hospitality and management services and Vacation Interests sales and financing reporting units in the amounts of $30.2 million and $0.4 million , respectively. See " Note 2 — Summary of Significant Accounting Policies" to the audited consolidated financial statements included in the 2014 Form 10-K for further detail on the Company's policy related to goodwill impairment testing. |
Intangible Assets, Net
Intangible Assets, Net | 6 Months Ended |
Jun. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Other Intangible Assets, Net | Note 12 — Other Intangible Assets, Net Other intangible assets, net consisted of the following as of June 30, 2015 (in thousands): Gross Carrying Cost Accumulated Amortization Net Book Value Management contracts $ 201,761 $ (52,060 ) $ 149,701 Member relationships and the Clubs 55,672 (38,541 ) 17,131 Marketing easement rights 8,717 (218 ) 8,499 Distributor relationships and other 5,121 (2,151 ) 2,970 Total other intangible assets $ 271,271 $ (92,970 ) $ 178,301 Other intangible assets, net consisted of the following as of December 31, 2014 (in thousands): Gross Carrying Cost Accumulated Amortization Net Book Value Management contracts $ 201,997 $ (45,218 ) $ 156,779 Member relationships and the Clubs 55,784 (36,789 ) 18,995 Distributor relationships and other 4,851 (1,839 ) 3,012 Total other intangible assets $ 262,632 $ (83,846 ) $ 178,786 Under the terms of the Master Agreement entered into by the Company on January 6, 2015, the Company acquired certain rights and assets from Mr. Cloobeck and entities controlled by Mr. Cloobeck, which were recorded as intangible assets by the Company. These rights and assets included (i) the exclusive rights to market timeshare and vacation ownership properties from a prime location adjacent to Polo Towers on the “Las Vegas Strip”; (ii) Mr. Cloobeck's agreement to various non-competition, non-solicitation and non-interference covenants; and (iii) a license to use Mr. Cloobeck’s persona, including his name, likeness and voice. The intangible assets acquired were recorded at $9.0 million based on an appraisal and are being amortized over three to 20 years. See " Note 6 — Transactions with Related Parties " for more detail on the Master Agreement. Intangible assets purchased under the Master Agreement consisted of the following (dollars in thousands): Weighted Average Useful Life in Years Based on Appraisal Marketing easement rights 20 $ 8,717 Other intangibles 3 266 $ 8,983 Amortization expense for management contracts is recognized on a straight-line basis over the estimated useful lives of the management contracts, ranging from five to 25 years. Amortization expense for management contracts was $3.4 million and $3.5 million for the three months ended June 30, 2015 and 2014 , respectively, and $6.9 million and $7.0 million for the six months ended June 30, 2015 and 2014 , respectively. Amortization expense for member relationships, the Clubs, distributor relationships, marketing easement rights and other is recorded over the period of time that the relationships are expected to produce cash flows. Amortization expense for member relationships, the Clubs, distributor relationships, marketing easement rights and other intangibles was $1.1 million and $1.5 million for the three months ended June 30, 2015 and 2014 , respectively, and $2.4 million and $3.1 million for the six months ended June 30, 2015 and 2014 , respectively. The Clubs and marketing easement rights have estimated useful lives of 20 years. Membership relationships and distributor relationships have estimated useful lives ranging from three to 30 years. However, the Company expects to generate significantly more cash flows during the earlier years of the relationships than the later years. Consequently, amortization expenses on these relationships decrease significantly over the lives of the relationships. See "Note 2—Summary of Significant Accounting Policies" to the audited consolidated financial statements included in the 2014 Form 10-K for further detail on the Company's policy related to impairment testing of the Company's intangible assets. As of June 30, 2015 , the estimated aggregate amortization expense for intangible assets was expected to be $15.2 million , $14.2 million , $13.4 million , $13.3 million and $13.3 million for the successive 12 month periods ending June 30, 2016 through 2020, respectively, and $108.9 million for the remaining lives of these intangible assets. |
Accrued Liabilities
Accrued Liabilities | 6 Months Ended |
Jun. 30, 2015 | |
Accrued Liabilities Disclosure [Abstract] | |
Accrued Liabilities | Note 14 — Accrued Liabilities The Company records estimated amounts for certain accrued liabilities at each period end. Accrued liabilities are obligations to transfer assets or provide services to other entities in the future as a result of past transactions or events. The nature of selected balances included in accrued liabilities of the Company includes: Liability for unrecognized tax benefit —Represents amounts recorded related to uncertainty in income taxes, including potential interest charges, recognized in the Company's financial statements in accordance with ASC 740, “Income Taxes” ("ASC 740"). See "Note 17 — Income Taxes" to the audited consolidated financial statements included in the 2014 Form 10-K for further detail. Accrued marketing expenses —expenses for travel vouchers and certificates used as sales incentives as well as attraction tickets as tour incentives. Such vouchers and certificates will be paid for in the future based on actual redemption. Accrued escrow liability —deposits in escrow received on pending Vacation Interests sales. Accrued operating lease liabilities —difference between straight-line operating lease expenses and cash payments associated with any equipment, furniture or facilities leases classified as operating leases. Accrued exchange company fees —estimated liability owed to Interval International for dues related to exchange services provided to certain members of the Clubs. Deposits on pending sale of assets —deposits that the Company has received in connection with the pending sales of certain assets. The sale of these assets has not been consummated due to the fact that not all consideration has been exchanged. These deposits are, therefore, accounted for using the deposit method in accordance with ASC 360. See "Note 13—Assets Held for Sale" for further detail. Accrued contingent litigation liabilities —estimated settlement costs for existing litigation cases. Accrued call center costs —expenses associated with the outsourced customer service call center operations. Accrued liability related to business combinations —contingent liability associated with an earn-out clause in connection with a business combination completed in 2012. This liability was paid in full in June 2015 after a negotiated settlement was reached. Accrued liabilities as of the dates presented below consisted of the following (in thousands): June 30, 2015 December 31, 2014 Liability for unrecognized tax benefit $ 46,886 $ 23,857 Accrued payroll and related 28,333 32,925 Accrued commissions 16,982 17,496 Accrued marketing expenses 15,967 14,953 Accrued other taxes 14,833 15,526 Accrued insurance 8,681 5,703 Accrued escrow liability 3,500 3,005 Accrued operating lease liabilities 3,150 3,503 Accrued professional fees 3,052 2,300 Accrued exchange company fees 2,259 2,169 Deposits on pending sale of assets 832 1,794 Accrued interest 636 452 Accrued contingent litigation liabilities 569 70 Accrued call center costs 350 913 Accrued liability related to business combinations — 2,428 Other 8,571 7,586 Total accrued liabilities $ 154,601 $ 134,680 |
Assets Held for sale (Notes)
Assets Held for sale (Notes) | 6 Months Ended |
Jun. 30, 2015 | |
Assets Held for Sale [Abstract] | |
Assets Held for Sale | Note 13 — Assets Held for Sale Assets held for sale are recorded at the lower of cost or their estimated fair value less cost to sell and are not subject to depreciation. Sale of the assets classified as such is probable, and transfer of the assets is expected to qualify for recognition as a completed sale, generally within one year of the applicable balance sheet date. Assets held for sale as of the dates presented below consisted of the following (in thousands): June 30, 2015 December 31, 2014 Certain units in Cabo, Mexico $ 154 $ 5,855 Vacant land in Orlando, Florida — 4,000 Vacant land in Kona, Hawaii — 3,600 Points equivalent of unsold units and resorts in Europe 1,232 997 Total assets held for sale $ 1,386 $ 14,452 The points equivalent of unsold units and resorts in the Company's European operations as of June 30, 2015 and December 31, 2014 were either held for sale or pending the consummation of sale. The proceeds related to assets pending the consummation of sale will be paid over several years and the Company will retain title to the properties until the full amounts due under the sales contracts are received. According to guidance included in ASC 360, "Property, Plant and Equipment" ("ASC 360"), the sales will not be considered consummated until all consideration has been exchanged. Consequently, the assets pending consummation of sale will continue to be included in assets held for sale until all proceeds are received. As of June 30, 2015 , a vast majority of the completed units in Cabo, Mexico and vacant land in Orlando, Florida and Kona, Hawaii no longer qualified as assets held for sale and were reclassified to unsold Vacation Interests, net at the same values. |
Deferred Revenues
Deferred Revenues | 6 Months Ended |
Jun. 30, 2015 | |
Deferred Revenue Disclosure [Abstract] | |
Deferred Revenues | Note 15 — Deferred Revenues The Company records deferred revenues for payments received or billed but not earned for various activities. Deferred Sampler Packages revenue —sold but unused trial VOIs. The Company generates revenue on sales of Sampler Packages. This revenue is recognized when the purchaser completes a stay at one of the Company’s resorts or the trial period expires, whichever is earlier. Such revenue is recorded as a reduction to Vacation Interests carrying cost in accordance with ASC 978 (with the exception of the Company’s European sampler product and a U.S. term points product, which have a duration of three years and, as such, are treated as Vacation Interests sales). Club deferred revenue —annual club membership fees billed to members (offset by an estimated uncollectible amount) and amortized ratably over a one-year period and optional reservation protection fees recognized over an approximate life of the member's reservation, which is generally six months on average. Accrued guest deposits —amounts received from guests for future rentals. These advance payments are recorded as deferred revenue when they are received and recognized as revenue during the period that they are earned. Deferred maintenance and reserve fee revenue —maintenance fees billed prior to and due January first of each year and earned ratably over the year for the two resorts in St. Maarten where the Company functioned as the HOA through December 31, 2014. In addition, the owners were billed for capital project assessments to repair and replace the amenities or to reserve the potential out-of-pocket deductibles for hurricanes and other natural disasters. These assessments were deferred until the refurbishment activity occurred, at which time the amounts collected were recognized as consolidated resort operations revenue, with an equal amount recognized as consolidated resort operations expense. Deferred revenue for maintenance and reserve fees decreased by $7.6 million from December 31, 2014 to June 30, 2015 due to the St. Maarten Deconsolidation. See " Note 1—Background, Business and Basis of Presentation" for further detail on this transaction . Deferred amenity fee revenue —amounts received from owners at one of the Company's resorts for use of various amenities at that resort. These advance payments are recorded as deferred revenue when they are received and amortized ratably over a one-year period. Deferred revenues as of the dates presented below consisted of the following (in thousands): June 30, 2015 December 31, 2014 Deferred Sampler Packages revenue $ 60,332 $ 64,403 Club deferred revenue 20,736 40,044 Accrued guest deposits 7,275 6,482 Deferred maintenance and reserve fee revenue — 7,552 Deferred amenity fee revenue 1,252 63 Other 4,138 6,453 Total deferred revenues $ 93,733 $ 124,997 |
Borrowings
Borrowings | 6 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Borrowings | Note 16 — Borrowings Conduit Facility On February 5, 2015, the Company entered into an amended and restated Conduit Facility agreement that extended the maturity date of the facility to April 10, 2017. That amended and restated Conduit Facility provides for a $200.0 million facility that is, upon maturity, renewable for 364-day periods at the election of the lenders. The overall advance rate on loans receivable in the portfolio is limited to 88% of the aggregate face value of the eligible loans. The Conduit Facility originally bore interest at LIBOR or the commercial paper rate (having a floor of 0.50% ) plus a usage-fee rate of 2.75% , and had a non-usage fee of 0.75% . In connection with the June 2015 Amendment, the usage-fee rate was reduced to 2.25% . The June 2015 Amendment also provides, among other things, (i) that, at any time the outstanding note balance has been reduced to zero in connection with the delivery of a prepayment notice, the first borrowing thereafter must include a minimum of 250 timeshare loans, and (ii) for the inclusion of timeshare loans that have been executed through the utilization of electronic signature and electronic vaulting and management services. In accordance with the requirements of the July 2015 Amendment, the Company posted a reserve payment in the amount of $0.4 million against the derivative instruments associated with the Conduit Facility. This reserve payment was to be released upon the completion of a securitization or other financing of the assets in which at least 75% of the outstanding balance under the Conduit Facility was repaid using the proceeds from such securitization or other financing. On July 29, 2015, the Company completed a securitization transaction involving the issuance of the DROT 2015-1 Notes. The proceeds from the DROT 2015-1 Notes were used to repay in full the then-outstanding balance plus accrued interest under the Conduit Facility with the remaining proceeds transferred to the Company for general corporate use, and the reserve payment was released and refunded to the Company. See “Note 27 — Subsequent Events” for further detail on the DROT 2015-1 Notes. Quorum Facility The Company has been notified that, pursuant to recent directives from the National Credit Union Association, the Loan Sale and Servicing Agreement with Quorum Federal Credit Union dated as of April 30, 2010 requires modification to effect certain procedural changes related to the funding process, including, but not limited to, satisfaction of certain pre-funding conditions of notification of intent to sell vacation ownership-backed loans to the lender. The Company is currently working with the lender to revise the procedures, as well as discussing other potential changes to the Quorum Facility. Notes Payable During the six months ended June 2015, the Company issued two unsecured notes to finance premiums on certain insurance policies. Both unsecured notes are scheduled to mature in January 2016 and carry an interest rate of 2.7% per annum. See " Note 16 — Borrowings" to the audited consolidated financial statements included in the 2014 Form 10-K for further detail on the Company's borrowings. The following table presents selected information on the Company’s borrowings as of the dates presented below (dollars in thousands): June 30, 2015 December 31, 2014 Principal Weighted Maturity Gross Amount of Mortgages and Contracts as Collateral Borrowing / Funding Availability Principal Senior Credit Facility $ 424,666 5.5% 5/9/2021 $ — $ 25,000 $ 442,775 Original issue discount related to Senior Credit (1,908 ) — — (2,055 ) Notes payable-insurance policies (1) 6,092 2.8% Various — — 4,286 Notes payable-other (1) 161 5.0% Various — — 321 Total Corporate Indebtedness 429,011 — 25,000 445,327 Notes payable-other (1)(2) 2 —% 11/18/2015 — — 5 Total Non-Recourse Indebtedness other than Securitization Notes and Funding Facilities 2 — — 5 Diamond Resorts Owners Trust Series 2014-1 (2) 186,340 2.6% 5/20/2027 197,180 — 247,992 Conduit Facility (2) 142,955 2.8% 4/10/2017 157,757 57,045 (3) — Diamond Resorts Owner Trust Series 2013-2 (2) 105,661 2.3% 5/20/2026 117,401 — 131,952 DRI Quorum Facility and Island One Quorum Funding Facility(2) 38,872 5.6% Various 46,593 41,128 (3) 52,315 Diamond Resorts Owner Trust Series 2013-1 (2) 36,187 2.0% 1/20/2025 40,208 — 42,838 Diamond Resorts Owner Trust Series 2011-1 (2) 14,389 4.0% 3/20/2023 15,147 — 17,124 Original issue discount related to Diamond (127 ) — — (156 ) Diamond Resorts Tempus Owner Trust 2013 (2) 12,173 6.0% 12/20/2023 17,643 — 17,143 Total Securitization Notes and Funding Facilities 536,450 591,929 98,173 509,208 Total $ 965,463 $ 591,929 $ 123,173 $ 954,540 (1) Other notes payable (2) Non-recourse indebtedness (3) Borrowing / funding availability is calculated as the difference between the maximum commitment amount and the outstanding principal balance; however, the actual availability is dependent on the amount of eligible loans that serve as the collateral for such borrowings. Borrowing Restrictions and Limitations All of the Company’s borrowing under the Senior Credit Facility, securitization notes and the Conduit Facility contain various restrictions and limitations that may affect the Company's business and affairs. These include, but are not limited to, restrictions and limitations relating to its ability to incur indebtedness and other obligations, to make investments and acquisitions and to pay dividends. The Company is also required to maintain certain financial ratios and comply with other financial and performance covenants. The failure of the Company to comply with any of these provisions, or to pay its obligations, could result in foreclosure by the lenders of their security interests in the Company’s assets, and could otherwise have a material adverse effect on the Company. The Company was in compliance with all of the financial covenants as of June 30, 2015 . Liquidity Historically, the Company has depended on the availability of credit to finance the consumer loans that it provides to its customers for the purchase of their VOIs. Typically, these loans require a minimum cash down payment of 10% of the purchase price at the time of sale. However, selling, marketing and administrative expenses attributable to VOI sales are primarily cash expenses and often exceed the buyer's minimum down payment requirement. Accordingly, the availability of financing facilities for the sale or pledge of these receivables to generate liquidity is a critical factor in the Company's ability to meet its short-term and long-term cash needs. The Company has historically relied upon its ability to sell receivables in the securitization market in order to generate liquidity and create capacity on its Funding Facilities. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 17 — Income Taxes In accordance with ASC 740-270, "Accounting for Income Taxes in Interim Periods," the income tax provisions for the six months ended June 30, 2015 and June 30, 2014 were determined primarily using estimated annual effective tax rates based on estimated income before provision for income taxes for the full years ending December 31, 2015 and December 31, 2014 , respectively. For certain foreign jurisdictions, the tax provision for the three and six months ended June 30, 2015 was determined using year-to-date income before provision for income taxes. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 18 — Commitments and Contingencies Lease Agreements The Company conducts a significant portion of its operations from leased facilities, which include regional and global administrative facilities, as well as off-premise booths and tour centers near active sales centers. The longest of these obligations extends into 2019. Many of these agreements have renewal options at rates that are subject to adjustment for inflation. In most cases, the Company expects that, in the normal course of business, such leases will be renewed or replaced by other leases. Typically, these leases call for a minimum lease payment that increases over the life of the agreement by a fixed percentage or an amount based upon the change in a designated index. All of the facilities lease agreements are classified as operating leases. In connection with the Company's lease of an aircraft from Banc of America Leasing & Capital, LLC, Mr. Cloobeck entered into a guarantee in favor of Banc of America Leasing & Capital, LLC. Pursuant to this guarantee, Mr. Cloobeck guarantees the Company's lease payments and any related indebtedness to Banc of America Leasing & Capital, LLC. In connection with this aircraft lease, and pursuant to this lease agreement, the Company paid Banc of America Leasing & Capital, LLC $0.3 million for each of the three months ended June 30, 2015 and 2014 , respectively, and $0.6 million for each of the six months ended June 30, 2015 and 2014 , respectively. The Company did not compensate Mr. Cloobeck for providing these guarantees; however, pursuant to the Master Agreement described above, the Company agreed to indemnify and hold harmless Mr. Cloobeck and each of his affiliates from any and all amounts that Mr. Cloobeck is required to pay under the guarantee in favor of Banc of America Leasing & Capital, LLC. In exchange, Mr. Cloobeck agreed to comply with all the covenants and agreements set forth in the guarantee for so long as Mr. Cloobeck or any of his affiliates is subject to the guarantee. In addition, the Company leases office and other equipment under both long-term and short-term lease arrangements, which are generally classified as operating leases. Purchase Obligations The Company has entered into various purchase obligations primarily related to construction of units at the Cabo Azul Resort in Mexico, as well as relating to sales center remodeling, property amenity improvement and corporate office expansion projects. The total remaining commitment was $13.1 million as of June 30, 2015 . Long-Term Incentive Plan During the first quarter of 2014, the Company implemented a long-term incentive plan to retain certain key management personnel (none of whom were executive officers of the Company at the time of grant). All amounts due under this plan are payable in the first quarter of 2016 if certain Company objectives are met and the respective participants are actively employed by the Company at such time. The Company granted a total of $3.5 million in long-term incentives under this plan, which is being expensed ratably over the two-year period ending December 31, 2015. Hurricane Odile In September 2014, Hurricane Odile caused significant damage to unsold Vacation Interests and property and equipment owned by the Company; however, management believes the Company has sufficient property insurance to cover damage caused by Hurricane Odile on these assets. See " Note 9—Unsold Vacation Interests, Net " for further detail on Hurricane Odile. In addition, the Company has filed a claim against its business interruption insurance policy for business profits lost during the period that the Cabo Azul Resort remains closed. Proceeds received from this claim will be recognized as other revenue in the condensed consolidated statement of operations as cash is received. On July 23, 2015, the Company received a $3.0 million first installment from its insurance carrier related to such claim. See " Note 27—Subsequent Events " for further detail on this installment. The total claim remains under negotiation with the insurance carrier and any further payments will also be recorded in the periods in which they are received. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Note 19 — Fair Value Measurements ASC 820, "Fair Value Measurements" ("ASC 820"), defines fair value, establishes a framework for measuring fair value in accordance with U.S. GAAP and expands disclosures about fair value measurements. ASC 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Financial assets and liabilities carried at fair value are classified and disclosed in one of the following three categories: • Level 1: Quoted prices for identical instruments in active markets. • Level 2: Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations whose inputs or significant value drivers are observable. • Level 3: Unobservable inputs used when little or no market data is available. As of June 30, 2015 , the only assets and liabilities of the Company measured at fair value on a recurring basis were its derivative instruments, which consisted of the March 2015 Swap and the June 2015 Cap. As of June 30, 2015 , the fair values of the derivative instruments were based on valuation reports provided by counterparties and were classified as Level 3, based on the fact that the credit risk data used for the valuations were not directly observable and could not be corroborated by observable market data. The Company’s assessment of the significant inputs to the fair value measurement in its entirety requires judgment and considers factors specific to the asset or liability. See " Note 3—Concentrations of Risk " for further detail on the derivative instruments. As of December 31, 2014 , the Company had no assets or liabilities measured at fair value on a recurring basis. The following table summarizes the information regarding the Company's derivative instruments as of the dates presented below (in thousands): As of June 30, 2015 As of December 31, 2014 Carrying Value Total Estimated Fair Value Carrying Value Total Estimated Fair Value Assets: Interest rate cap agreement (a) $ 292 $ 292 $ — $ — Total Assets $ 292 $ 292 $ — $ — Liabilities: Interest rate swap agreement (a) $ 81 $ 81 $ — $ — Total Liabilities $ 81 $ 81 $ — $ — (a) Values associated with the June 2015 Cap are included in the prepaid expenses and other assets, net category of the accompanying condensed consolidated balance sheet. Values associated with the March 2015 Swap are presented under the derivative liability category of the accompanying condensed consolidated balance sheet. As of June 30, 2015 and December 31, 2014 , mortgages and contracts receivable had a balance of $535.3 million and $498.7 million , net of allowance, respectively. The allowance for loan and contract losses against the mortgages and contracts receivable is derived using a static pool analysis to develop historical default percentages based on FICO credit scores to apply to the mortgage and contract population. The Company evaluates other factors such as economic conditions, industry trends and past due aging reports in order to determine the adjustments needed to true up the allowance, which adjusts the carrying value of mortgages and contracts receivable to management's best estimate of collectability. As a result of such evaluation, the Company believes that the carrying value of the mortgages and contracts receivable approximated its fair value at June 30, 2015 and December 31, 2014 . These financial assets were classified as Level 3, as there is little market data available. As of June 30, 2015 and December 31, 2014 , the borrowings under the Senior Credit Facility were classified as Level 2 and the Company believes the fair value of the Senior Credit Facility approximated its carrying value at such date due to the fact that it was recently issued and, therefore, measured using other significant observable inputs. As of June 30, 2015 and December 31, 2014 , the Company’s DROT 2011 Notes, DROT 2013-1 Notes, DROT 2013-2 Notes and DROT 2014-1 Notes were classified as Level 2. The fair value of these borrowings was determined with the assistance of an investment banking firm, which the Company believes approximated similar instruments in active markets. The Company believes the fair value of the Tempus 2013 Notes approximated their carrying value due to the fact that the market for similar instruments remained stable since September 2013, the issuance date of the Tempus 2013 Notes. As of June 30, 2015 and December 31, 2014 , the Quorum Facility and a loan sale agreement that the Company assumed in connection with the Island One Acquisition (the "Island One Quorum Funding Facility") were classified as Level 2 based on an internal analysis performed by the Company utilizing the discounted cash flow model and the quoted prices for identical or similar instruments in markets that are not active. As of June 30, 2015 and December 31, 2014 , the fair value of all other debt instruments was not calculated, based on the fact that they were either due within one year or were immaterial. In accordance with ASC 820, the Company also applied the provisions of fair value measurement to various non-recurring measurements for the Company’s financial and non-financial assets and liabilities and recorded the impairment charges. The Company’s non-financial assets consist of property and equipment, which are recorded at cost, net of depreciation, unless impaired, and assets held for sale, which are recorded at the lower of cost or their estimated fair value less costs to sell. The carrying values and estimated fair values of the Company's financial instruments as of June 30, 2015 were as follows (in thousands): Carrying Value Total Estimated Fair Value Estimated Fair Value (Level 2) Estimated Fair Value (Level 3) Assets: Mortgages and contracts receivable, net $ 535,345 $ 535,345 $ — $ 535,345 Total assets $ 535,345 $ 535,345 $ — $ 535,345 Liabilities: Senior Credit Facility, net $ 422,758 $ 422,758 $ 422,758 $ — Securitization notes and Funding Facilities, net 536,450 536,304 536,304 — Notes payable 6,255 6,255 6,255 — Total liabilities $ 965,463 $ 965,317 $ 965,317 $ — The carrying values and estimated fair values of the Company's financial instruments as of December 31, 2014 were as follows (in thousands): Carrying Value Total Estimated Fair Value Estimated Fair Value (Level 2) Estimated Fair Value (Level 3) Assets: Mortgages and contracts receivable, net $ 498,662 $ 498,662 $ — $ 498,662 Total assets $ 498,662 $ 498,662 $ — $ 498,662 Liabilities: Senior Credit Facility, net $ 440,720 $ 440,720 $ 440,720 $ — Securitization notes and Funding Facilities, net 509,208 512,706 512,706 — Notes payable 4,612 4,612 4,612 — Total liabilities $ 954,540 $ 958,038 $ 958,038 $ — |
Stock Repurchase Program (Notes
Stock Repurchase Program (Notes) | 6 Months Ended |
Jun. 30, 2015 | |
Equity [Abstract] | |
Stock Repurchase Program | Note 20 — Stock Repurchase Program On October 28, 2014, the Company's board of directors authorized a stock repurchase program allowing for the expenditure of up to $100.0 million for the repurchase of the Company's common stock (the "Stock Repurchase Program"). Under the Stock Repurchase Program, repurchases may be made from time to time in accordance with applicable securities laws in the open market and/or in privately negotiated transactions, including repurchases pursuant to trading plans under Rule 10b5-1 of the Securities Exchange Act of 1934, as amended. The following table summarizes stock repurchase activity under the Stock Repurchase Program: Shares Cost (In thousands) Average Price Per Share From inception through December 31, 2014 642,900 $ 16,077 $ 24.97 For the six months ended June 30, 2015 (a) 2,282,192 74,126 32.48 Total from inception through June 30, 2015 (a) 2,925,092 (b) $ 90,203 $ 30.82 (a) Reflects in large part the purchase of 1,515,582 shares from the underwriter for $50.0 million in the March 2015 Secondary Offering at the price of $32.99 per share. (b) Shares of common stock repurchased by the Company pursuant to the Stock Repurchase Program. As of June 30, 2015, 2,525,282 of the repurchased shares held in treasury had been retired. On July 28, 2015, the Company's board of directors authorized an additional $100.0 million for expenditures under the Stock Repurchase Program. See " Note 27—Subsequent Events " for further detail. |
Stock-Based Compensation
Stock-Based Compensation | 6 Months Ended |
Jun. 30, 2015 | |
Stock-Based Compensation [Abstract] | |
Stock-Based Compensation | Note 21 — Stock-Based Compensation On May 19, 2015, the Company held its 2015 annual meeting of stockholders, at which the Company's stockholders approved the Company’s 2015 Equity Incentive Compensation Plan (the “Equity Incentive Plan”). The Equity Incentive Plan had previously been approved by the Company’s board of directors, subject to stockholder approval. The Equity Incentive Plan is a broad-base plan under which 8,500,000 shares of the Company’s common stock are authorized for issuance for awards to officers, employees, consultants, advisors and directors of the Company, including pursuant to awards of restricted stock, RSUs, stock options, deferred stock or stock appreciation rights. As of June 30, 2015 , 7,178,074 shares remained available for issuance as new awards under the 2015 Plan. There will be no further equity grants under the Company's previous incentive compensation plan. Stock Options On July 18, 2013, the Company granted to the former holders of Diamond Resorts Parent, LLC (DRII's predecessor) Class B common units ("BCUs") non-qualified stock options, which were immediately vested, exercisable for an aggregate of 3,760,215 shares of common stock, at an option price of $14.00 per share, in part to maintain the incentive value intended when the Company originally issued those BCUs to these individuals and to provide an incentive for such individuals to continue providing service to the Company. The grantees of these immediately vested options include Messrs. Cloobeck, Kraff, Palmer, Bentley, Lanznar and two employees of the Company. Through December 31, 2014, Messrs. Cloobeck, Palmer, Bentley and Lanznar were not employed or compensated directly by the Company, but were rather employed or independently contracted and compensated by HM&C. See "Note 6—Transactions with Related Parties" for further detail on the HM&C Agreement. In addition, between July 18, 2013 and March 31, 2015, the Company issued additional non-qualified stock options, exercisable for an aggregate of 4,408,100 shares of common stock, to Eligible Persons (including employees of HM&C), each at an option price equal to the market price on the applicable grant date. 25% of the shares issuable upon the exercise of such non-qualified stock options vested immediately on the grant date and the remaining 75% vest in equal installments on each of the first three anniversaries of the grant date. All of these options expire ten years from the grant date. On May 19, 2015, the Company issued additional non-qualified stock options, exercisable for an aggregate of 1,067,000 shares of common stock, to Eligible Persons, each at an option price equal to the market price on the applicable grant date. 25% of the shares issuable upon the exercise of such non-qualified stock options vest in equal installments on each of the first four anniversaries of the grant date. All of these options expire ten years from the grant date. The Company accounts for its stock-based compensation issued to its employees and non-employee directors (in their capacity as such) in accordance with ASC 718, "Compensation - Stock Compensation" ("ASC 718"). For a stock-based award with service-only vesting conditions, the Company measures compensation expense at fair value on the grant date and recognizes this expense in the statement of operations and comprehensive income over the expected term during which the employees (including, from an accounting perspective, non-employee directors in their capacity as such) of the Company provide service in exchange for the award. Through December 31, 2014 and prior to the Company's acquisition of HM&C in January 2015, the Company accounted for its stock-based compensation issued to employees and independent contractors of HM&C in accordance with ASC 505-50, "Equity-Based Payments to Non-Employees" ("ASC 505"). In addition, the stock-based compensation issued to Mr. Kraff in connection with the Company's initial public offering of common stock (the "IPO") has been accounted for in accordance with ASC 505. Employees and independent contractors of HM&C through December 31, 2014 and Mr. Kraff (with respect to the stock-based compensation issued to him in connection with the IPO) are collectively referred to as the "Non-Employees," and the stock-based compensation issued to the Non-Employees are collectively referred to as the "Non-Employee Grants." Pursuant to ASC 505, the fair value of an equity instrument issued to Non-Employees is initially measured on the grant date by using the stock price and other measurement assumptions and subsequently re-measured at each balance sheet date as (and to the extent) the relevant performance is completed. With respect to the stock-based compensation issued to Mr. Kraff in connection with the IPO, his performance of services was considered completed at the grant date. Effective January 1, 2015, the Company acquired all of the outstanding membership interests in HM&C, which became a wholly-owned subsidiary of the Company. As employees of HM&C became employees of the Company following the HM&C Acquisition, all unvested stock options issued to employees of HM&C were converted to employee grants from an accounting perspective on January 1, 2015. As a result of the HM&C Acquisition, compensation cost attributable to unvested options issued to employees of HM&C was remeasured as if the unvested options were newly granted on January 1, 2015, and the portion of the newly measured cost attributable to the remaining vesting period will be recognized as compensation cost prospectively from January 1, 2015. The Company utilizes the Black-Scholes option-pricing model to estimate the fair value of the stock options granted to its employees (including, from an accounting perspective, non-employee directors in their capacity as such) and Non-Employees. The expected volatility was calculated based on the historical volatility of the stock prices for a group of identified peer companies for the expected term of the stock options on the grant date (which is significantly greater than the volatility of the S&P 500® index as a whole during the same period) due to the lack of historical stock trading prices of the Company. The average expected option life represented the period of time the stock options were expected to be outstanding at the issuance date based on management’s estimate using the simplified method prescribed under the Securities and Exchange Commission (the "SEC") Staff Accounting Bulletin Topic 14 Share-Based Payment ("SAB 14") for employee grants and contractual terms for Non-Employee grants. The risk-free interest rate was calculated based on U.S. Treasury zero-coupon yield with a remaining term that approximated the expected option life assumed at the date of issuance. The expected annual dividend per share was 0% based on the Company’s expected dividend rate. The fair value per share information, including related assumptions, used to determine compensation cost for the Company’s non-qualified stock options consistent with the requirements of ASC 718 and ASC 505, consisted of the following for the following periods: Six Months Ended June 30, 2015 Six Months Ended June 30, 2014 Company Employees Non-Employees Company Employees Weighted average fair value per share $ 10.0 $ 13.6 $ 8.0 Expected stock price volatility 44.9 % 52.7 % 52.8 % Expected option life (in years) 5.86 6.00 6.00 Risk-free interest rate 1.71 % 1.71 % 1.71 % Expected annual dividend yield — % — % — % Stock option activity related to stock option grants issued to the employees of the Company during the six months ended June 30, 2015 was as follows: Company Employees Options (In thousands) Weighted-Average Exercise Price Weighted-Average Remaining Contractual Term (Years) Aggregate Intrinsic Value (In thousands) Outstanding at January 1, 2015 7,868 $ 15.02 8.8 $ 101,336 Granted 1,067 32.69 Exercised (138 ) — Forfeited — — Outstanding at June 30, 2015 8,797 $ 17.15 8.4 $ 126,699 Exercisable at June 30, 2015 5,568 $ 15.00 8.1 $ 92,170 The aggregate intrinsic value in the table above represents the total pre-tax intrinsic value that would have been realized by the option holders had all option holders exercised their options on June 30, 2015 . The intrinsic value of a stock option is the excess of the Company’s closing stock price on that date over the exercise price, multiplied by the number of shares subject to the option. The following table summarizes the Company’s unvested stock option activity for the six months ended June 30, 2015 : Company Employees Options (In thousands) Weighted-Average Exercise Price (Per Share) Unvested at January 1, 2015 2,536 $ 16.37 Granted 1,067 32.69 Vested (374 ) 18.63 Forfeited or expired — — Unvested at June 30, 2015 3,229 $ 21.48 Restricted Stock, RSUs and Deferred Stock Between July 18, 2013 and March 31, 2015, the Company issued restricted stock to certain non-employee members of the board of directors of the Company, which vest equally on each of the first three anniversary dates from the grant date. On May 19, 2015, the Company issued restricted stock to certain employees of the Company (which vest equally on each of the first four anniversaries of the grant date) and non-employee members of the board of directors of the Company (which vest equally on each of the first 12 quarterly anniversaries of the grant date). In addition, on May 19, 2015, the Company issued RSUs to certain employees of the Company (which conditionally vest equally on each of the first four anniversaries of the grant date and fully vest on the fourth anniversary date of the grant date when certain conditions are met) and to certain non-employee members of the board of directors of the Company who elected to receive RSUs in lieu of restricted stock for services rendered (which vest equally on each of the first 12 quarterly anniversaries of the grant date). Furthermore, on May 19, 2015, the Company issued deferred stock to certain non-employee members of the board of directors of the Company who elected to receive deferred stock in lieu of cash for services rendered. The deferred stock vested immediately on the grant date. All restricted stock, RSUs and deferred stock issued on May 19, 2015 (the "Stock Unit Issuances") were valued at $32.69 per share (the closing stock price of the Company's common stock on such date). The aggregate value of the awards was recorded as common stock and additional paid-in capital in the accompanying condensed consolidated balance sheet, with a corresponding increase to prepaid expense and other assets, and subsequently charged to expense ratably over the respective amortization periods of the Stock Unit Issuances. The following table summarizes the activity related to the Stock Unit Issuances during the six months ended June 30, 2015 : Restricted Stock Restricted Stock Units Deferred Stock Shares (In thousands) Weighted Average Exercise Price (Per share) Units (In thousands) Weighted Average Exercise Price (Per share) Units (In thousands) Weighted Average Exercise Price (Per share) Outstanding at January 1, 2015 44 $ 16.92 — $ — — $ — Granted 157 32.69 86 32.69 12 32.69 Vested/Converted to common stock (7 ) 19.16 — — — — Forfeited or expired — — — — — Outstanding at June 30, 2015 194 $ 29.59 86 $ 32.69 12 $ 32.69 Stock-based Compensation Expense The following table summarizes the Company’s stock-based compensation expense for the three and six months ended June 30, 2015 and 2014 (in thousands). Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Non-Employee stock option grants $ — $ 2,448 $ — $ 4,071 Company employee grants 3,782 1,389 7,002 4,262 Non-employee director grants 640 329 715 529 Total $ 4,422 $ 4,166 $ 7,717 $ 8,862 In accordance with SAB 14, the Company records stock-based compensation to the same line item on the statement of operations as the grantees' cash compensation. In addition, the Company records stock-based compensation expense to the same business segment on the statement of operations as the grantees' cash compensation for segment reporting purposes in accordance with ASC 280, "Segment Reporting." The following table summarizes the effect of the stock-based compensation for the three months ended June 30, 2015 and 2014 (in thousands): Three Months Ended June 30, 2015 Three Months Ended June 30, 2014 Hospitality and Management Services Vacation Interest Sales and Financing Corporate and Other Total Hospitality and Management Services Vacation Interest Sales and Financing Corporate and Other Total Management and member services $ 345 $ — $ — $ 345 $ 275 $ — $ — $ 275 Advertising, sales and marketing — 547 — 547 — 340 — 340 Vacation Interests carrying cost, net — 64 — 64 — 51 — 51 Loan portfolio — 100 — 100 — 79 — 79 General and administrative — — 3,366 3,366 — — 3,421 3,421 Total $ 345 $ 711 $ 3,366 $ 4,422 $ 275 $ 470 $ 3,421 $ 4,166 The following table summarizes the effect of the stock-based compensation for the six months ended June 30, 2015 and 2014 (in thousands): Six Months Ended June 30, 2015 Six Months Ended June 30, 2014 Hospitality and Vacation Corporate and Total Hospitality and Vacation Corporate and Total Management and member services $ 625 $ — $ — $ 625 $ 964 $ — $ — $ 964 Advertising, sales and marketing — 916 — 916 — 1,266 — 1,266 Vacation Interests carrying cost, net — 115 — 115 — 147 — 147 Loan portfolio — 181 — 181 — 236 — 236 General and administrative — — 5,880 5,880 — — 6,249 6,249 Total $ 625 $ 1,212 $ 5,880 $ 7,717 $ 964 $ 1,649 $ 6,249 $ 8,862 The following table summarizes the Company’s unrecognized stock-based compensation expense as of June 30, 2015 (dollars in thousands): Options Restricted Stock Restricted Stock Units Deferred Stock Total Unrecognized stock-based compensation expense $ 28,871 $ 4,974 $ 2,656 $ 345 $ 36,846 Weighted-average remaining amortization period (in years) 1.9 3.5 3.3 0.9 2.2 |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss (Notes) | 6 Months Ended |
Jun. 30, 2015 | |
Accumulated Other Comprehensive Income (loss) [Abstract] | |
Accumulated Other Comprehensive Loss | Note 22 — Accumulated Other Comprehensive Income (Loss) The components of accumulated other comprehensive income (loss) are as follows (in thousands): Cumulative Translation Adjustment Post-retirement Benefit Plan Other Total Balance, December 31, 2014 $ (17,716 ) $ (1,893 ) $ 48 $ (19,561 ) Period change (1,168 ) 86 (6 ) (1,088 ) Balance, June 30, 2015 $ (18,884 ) $ (1,807 ) $ 42 $ (20,649 ) |
Net income (loss) per share
Net income (loss) per share | 6 Months Ended |
Jun. 30, 2015 | |
Net income (loss) per share [Abstract] | |
Net Income (Loss) per Share | Note 23 — Net Income (Loss) Per Share The Company calculates net income (loss) per share in accordance with ASC Topic 260, "Earnings Per Share." Basic net income (loss) per share is calculated by dividing net income (loss) for common stockholders by the weighted-average number of common shares outstanding during the period. Diluted net income (loss) per common share is calculated by dividing net income (loss) by weighted-average common shares outstanding during the period plus potentially dilutive common shares, such as stock options and restricted stock. Dilutive potential common shares are calculated in accordance with the treasury stock method, which assumes that proceeds from the exercise of all options are used to repurchase common stock at market value. The amount of shares remaining after the proceeds are exhausted represents the potentially dilutive effect of the securities. For the three months ended June 30, 2014, potentially dilutive stock options and restricted stock excluded from the net income per share computation were 733,390 and 13,619 , respectively, as their effect would be antidilutive due to the net loss reported by the Company. There were no anti-dilutive securities for the other periods presented herein. The table below sets forth the computation of basic and diluted net income (loss) per share for the periods presented below (in thousands, except per share amounts): Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Computation of Basic Net Income (Loss) Per Share: Net income (loss) $ 36,870 $ (2,731 ) $ 62,845 $ 11,279 Weighted average shares outstanding 73,052 75,456 73,769 75,443 Basic net income (loss) per share $ 0.50 $ (0.04 ) $ 0.85 $ 0.15 Computation of Diluted Net Income (Loss) Per Share: Net income (loss) $ 36,870 $ (2,731 ) $ 62,845 $ 11,279 Weighted average shares outstanding 73,052 75,456 73,769 75,443 Effect of dilutive securities: Restricted stock, RSUs and deferred stock (a) 32 — 28 12 Options to purchase common stock 2,675 — 2,633 613 Shares for diluted net income (loss) per share 75,759 75,456 76,430 76,068 Diluted net income (loss) per share $ 0.49 $ (0.04 ) $ 0.82 $ 0.15 (a) Includes unvested dilutive restricted stock, RSUs and deferred stock that are subject to future forfeitures. |
Post-retirement Benefit Plan
Post-retirement Benefit Plan | 6 Months Ended |
Jun. 30, 2015 | |
Post-retirement Benefit Plan [Abstract] | |
Post-retirement Benefit Plan | Note 24 — Post-retirement Benefit Plan In 1999, the Company entered into a collective labor agreement with the employees at its resorts in St. Maarten (the "Collective Labor Agreement"), where the Company functioned as the HOA through December 31, 2014. The Collective Labor Agreement provides for an employee service allowance to be paid to employees upon their termination, resignation or retirement. Upon review of the Collective Labor Agreement, the Company determined that the employee service allowance should be accounted for as a defined benefit plan (the "Defined Benefit Plan") in accordance with the requirements of ASC 715, "Compensation—Retirement Benefits." The Company’s net obligation in respect of the Defined Benefit Plan is calculated by estimating the amount of future benefit that employees have earned in the current financial period and prior periods. The recording of the Defined Benefit Plan resulted in the recognition of (i) an unfunded pension liability of $2.7 million as of June 30, 2015 ; (ii) service costs, interest costs and amortized prior service costs of $0.1 million and $0.2 million for the three and six months ended June 30, 2015 ; and (iii) other comprehensive loss of $1.6 million for the accumulated benefit obligation of the Defined Benefit Plan related to the years prior to January 1, 2012. During each of the three and six months ended June 30, 2015 , benefits totaling $0.3 million were paid to employees in accordance with the Defined Benefit Plan. A summary of benefit obligations, fair value of plan assets and funded status is as follows (in thousands): Three Months Ended June 30, 2015 Six Months Ended June 30, 2015 Projected obligations at the beginning of the period $ 2,871 $ 2,825 Service costs 42 83 Interest costs 22 44 Losses — — Benefits paid (266 ) (283 ) Projected obligations at June 30, 2015 $ 2,669 $ 2,669 At June 30, 2015 and December 31, 2014 , the Company had no plan assets. The benefit obligation and plan assets as of June 30, 2015 and December 31, 2014 were as follows (in thousands): June 30, 2015 December 31, 2014 Fair value of plan assets $ — $ — Benefit obligation (2,669 ) (2,825 ) Unfunded obligation $ (2,669 ) $ (2,825 ) Weighted-average assumptions used to determine net periodic benefit cost for the three and six months ended June 30, 2015 and 2014 were as follows: Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Settlement (discount) rate 3.35 % 4.11 % 3.35 % 4.11 % Increase in future compensation 3.00 % 3.00 % 3.00 % 3.00 % Amounts recognized in accumulated other comprehensive loss as of June 30, 2015 and December 31, 2014 consisted of the following (in thousands): June 30, 2015 December 31, 2014 Net loss $ 223 $ 223 Prior year service cost 1,584 1,670 Total amounts included in accumulated other comprehensive loss $ 1,807 $ 1,893 Components of net periodic benefit costs for the six months ended June 30, 2015 and 2014 were as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Service cost $ 42 $ 42 $ 83 $ 84 Interest cost 22 25 44 49 Amortization of prior service costs 43 42 86 85 Net pension cost $ 107 $ 109 $ 213 $ 218 Other changes in plan assets and projected benefit obligations recognized in other comprehensive loss for the three and six months ended June 30, 2015 and 2014 were as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Net loss $ — $ — $ — $ — Amortization of prior service costs (43 ) (42 ) (86 ) (85 ) Total recognized in other comprehensive loss (43 ) (42 ) (86 ) (85 ) Net pension cost 107 109 213 218 Total recognized in net pension cost and other comprehensive loss $ 64 $ 67 $ 127 $ 133 The Defined Benefit Plan is expected to be deconsolidated from the Company's condensed consolidated financial statements beginning in the quarter ending September 30, 2015, when the labor agreements are expected to be executed to name the newly-created HOAs as the employer of the employees at the St. Maarten resorts, instead of the Company, at which point the Defined Benefit Plan will become an obligation of the HOAs. |
Segment Reporting
Segment Reporting | 6 Months Ended |
Jun. 30, 2015 | |
Segment Reporting [Abstract] | |
Segment Reporting | Note 25 — Segment Reporting The Company presents its results of operations in two segments: (i) hospitality and management services, which includes operations related to the management of resort properties and the Diamond Collections, operation of the Clubs, operations of the properties located in St. Maarten for which the Company functioned as the HOA through December 31, 2014, food and beverage venues owned and managed by the Company and the provision of other services and (ii) Vacation Interests sales and financing, which includes operations relating to the marketing and sales of Vacation Interests, as well as the consumer financing activities related to such sales. While certain line items reflected on the statement of operations and comprehensive income fall completely into one of these business segments, other line items relate to revenues or expenses that are applicable to more than one segment. For line items that are applicable to more than one segment, revenues or expenses are allocated by management, which involves significant estimates. Certain expense items (principally corporate interest expense and depreciation and amortization) are not, in management’s view, allocable to either of these business segments, as they apply to the entire Company. In addition, general and administrative expenses (which exclude hospitality and management services related overhead that is recovered from the HOAs and the Diamond Collections) are not allocated to either of these business segments because, historically, management has not allocated these expenses for purposes of evaluating the Company’s different operational divisions. Accordingly, these expenses are presented under corporate and other. Management believes that it is impracticable to allocate specific assets and liabilities related to each business segment. In addition, management does not review balance sheets by business segment as part of their evaluation of operating segment performances. Consequently, no balance sheet segment reports have been presented. Information about the Company’s operations in different business segments for the periods presented below is as follows: CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS BY BUSINESS SEGMENT For the Three Months Ended June 30, 2015 and 2014 (In thousands) (Unaudited) Three Months Ended June 30, 2015 Three Months Ended June 30, 2014 Hospitality and Management Services Vacation Interest Sales and Financing Corporate and Other Total Hospitality and Management Services Vacation Interest Sales and Financing Corporate and Other Total Revenues: Management and member services $ 42,039 $ — $ — $ 42,039 $ 39,219 $ — $ — $ 39,219 Consolidated resort operations 4,125 — — 4,125 9,621 — — 9,621 Vacation Interests sales, net of provision of $0, $20,811, $0, $20,811, $0, $12,843, $0, and $12,843, respectively — 150,281 — 150,281 — 130,005 — 130,005 Interest — 18,420 379 18,799 — 15,759 447 16,206 Other 2,411 13,847 — 16,258 3,173 10,790 — 13,963 Total revenues 48,575 182,548 379 231,502 52,013 156,554 447 209,014 Costs and Expenses: Management and member services 8,316 — — 8,316 5,881 — — 5,881 Consolidated resort operations 4,048 — — 4,048 8,675 — — 8,675 Vacation Interests cost of sales — 7,451 — 7,451 — 15,462 — 15,462 Advertising, sales and marketing — 84,878 — 84,878 — 71,107 — 71,107 Vacation Interests carrying cost, net — 9,373 — 9,373 — 6,729 — 6,729 Loan portfolio 326 1,855 — 2,181 268 2,091 — 2,359 Other operating — 7,338 — 7,338 — 5,266 — 5,266 General and administrative — — 23,531 23,531 — — 23,264 23,264 Depreciation and amortization — — 8,457 8,457 — — 8,269 8,269 Interest expense — 4,205 7,316 11,521 — 3,556 13,827 17,383 Loss on extinguishment of debt — — — — — — 46,807 46,807 Impairments and other write-offs — — 7 7 — — 35 35 Loss (gain) on disposal of assets — — 72 72 — — (149 ) (149 ) Total costs and expenses 12,690 115,100 39,383 167,173 14,824 104,211 92,053 211,088 Income (loss) before provision for income taxes 35,885 67,448 (39,004 ) 64,329 37,189 52,343 (91,606 ) (2,074 ) Provision for income taxes — — 27,459 27,459 — — 657 657 Net income (loss) $ 35,885 $ 67,448 $ (66,463 ) $ 36,870 $ 37,189 $ 52,343 $ (92,263 ) $ (2,731 ) CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS BY BUSINESS SEGMENT For the Six Months Ended June 30, 2015 and 2014 (In thousands) (Unaudited) Six Months Ended June 30, 2015 Six Months Ended June 30, 2014 Hospitality and Management Services Vacation Interest Sales and Financing Corporate and Other Total Hospitality and Management Services Vacation Interest Sales and Financing Corporate and Other Total Revenues: Management and member services $ 82,678 $ — $ — $ 82,678 $ 77,443 $ — $ — $ 77,443 Consolidated resort operations 7,334 — — 7,334 18,344 — — 18,344 Vacation Interests sales, net of provision of $0, $34,907, $0, $34,907, $0, $24,276, $0, and $24,276, respectively — 272,847 — 272,847 — 235,902 — 235,902 Interest — 36,836 765 37,601 — 31,016 864 31,880 Other 4,305 24,257 — 28,562 5,334 21,336 — 26,670 Total revenues 94,317 333,940 765 429,022 101,121 288,254 864 390,239 Costs and Expenses: Management and member services 16,397 — — 16,397 14,828 — — 14,828 Consolidated resort operations 7,749 — — 7,749 16,446 — — 16,446 Vacation Interests cost of sales — 8,589 — 8,589 — 28,364 — 28,364 Advertising, sales and marketing — 153,391 — 153,391 — 131,882 — 131,882 Vacation Interests carrying cost, net — 19,741 — 19,741 — 14,604 — 14,604 Loan portfolio 660 4,258 — 4,918 510 4,339 — 4,849 Other operating — 12,349 — 12,349 — 10,803 — 10,803 General and administrative — — 55,787 55,787 — — 47,456 47,456 Depreciation and amortization — — 17,097 17,097 — — 16,330 16,330 Interest expense — 8,123 15,002 23,125 — 6,925 27,073 33,998 Loss on extinguishment of debt — — — — — — 46,807 46,807 Impairments and other write-offs — — 12 12 — — 42 42 Loss (gain) on disposal of assets — — 38 38 — — (153 ) (153 ) Total costs and expenses 24,806 206,451 87,936 319,193 31,784 196,917 137,555 366,256 Income (loss) before provision for income taxes 69,511 127,489 (87,171 ) 109,829 69,337 91,337 (136,691 ) 23,983 Provision for income taxes — — 46,984 46,984 — — 12,704 12,704 Net income (loss) $ 69,511 $ 127,489 $ (134,155 ) $ 62,845 $ 69,337 $ 91,337 $ (149,395 ) $ 11,279 |
Loss on Extinguishment of Debt
Loss on Extinguishment of Debt (Notes) | 6 Months Ended |
Jun. 30, 2015 | |
Gain (loss) on extinguishment of debt [Abstract] | |
Loss on Extinguishment of Debt [Text Block] | Note 26 — Loss on Extinguishment of Debt On May 9, 2014, the Company repaid all outstanding indebtedness under its three inventory loans (previously entered into in connection with various business combinations) using a portion of the proceeds from the term loan portion of the Senior Credit Facility. The unamortized debt issuance costs on these inventory loans were recorded as a loss on extinguishment of debt. In addition, on May 9, 2014, the Company terminated its previous revolving credit facility in conjunction with its entry into the Senior Credit Facility and recorded the unamortized debt issuance costs as a loss on extinguishment of debt. On June 9, 2014, the Company redeemed the remaining outstanding principal amount under the Senior Secured Notes using a portion of the proceeds from the term loan portion of the Senior Credit Facility. As a result, $30.2 million of redemption premium, $9.4 million of unamortized debt issuance cost and $6.1 million unamortized debt discount were recorded as a loss on extinguishment of debt. See "Note 16—Borrowings" to the audited consolidated financial statements included in the 2014 Form 10-K for further detail on these transactions. Loss on extinguishment of debt consisted of the following for the periods listed below (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Senior Secured Notes $ — $ 45,767 $ — $ 45,767 Revolving credit facility — 932 — 932 Inventory loans — 108 — 108 Total loss on extinguishment of debt $ — $ 46,807 $ — $ 46,807 |
Subsequent events (Notes)
Subsequent events (Notes) | 6 Months Ended |
Jun. 30, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 27 — Subsequent Events On July 23, 2015, the Company received a $3.0 million first installment from its insurance carrier under its business interruption insurance policy related to business profits lost during the period that the Cabo Azul Resort remains closed as a result of the damage suffered in Hurricane Odile in September 2014. This cash receipt will be recorded as other revenue in the Company's condensed consolidated statement of operations for the quarter ending September 30, 2015. On July 28, 2015, the Company's board of directors authorized the expenditure of up to an additional $100 million for the repurchase of the Company's common stock under the Stock Repurchase Program. With the new authorization, approximately $109.8 million was available as of July 28, 2015 under the Stock Repurchase Program. Any repurchases under the expanded program will be made from time to time in accordance with applicable securities laws in the open market and/or in privately negotiated transactions and may include repurchases pursuant to Rule 10b5-1 trading plans. The expanded repurchase program does not obligate the Company to acquire any additional shares of common stock or impose any particular timetable for repurchases, and the program may be suspended or modified at any time at the Company’s discretion. The timing and amount of any stock repurchases will be determined by the Company’s management based on its evaluation of market conditions, the trading price of the stock, potential alternative uses of cash resources, applicable legal requirements, compliance with the provisions of the Company’s credit agreement, and other factors. The Senior Credit Facility limits the Company's ability to make restricted payments, including the payment of dividends or expenditures for stock repurchases. As of July 28, 2015, the available basket for restricted payments, including purchases under our Stock Repurchase Program, was approximately $89.3 million , subject to change based on the Company's future financial performance. On July 28, 2015, the Company entered into an agreement for the Purchase and Sale of Property (the “Agreement”) with Hawaii Funding LLC (the “Seller”), an affiliate of Och-Ziff Real Estate. The Agreement relates to the development by the Seller of a new resort, which is expected to consist of 144 units (the "Units"), on property located in Kona, Hawaii to be acquired by the Seller. Pursuant to the Agreement, the Company has agreed to purchase all of the Units, subject to the satisfaction of specified conditions. The Seller’s delivery of the Units to the Company, which is expected to begin in the first quarter of 2017 and continue through mid-2018, is subject to various conditions precedent and rights of the parties. Effective July 28, 2015, B. Scott Minerd resigned as a member of the Company's board of directors. Mr. Minerd's resignation did not involve a disagreement on any matter relating to the Company's operations, policies, or practices. On July 29, 2015, the Company completed a securitization transaction involving the issuance of $170.0 million of investment-grade securities, consisting of two tranches of vacation ownership loan-backed notes. The interest rates for the $158.5 million Class A tranche notes and the $11.5 million Class B tranche notes are 2.7% and 3.2% , respectively. The overall weighted average interest rate is 2.8% . The advance rate for this transaction is 96.0% . The proceeds from the DROT 2015-1 Notes were used to repay all of the outstanding balance plus accrued interest under the Conduit Facility, as well as to pay debt issuance cost related to the DROT 2015-1 Notes with the remaining proceeds transferred to the Company for general corporate use. |
Summary of Significant Accoun36
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2015 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of Consolidation —The accompanying condensed consolidated financial statements include all subsidiaries of the Company. All significant intercompany transactions and balances have been eliminated from the accompanying condensed consolidated financial statements. |
Use of Estimates | Use of Estimates —The preparation of financial statements in conformity with U.S. GAAP requires the Company to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses. On an ongoing basis, the Company evaluates its estimates and assumptions, including those related to revenue, bad debts, unsold Vacation Interests, net, Vacation Interests cost of sales, stock-based compensation expense and income taxes. These estimates are based on historical experience and various other assumptions that management believes are reasonable under the circumstances. The results of the Company's analyses form the basis for making assumptions about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions, and the impact of such differences may be material to the Company's condensed consolidated financial statements. |
Vacation Interest Sales Revenue, Net | Vacation Interests Sales, Net —Vacation Interests sales, net is comprised of Vacation Interests sales, net of a provision for uncollectible Vacation Interests sales, both of which are accounted for in accordance with Accounting Standards Codification (“ASC”) 978, “Real Estate-Time-Sharing Activities” ("ASC 978"). Vacation Interests sales consist of revenue from the sale of points, which can be utilized for vacations at any of the resorts in the Company's network for varying lengths of stay, net of an amount equal to the expense associated with certain sales incentives. A variety of sales incentives are routinely provided as sales tools. Sales centers have predetermined budgets for sales incentives and manage the use of incentives accordingly. A provision for uncollectible Vacation Interests sales is recorded upon completion of each financed sale. The provision is calculated based on historical default experience associated with the customer's Fair Isaac Corporation ("FICO") credit score. Additionally, the Company analyzes its allowance for loan and contract losses quarterly and makes adjustments based on current trends in consumer loan delinquencies and defaults and other criteria, if necessary. All of the Company's Vacation Interests sales, net is allocated to the Vacation Interests sales and financing business segment. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In May 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2014-09, Revenue from Contracts with Customers, which supersedes most of the current revenue recognition requirements. The core principle of this guidance is that an entity is required to 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. New disclosures about the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers are also required. Entities must adopt the new guidance using one of two retrospective application methods. This guidance was to be effective for the Company for its quarter ending March 31, 2017; however, the FASB recently approved a one-year deferral of the effective date of this guidance, which is now the quarter ending March 31, 2018 for the Company. Early adoption is permitted as of the original effective date. The Company is currently evaluating the standard to determine the impact of the adoption of this guidance on its financial statements. In January 2015, the FASB issued ASU No. 2015-01, Income Statement-Extraordinary and Unusual Items ("ASU No. 2015-01"), which eliminates from U.S. GAAP the concept of extraordinary items. Extraordinary items are events and transactions that are distinguished by their unusual nature and by the infrequency of their occurrence. ASU No. 2015-01 simplifies income statement presentation by altogether removing the concept of extraordinary items from consideration. ASU No. 2015-01 is effective for annual periods, and interim periods within those annual periods, beginning after December 15, 2015. The Company will adopt ASU No. 2015-01 as of its quarter ending March 31, 2016. The Company believes that the adoption of this update will not have a material impact on its financial statements. In February 2015, the FASB issued ASU No. 2015-02, Consolidation (“ASU No. 2015-02”), which is intended to respond to stakeholders’ concerns about the current accounting guidance for certain legal entities. The amendments update the analysis of consolidation for limited partnerships, contractual fee arrangements and investment funds, as well as include additional guidance on the effect of related parties. The amendments in ASU No. 2015-02 are effective for public business entities for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2015. Early adoption is permitted, including adoption in an interim period. The amendments in ASU No. 2015-02 may be applied retrospectively or using a modified retrospective approach by recording a cumulative-effect adjustment to equity as of the beginning of the fiscal year of adoption. The Company is currently evaluating the standard to determine the impact of its adoption on its financial statements. In April 2015, the FASB issued ASU No. 2015-03, Interest - Imputation of Interest ("ASU No. 2015-03"), which is intended to simplify the presentation of debt issuance costs. The amendments in ASU No. 2015-03 require that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The recognition and measurement guidance for debt issuance costs are not affected by the amendments in ASU No. 2015-03. ASU No. 2015-03 is effective for annual periods, and interim periods within those annual periods, beginning after December 15, 2015. The Company will adopt ASU No. 2015-03 as of its quarter ending March 31, 2016. The Company believes that the adoption of this update will result in a reclassification between assets and liabilities but will have no other impact on its financial statements. In April 2015, the FASB issued ASU No. 2015-05, Intangibles - Goodwill and Other - Internal-use Software ("ASU No. 2015-05"), which provides guidance to customers about whether a cloud computing arrangement includes a software license and, if so, how the software license element of the arrangement should be accounted for by the customer. ASU No. 2015-05 is effective for annual periods, and interim periods within those annual periods, beginning after December 15, 2015. The Company will adopt ASU No. 2015-05 as of its quarter ending March 31, 2016. The Company believes that the adoption of this update will not have a material impact on its financial statements. |
Summary of Significant Accoun37
Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Accounting Policies [Abstract] | |
Vacation interest sales, net of provision | Vacation Interests sales, net consisted of the following for the three and six months ended June 30, 2015 and 2014 (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Vacation Interests sales $ 171,092 $ 142,848 $ 307,754 $ 260,178 Provision for uncollectible Vacation Interests sales (20,811 ) (12,843 ) (34,907 ) (24,276 ) Vacation Interests sales, net $ 150,281 $ 130,005 $ 272,847 $ 235,902 |
Cash in Escrow and Restricted38
Cash in Escrow and Restricted Cash (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Cash in Escrow and Restricted Cash [Abstract] | |
Schedule of Restricted Cash and Cash Equivalents | Cash in escrow and restricted cash as of the dates presented below consisted of the following (in thousands): June 30, 2015 December 31, 2014 Securitization and Funding Facilities collection and reserve cash $ 31,260 $ 39,784 Collected on behalf of HOAs 23,592 15,970 Rental trust 17,530 12,556 Escrow 10,284 9,830 Bonds and deposits 876 882 Other 6,871 1,892 Total cash in escrow and restricted cash $ 90,413 $ 80,914 |
Mortgages and Contracts Recei39
Mortgages and Contracts Receivable and Allowance for Loan and Contract Losses (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Financing Receivable, Net [Abstract] | |
Schedule of Accounts, Notes, Loans and Financing Receivable | Mortgages and contracts receivable, net as of the dates presented below consisted of the following (in thousands): June 30, 2015 December 31, 2014 Mortgages and contracts receivable, originated $ 626,819 $ 567,564 Mortgages and contracts receivable, purchased 34,220 41,059 Mortgages and contracts receivable, contributed 76 154 Mortgages and contracts receivable, gross 661,115 608,777 Allowance for loan and contract losses (145,830 ) (130,639 ) Deferred profit on Vacation Interests transactions (1,492 ) (1,625 ) Deferred loan and contract origination costs, net of accumulated amortization 13,040 12,253 Inventory value of defaulted mortgages that were previously contributed or acquired 8,236 9,587 Premium on mortgages and contracts receivable, net of accumulated amortization 276 309 Mortgages and contracts receivable, net $ 535,345 $ 498,662 Other receivables, net as of the dates presented below consisted of the following (in thousands): June 30, 2015 December 31, 2014 Receivables related to sampler programs, net $ 11,457 $ 17,516 Mortgage and contracts interest receivable 6,518 6,382 Rental receivables and other resort management-related receivables, net 3,344 3,972 Club dues receivable, net 3,104 27,160 Tax refund receivable 1,945 2,070 Other receivables 1,826 2,721 Total other receivables, net of allowances of $11,031 and $10,052, respectively $ 28,194 $ 59,821 |
Allowance for Credit Losses on Financing Receivables | Activity in the allowance for loan and contract losses associated with mortgages and contracts receivable as of the dates presented below consisted of the following (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Balance, beginning of period $ 135,701 $ 108,762 $ 130,639 $ 105,590 Provision for uncollectible Vacation Interests sales (a) 20,874 13,120 34,836 24,292 Mortgages and contracts receivable charged off (11,134 ) (7,886 ) (20,503 ) (16,737 ) Recoveries 379 575 857 1,422 Effect of translation rate 10 6 1 10 Balance, end of period $ 145,830 $ 114,577 $ 145,830 $ 114,577 _____________ (a) The provision for uncollectible Vacation Interests sales in the table above shows activity in the allowance for loan and contract losses associated with mortgages and contracts receivable and is exclusive of ASC 978 adjustments related to deferred revenue. The ASC 978 adjustments decreased the provision for uncollectible Vacation Interests sales as presented in the accompanying condensed consolidated statement of operations and comprehensive income (loss) by $0.1 million for the three months ended June 30, 2015 and by $0.3 million for the three months ended June 30, 2014 , respectively. The ASC 978 adjustments increased the provision for uncollectible Vacation Interests sales by $0.1 million for the six months ended June 30, 2015 and decreased the provision by a de minimis amount for the six months ended June 30, 2014 . |
Financing Receivable Credit Quality Indicators | A summary of the credit quality and aging as of the dates presented below is as follows (in thousands): As of June 30, 2015 FICO Credit Scores Current 31-60 61-90 91-120 121-150 151-180 Total >799 $ 61,664 $ 410 $ 200 $ 453 $ 299 $ 275 $ 63,301 700-799 335,014 3,034 2,032 2,073 2,212 3,091 347,456 600-699 192,002 6,037 3,420 2,179 2,622 3,200 209,460 <600 19,889 1,556 784 391 381 418 23,419 No FICO Credit Scores 15,601 749 356 269 289 215 17,479 $ 624,170 $ 11,786 $ 6,792 $ 5,365 $ 5,803 $ 7,199 $ 661,115 As of December 31, 2014 FICO Credit Scores Current 31-60 61-90 91-120 121-150 151-180 Total >799 $ 56,005 $ 487 $ 215 $ 190 $ 143 $ 155 $ 57,195 700-799 305,636 4,276 1,338 1,396 1,335 1,050 315,031 600-699 178,550 6,313 2,687 2,034 1,891 1,674 193,149 <600 19,992 1,833 895 545 406 450 24,121 No FICO Credit Scores 17,262 817 449 361 230 162 19,281 $ 577,445 $ 13,726 $ 5,584 $ 4,526 $ 4,005 $ 3,491 $ 608,777 |
Transactions with Related Par40
Transactions with Related Parties (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Related Party Transactions [Abstract] | |
Schedule of Related Party Transactions | Due from related parties, net as of the dates presented below consisted of the following (in thousands): June 30, 2015 December 31, 2014 Amounts due from HOAs $ 19,114 $ 29,924 Amounts due from Diamond Collections 19,100 21,283 Amounts due from other 238 444 Total due from related parties, net $ 38,452 $ 51,651 Due to related parties, net as of the dates presented below consisted of the following (in thousands): June 30, 2015 December 31, 2014 Amounts due to HOAs $ 44,861 $ 14,788 Amounts due to Diamond Collections 51,048 19,944 Amounts due to other 28 36 Total due to related parties, net $ 95,937 $ 34,768 |
Prepaid Expenses and Other As41
Prepaid Expenses and Other Assets, Net (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Other Assets Disclosure | Prepaid expenses and other assets, net as of the dates presented below consisted of the following (in thousands): June 30, 2015 December 31, 2014 Unamortized maintenance fees $ 47,055 $ — Debt issuance costs, net 20,550 20,826 Deferred commissions 16,661 18,492 Vacation Interests purchases in transit 16,092 20,058 Prepaid member benefits and affinity programs 10,261 4,362 Deferred stock-based compensation 7,975 — Deferred inventory recovery agreements 5,292 — Prepaid insurance 4,014 2,764 Other inventory or consumables 3,936 4,067 Prepaid sales and marketing costs 3,236 2,393 Deposits and advances 2,589 3,186 Prepaid maintenance fees 2,444 3,317 Investment in joint venture in Asia 1,500 — Prepaid rent 872 995 Prepaid professional fees 604 1,048 Prepaid postage 596 168 Unamortized exchange fees 473 71 Assets to be disposed (not actively marketed) 256 253 Other 6,123 4,439 Total prepaid expenses and other assets, net $ 150,529 $ 86,439 |
Unsold Vacation Interests, Ne42
Unsold Vacation Interests, Net (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Unsold Vacation Interests, Net [Abstract] | |
Schedule of Inventory, Current [Table Text Block] | Unsold Vacation Interests, net as of the dates presented below consisted of the following (in thousands): June 30, 2015 December 31, 2014 Completed unsold Vacation Interests, net $ 272,890 $ 230,137 Undeveloped land 31,956 24,326 Vacation Interests construction in progress 13,157 7,709 Unsold Vacation Interests, net $ 318,003 $ 262,172 |
Activity Related to unsold Vacation Interests | Activity related to unsold Vacation Interests, net for the periods presented below consisted of the following (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Balance, beginning of period $ 283,926 $ 293,653 $ 262,172 $ 298,110 Transfers (to) from assets held for sale (177 ) — 12,982 — Vacation Interests cost of sales (7,451 ) (15,462 ) (8,589 ) (28,364 ) Inventory recovery — North America 16,454 14,241 15,697 18,579 Inventory recovery — Europe 2,459 3,445 3,080 3,718 Open market and bulk purchases 9,104 908 13,400 1,532 Accrued bulk purchases — — 1,466 1,810 Capitalized legal, title and trust fees 4,419 911 7,677 1,497 Transfer of construction-in-progress to property and equipment, net — (5,616 ) — (5,616 ) Construction in progress 5,898 110 7,806 491 Loan default recoveries, net 563 414 2,176 849 Effect of foreign currency translation 2,472 825 (464 ) 1,119 Other 336 (1,181 ) 600 (1,477 ) Balance, end of period $ 318,003 $ 292,248 $ 318,003 $ 292,248 |
Inventory Disclosure | Note 9 — Unsold Vacation Interests, Net Unsold Vacation Interests, net as of the dates presented below consisted of the following (in thousands): June 30, 2015 December 31, 2014 Completed unsold Vacation Interests, net $ 272,890 $ 230,137 Undeveloped land 31,956 24,326 Vacation Interests construction in progress 13,157 7,709 Unsold Vacation Interests, net $ 318,003 $ 262,172 Included in completed unsold Vacation Interests, net above is certain property in Cabo, Mexico with a cost basis of $5.7 million , which is subject to an agreement that grants a third-party an option to purchase the property. This property no longer qualified as assets held for sale as of June 30, 2015. Activity related to unsold Vacation Interests, net for the periods presented below consisted of the following (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Balance, beginning of period $ 283,926 $ 293,653 $ 262,172 $ 298,110 Transfers (to) from assets held for sale (177 ) — 12,982 — Vacation Interests cost of sales (7,451 ) (15,462 ) (8,589 ) (28,364 ) Inventory recovery — North America 16,454 14,241 15,697 18,579 Inventory recovery — Europe 2,459 3,445 3,080 3,718 Open market and bulk purchases 9,104 908 13,400 1,532 Accrued bulk purchases — — 1,466 1,810 Capitalized legal, title and trust fees 4,419 911 7,677 1,497 Transfer of construction-in-progress to property and equipment, net — (5,616 ) — (5,616 ) Construction in progress 5,898 110 7,806 491 Loan default recoveries, net 563 414 2,176 849 Effect of foreign currency translation 2,472 825 (464 ) 1,119 Other 336 (1,181 ) 600 (1,477 ) Balance, end of period $ 318,003 $ 292,248 $ 318,003 $ 292,248 In September 2014, Hurricane Odile, a Category 4 hurricane, inflicted widespread damage on the Baja California peninsula, particularly in the state of Baja California Sur, in which the Cabo Azul Resort, one of the Company's managed resorts, is located. The hurricane caused significant damage to the buildings as well as the facilities and amenities at the Cabo Azul Resort, including the unsold Vacation Interests, net owned by the Company; however, management believes the Company has sufficient property insurance coverage so that damage caused by Hurricane Odile will not have a material impact on the Company's unsold Vacation Interests, net. See "Note 2—Summary of Significant Accounting Policies" to the audited consolidated financial statements included in the 2014 Form 10-K for further discussion of unsold Vacation Interests, net. |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property and equipment, net as of the dates presented below consisted of the following (in thousands): June 30, 2015 December 31, 2014 Land and improvements $ 19,283 $ 19,335 Buildings and leasehold improvements 44,829 44,320 Furniture and office equipment 20,781 19,248 Computer software 40,224 33,465 Computer equipment 16,884 15,641 Construction in progress 455 271 Property and equipment, gross 142,456 132,280 Less accumulated depreciation (68,982 ) (61,409 ) Property and equipment, net $ 73,474 $ 70,871 |
Other Intangible Assets, Net (T
Other Intangible Assets, Net (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Finite-Lived Intangible Assets | Other intangible assets, net consisted of the following as of June 30, 2015 (in thousands): Gross Carrying Cost Accumulated Amortization Net Book Value Management contracts $ 201,761 $ (52,060 ) $ 149,701 Member relationships and the Clubs 55,672 (38,541 ) 17,131 Marketing easement rights 8,717 (218 ) 8,499 Distributor relationships and other 5,121 (2,151 ) 2,970 Total other intangible assets $ 271,271 $ (92,970 ) $ 178,301 Other intangible assets, net consisted of the following as of December 31, 2014 (in thousands): Gross Carrying Cost Accumulated Amortization Net Book Value Management contracts $ 201,997 $ (45,218 ) $ 156,779 Member relationships and the Clubs 55,784 (36,789 ) 18,995 Distributor relationships and other 4,851 (1,839 ) 3,012 Total other intangible assets $ 262,632 $ (83,846 ) $ 178,786 |
Accrued Liabilities (Tables)
Accrued Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Accrued Liabilities Disclosure [Abstract] | |
Schedule of Accrued Liabilities | Accrued liabilities as of the dates presented below consisted of the following (in thousands): June 30, 2015 December 31, 2014 Liability for unrecognized tax benefit $ 46,886 $ 23,857 Accrued payroll and related 28,333 32,925 Accrued commissions 16,982 17,496 Accrued marketing expenses 15,967 14,953 Accrued other taxes 14,833 15,526 Accrued insurance 8,681 5,703 Accrued escrow liability 3,500 3,005 Accrued operating lease liabilities 3,150 3,503 Accrued professional fees 3,052 2,300 Accrued exchange company fees 2,259 2,169 Deposits on pending sale of assets 832 1,794 Accrued interest 636 452 Accrued contingent litigation liabilities 569 70 Accrued call center costs 350 913 Accrued liability related to business combinations — 2,428 Other 8,571 7,586 Total accrued liabilities $ 154,601 $ 134,680 |
Assets Held for sale (Tables)
Assets Held for sale (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Assets Held for Sale [Abstract] | |
Disclosure of Long Lived Assets Held-for-sale | Assets held for sale as of the dates presented below consisted of the following (in thousands): June 30, 2015 December 31, 2014 Certain units in Cabo, Mexico $ 154 $ 5,855 Vacant land in Orlando, Florida — 4,000 Vacant land in Kona, Hawaii — 3,600 Points equivalent of unsold units and resorts in Europe 1,232 997 Total assets held for sale $ 1,386 $ 14,452 |
Deferred Revenues (Tables)
Deferred Revenues (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Deferred Revenue Disclosure [Abstract] | |
Deferred Revenue, by Arrangement, Disclosure | Deferred revenues as of the dates presented below consisted of the following (in thousands): June 30, 2015 December 31, 2014 Deferred Sampler Packages revenue $ 60,332 $ 64,403 Club deferred revenue 20,736 40,044 Accrued guest deposits 7,275 6,482 Deferred maintenance and reserve fee revenue — 7,552 Deferred amenity fee revenue 1,252 63 Other 4,138 6,453 Total deferred revenues $ 93,733 $ 124,997 |
Borrowings (Tables)
Borrowings (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | The following table presents selected information on the Company’s borrowings as of the dates presented below (dollars in thousands): June 30, 2015 December 31, 2014 Principal Weighted Maturity Gross Amount of Mortgages and Contracts as Collateral Borrowing / Funding Availability Principal Senior Credit Facility $ 424,666 5.5% 5/9/2021 $ — $ 25,000 $ 442,775 Original issue discount related to Senior Credit (1,908 ) — — (2,055 ) Notes payable-insurance policies (1) 6,092 2.8% Various — — 4,286 Notes payable-other (1) 161 5.0% Various — — 321 Total Corporate Indebtedness 429,011 — 25,000 445,327 Notes payable-other (1)(2) 2 —% 11/18/2015 — — 5 Total Non-Recourse Indebtedness other than Securitization Notes and Funding Facilities 2 — — 5 Diamond Resorts Owners Trust Series 2014-1 (2) 186,340 2.6% 5/20/2027 197,180 — 247,992 Conduit Facility (2) 142,955 2.8% 4/10/2017 157,757 57,045 (3) — Diamond Resorts Owner Trust Series 2013-2 (2) 105,661 2.3% 5/20/2026 117,401 — 131,952 DRI Quorum Facility and Island One Quorum Funding Facility(2) 38,872 5.6% Various 46,593 41,128 (3) 52,315 Diamond Resorts Owner Trust Series 2013-1 (2) 36,187 2.0% 1/20/2025 40,208 — 42,838 Diamond Resorts Owner Trust Series 2011-1 (2) 14,389 4.0% 3/20/2023 15,147 — 17,124 Original issue discount related to Diamond (127 ) — — (156 ) Diamond Resorts Tempus Owner Trust 2013 (2) 12,173 6.0% 12/20/2023 17,643 — 17,143 Total Securitization Notes and Funding Facilities 536,450 591,929 98,173 509,208 Total $ 965,463 $ 591,929 $ 123,173 $ 954,540 (1) Other notes payable (2) Non-recourse indebtedness (3) Borrowing / funding availability is calculated as the difference between the maximum commitment amount and the outstanding principal balance; however, the actual availability is dependent on the amount of eligible loans that serve as the collateral for such borrowings. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value, by Balance Sheet Grouping | The carrying values and estimated fair values of the Company's financial instruments as of June 30, 2015 were as follows (in thousands): Carrying Value Total Estimated Fair Value Estimated Fair Value (Level 2) Estimated Fair Value (Level 3) Assets: Mortgages and contracts receivable, net $ 535,345 $ 535,345 $ — $ 535,345 Total assets $ 535,345 $ 535,345 $ — $ 535,345 Liabilities: Senior Credit Facility, net $ 422,758 $ 422,758 $ 422,758 $ — Securitization notes and Funding Facilities, net 536,450 536,304 536,304 — Notes payable 6,255 6,255 6,255 — Total liabilities $ 965,463 $ 965,317 $ 965,317 $ — The carrying values and estimated fair values of the Company's financial instruments as of December 31, 2014 were as follows (in thousands): Carrying Value Total Estimated Fair Value Estimated Fair Value (Level 2) Estimated Fair Value (Level 3) Assets: Mortgages and contracts receivable, net $ 498,662 $ 498,662 $ — $ 498,662 Total assets $ 498,662 $ 498,662 $ — $ 498,662 Liabilities: Senior Credit Facility, net $ 440,720 $ 440,720 $ 440,720 $ — Securitization notes and Funding Facilities, net 509,208 512,706 512,706 — Notes payable 4,612 4,612 4,612 — Total liabilities $ 954,540 $ 958,038 $ 958,038 $ — The following table summarizes the information regarding the Company's derivative instruments as of the dates presented below (in thousands): As of June 30, 2015 As of December 31, 2014 Carrying Value Total Estimated Fair Value Carrying Value Total Estimated Fair Value Assets: Interest rate cap agreement (a) $ 292 $ 292 $ — $ — Total Assets $ 292 $ 292 $ — $ — Liabilities: Interest rate swap agreement (a) $ 81 $ 81 $ — $ — Total Liabilities $ 81 $ 81 $ — $ — (a) Values associated with the June 2015 Cap are included in the prepaid expenses and other assets, net category of the accompanying condensed consolidated balance sheet. Values associated with the March 2015 Swap are presented under the derivative liability category of the accompanying condensed consolidated balance sheet. |
Stock Repurchase Program (Table
Stock Repurchase Program (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Equity [Abstract] | |
Class of Treasury Stock [Table Text Block] | The following table summarizes stock repurchase activity under the Stock Repurchase Program: Shares Cost (In thousands) Average Price Per Share From inception through December 31, 2014 642,900 $ 16,077 $ 24.97 For the six months ended June 30, 2015 (a) 2,282,192 74,126 32.48 Total from inception through June 30, 2015 (a) 2,925,092 (b) $ 90,203 $ 30.82 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Stock-Based Compensation [Abstract] | |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | The fair value per share information, including related assumptions, used to determine compensation cost for the Company’s non-qualified stock options consistent with the requirements of ASC 718 and ASC 505, consisted of the following for the following periods: Six Months Ended June 30, 2015 Six Months Ended June 30, 2014 Company Employees Non-Employees Company Employees Weighted average fair value per share $ 10.0 $ 13.6 $ 8.0 Expected stock price volatility 44.9 % 52.7 % 52.8 % Expected option life (in years) 5.86 6.00 6.00 Risk-free interest rate 1.71 % 1.71 % 1.71 % Expected annual dividend yield — % — % — % |
Schedule of Share-based Compensation, Shares Authorized under Stock Option Plans, by Exercise Price Range | Stock option activity related to stock option grants issued to the employees of the Company during the six months ended June 30, 2015 was as follows: Company Employees Options (In thousands) Weighted-Average Exercise Price Weighted-Average Remaining Contractual Term (Years) Aggregate Intrinsic Value (In thousands) Outstanding at January 1, 2015 7,868 $ 15.02 8.8 $ 101,336 Granted 1,067 32.69 Exercised (138 ) — Forfeited — — Outstanding at June 30, 2015 8,797 $ 17.15 8.4 $ 126,699 Exercisable at June 30, 2015 5,568 $ 15.00 8.1 $ 92,170 |
Schedule of Nonvested Share Activity | The following table summarizes the Company’s unvested stock option activity for the six months ended June 30, 2015 : Company Employees Options (In thousands) Weighted-Average Exercise Price (Per Share) Unvested at January 1, 2015 2,536 $ 16.37 Granted 1,067 32.69 Vested (374 ) 18.63 Forfeited or expired — — Unvested at June 30, 2015 3,229 $ 21.48 |
Schedule of Share-based Compensation, Restricted Stock Units Award Activity | The following table summarizes the activity related to the Stock Unit Issuances during the six months ended June 30, 2015 : Restricted Stock Restricted Stock Units Deferred Stock Shares (In thousands) Weighted Average Exercise Price (Per share) Units (In thousands) Weighted Average Exercise Price (Per share) Units (In thousands) Weighted Average Exercise Price (Per share) Outstanding at January 1, 2015 44 $ 16.92 — $ — — $ — Granted 157 32.69 86 32.69 12 32.69 Vested/Converted to common stock (7 ) 19.16 — — — — Forfeited or expired — — — — — Outstanding at June 30, 2015 194 $ 29.59 86 $ 32.69 12 $ 32.69 |
Schedule of Employee Service Share-based Compensation, Allocation of Recognized Period Costs | The following table summarizes the Company’s stock-based compensation expense for the three and six months ended June 30, 2015 and 2014 (in thousands). Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Non-Employee stock option grants $ — $ 2,448 $ — $ 4,071 Company employee grants 3,782 1,389 7,002 4,262 Non-employee director grants 640 329 715 529 Total $ 4,422 $ 4,166 $ 7,717 $ 8,862 The following table summarizes the effect of the stock-based compensation for the three months ended June 30, 2015 and 2014 (in thousands): Three Months Ended June 30, 2015 Three Months Ended June 30, 2014 Hospitality and Management Services Vacation Interest Sales and Financing Corporate and Other Total Hospitality and Management Services Vacation Interest Sales and Financing Corporate and Other Total Management and member services $ 345 $ — $ — $ 345 $ 275 $ — $ — $ 275 Advertising, sales and marketing — 547 — 547 — 340 — 340 Vacation Interests carrying cost, net — 64 — 64 — 51 — 51 Loan portfolio — 100 — 100 — 79 — 79 General and administrative — — 3,366 3,366 — — 3,421 3,421 Total $ 345 $ 711 $ 3,366 $ 4,422 $ 275 $ 470 $ 3,421 $ 4,166 |
Disclosure of Share-based Compensation Arrangements by Share-based Payment Award | The following table summarizes the effect of the stock-based compensation for the six months ended June 30, 2015 and 2014 (in thousands): Six Months Ended June 30, 2015 Six Months Ended June 30, 2014 Hospitality and Vacation Corporate and Total Hospitality and Vacation Corporate and Total Management and member services $ 625 $ — $ — $ 625 $ 964 $ — $ — $ 964 Advertising, sales and marketing — 916 — 916 — 1,266 — 1,266 Vacation Interests carrying cost, net — 115 — 115 — 147 — 147 Loan portfolio — 181 — 181 — 236 — 236 General and administrative — — 5,880 5,880 — — 6,249 6,249 Total $ 625 $ 1,212 $ 5,880 $ 7,717 $ 964 $ 1,649 $ 6,249 $ 8,862 |
Deferred Charges, Policy | The following table summarizes the Company’s unrecognized stock-based compensation expense as of June 30, 2015 (dollars in thousands): Options Restricted Stock Restricted Stock Units Deferred Stock Total Unrecognized stock-based compensation expense $ 28,871 $ 4,974 $ 2,656 $ 345 $ 36,846 Weighted-average remaining amortization period (in years) 1.9 3.5 3.3 0.9 2.2 |
Accumulated Other Comprehensi52
Accumulated Other Comprehensive Loss (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Accumulated Other Comprehensive Income (loss) [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) | The components of accumulated other comprehensive income (loss) are as follows (in thousands): Cumulative Translation Adjustment Post-retirement Benefit Plan Other Total Balance, December 31, 2014 $ (17,716 ) $ (1,893 ) $ 48 $ (19,561 ) Period change (1,168 ) 86 (6 ) (1,088 ) Balance, June 30, 2015 $ (18,884 ) $ (1,807 ) $ 42 $ (20,649 ) |
Net Income (loss) per share (Ta
Net Income (loss) per share (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Net income (loss) per share [Abstract] | |
Schedule of Earnings Per Share, Basic, by Common Class, Including Two Class Method | The table below sets forth the computation of basic and diluted net income (loss) per share for the periods presented below (in thousands, except per share amounts): Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Computation of Basic Net Income (Loss) Per Share: Net income (loss) $ 36,870 $ (2,731 ) $ 62,845 $ 11,279 Weighted average shares outstanding 73,052 75,456 73,769 75,443 Basic net income (loss) per share $ 0.50 $ (0.04 ) $ 0.85 $ 0.15 Computation of Diluted Net Income (Loss) Per Share: Net income (loss) $ 36,870 $ (2,731 ) $ 62,845 $ 11,279 Weighted average shares outstanding 73,052 75,456 73,769 75,443 Effect of dilutive securities: Restricted stock, RSUs and deferred stock (a) 32 — 28 12 Options to purchase common stock 2,675 — 2,633 613 Shares for diluted net income (loss) per share 75,759 75,456 76,430 76,068 Diluted net income (loss) per share $ 0.49 $ (0.04 ) $ 0.82 $ 0.15 |
Post-retirement Benefit Plan (T
Post-retirement Benefit Plan (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Post-retirement Benefit Plan [Abstract] | |
Schedule of Changes in Projected Benefit Obligations | A summary of benefit obligations, fair value of plan assets and funded status is as follows (in thousands): Three Months Ended June 30, 2015 Six Months Ended June 30, 2015 Projected obligations at the beginning of the period $ 2,871 $ 2,825 Service costs 42 83 Interest costs 22 44 Losses — — Benefits paid (266 ) (283 ) Projected obligations at June 30, 2015 $ 2,669 $ 2,669 |
Schedule of Defined Benefit Plans Disclosures | At June 30, 2015 and December 31, 2014 , the Company had no plan assets. The benefit obligation and plan assets as of June 30, 2015 and December 31, 2014 were as follows (in thousands): June 30, 2015 December 31, 2014 Fair value of plan assets $ — $ — Benefit obligation (2,669 ) (2,825 ) Unfunded obligation $ (2,669 ) $ (2,825 ) |
Schedule of Assumptions Used | Weighted-average assumptions used to determine net periodic benefit cost for the three and six months ended June 30, 2015 and 2014 were as follows: Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Settlement (discount) rate 3.35 % 4.11 % 3.35 % 4.11 % Increase in future compensation 3.00 % 3.00 % 3.00 % 3.00 % |
Schedule of Net Benefit Costs | Components of net periodic benefit costs for the six months ended June 30, 2015 and 2014 were as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Service cost $ 42 $ 42 $ 83 $ 84 Interest cost 22 25 44 49 Amortization of prior service costs 43 42 86 85 Net pension cost $ 107 $ 109 $ 213 $ 218 |
Schedule of Amounts Recognized in Other Comprehensive Income (Loss) | Other changes in plan assets and projected benefit obligations recognized in other comprehensive loss for the three and six months ended June 30, 2015 and 2014 were as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Net loss $ — $ — $ — $ — Amortization of prior service costs (43 ) (42 ) (86 ) (85 ) Total recognized in other comprehensive loss (43 ) (42 ) (86 ) (85 ) Net pension cost 107 109 213 218 Total recognized in net pension cost and other comprehensive loss $ 64 $ 67 $ 127 $ 133 Amounts recognized in accumulated other comprehensive loss as of June 30, 2015 and December 31, 2014 consisted of the following (in thousands): June 30, 2015 December 31, 2014 Net loss $ 223 $ 223 Prior year service cost 1,584 1,670 Total amounts included in accumulated other comprehensive loss $ 1,807 $ 1,893 |
Segment Reporting (Tables)
Segment Reporting (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | Information about the Company’s operations in different business segments for the periods presented below is as follows: CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS BY BUSINESS SEGMENT For the Three Months Ended June 30, 2015 and 2014 (In thousands) (Unaudited) Three Months Ended June 30, 2015 Three Months Ended June 30, 2014 Hospitality and Management Services Vacation Interest Sales and Financing Corporate and Other Total Hospitality and Management Services Vacation Interest Sales and Financing Corporate and Other Total Revenues: Management and member services $ 42,039 $ — $ — $ 42,039 $ 39,219 $ — $ — $ 39,219 Consolidated resort operations 4,125 — — 4,125 9,621 — — 9,621 Vacation Interests sales, net of provision of $0, $20,811, $0, $20,811, $0, $12,843, $0, and $12,843, respectively — 150,281 — 150,281 — 130,005 — 130,005 Interest — 18,420 379 18,799 — 15,759 447 16,206 Other 2,411 13,847 — 16,258 3,173 10,790 — 13,963 Total revenues 48,575 182,548 379 231,502 52,013 156,554 447 209,014 Costs and Expenses: Management and member services 8,316 — — 8,316 5,881 — — 5,881 Consolidated resort operations 4,048 — — 4,048 8,675 — — 8,675 Vacation Interests cost of sales — 7,451 — 7,451 — 15,462 — 15,462 Advertising, sales and marketing — 84,878 — 84,878 — 71,107 — 71,107 Vacation Interests carrying cost, net — 9,373 — 9,373 — 6,729 — 6,729 Loan portfolio 326 1,855 — 2,181 268 2,091 — 2,359 Other operating — 7,338 — 7,338 — 5,266 — 5,266 General and administrative — — 23,531 23,531 — — 23,264 23,264 Depreciation and amortization — — 8,457 8,457 — — 8,269 8,269 Interest expense — 4,205 7,316 11,521 — 3,556 13,827 17,383 Loss on extinguishment of debt — — — — — — 46,807 46,807 Impairments and other write-offs — — 7 7 — — 35 35 Loss (gain) on disposal of assets — — 72 72 — — (149 ) (149 ) Total costs and expenses 12,690 115,100 39,383 167,173 14,824 104,211 92,053 211,088 Income (loss) before provision for income taxes 35,885 67,448 (39,004 ) 64,329 37,189 52,343 (91,606 ) (2,074 ) Provision for income taxes — — 27,459 27,459 — — 657 657 Net income (loss) $ 35,885 $ 67,448 $ (66,463 ) $ 36,870 $ 37,189 $ 52,343 $ (92,263 ) $ (2,731 ) CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS BY BUSINESS SEGMENT For the Six Months Ended June 30, 2015 and 2014 (In thousands) (Unaudited) Six Months Ended June 30, 2015 Six Months Ended June 30, 2014 Hospitality and Management Services Vacation Interest Sales and Financing Corporate and Other Total Hospitality and Management Services Vacation Interest Sales and Financing Corporate and Other Total Revenues: Management and member services $ 82,678 $ — $ — $ 82,678 $ 77,443 $ — $ — $ 77,443 Consolidated resort operations 7,334 — — 7,334 18,344 — — 18,344 Vacation Interests sales, net of provision of $0, $34,907, $0, $34,907, $0, $24,276, $0, and $24,276, respectively — 272,847 — 272,847 — 235,902 — 235,902 Interest — 36,836 765 37,601 — 31,016 864 31,880 Other 4,305 24,257 — 28,562 5,334 21,336 — 26,670 Total revenues 94,317 333,940 765 429,022 101,121 288,254 864 390,239 Costs and Expenses: Management and member services 16,397 — — 16,397 14,828 — — 14,828 Consolidated resort operations 7,749 — — 7,749 16,446 — — 16,446 Vacation Interests cost of sales — 8,589 — 8,589 — 28,364 — 28,364 Advertising, sales and marketing — 153,391 — 153,391 — 131,882 — 131,882 Vacation Interests carrying cost, net — 19,741 — 19,741 — 14,604 — 14,604 Loan portfolio 660 4,258 — 4,918 510 4,339 — 4,849 Other operating — 12,349 — 12,349 — 10,803 — 10,803 General and administrative — — 55,787 55,787 — — 47,456 47,456 Depreciation and amortization — — 17,097 17,097 — — 16,330 16,330 Interest expense — 8,123 15,002 23,125 — 6,925 27,073 33,998 Loss on extinguishment of debt — — — — — — 46,807 46,807 Impairments and other write-offs — — 12 12 — — 42 42 Loss (gain) on disposal of assets — — 38 38 — — (153 ) (153 ) Total costs and expenses 24,806 206,451 87,936 319,193 31,784 196,917 137,555 366,256 Income (loss) before provision for income taxes 69,511 127,489 (87,171 ) 109,829 69,337 91,337 (136,691 ) 23,983 Provision for income taxes — — 46,984 46,984 — — 12,704 12,704 Net income (loss) $ 69,511 $ 127,489 $ (134,155 ) $ 62,845 $ 69,337 $ 91,337 $ (149,395 ) $ 11,279 |
Loss on Extinguishment of Deb56
Loss on Extinguishment of Debt (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Gain (loss) on extinguishment of debt [Abstract] | |
Schedule of Extinguishment of Debt [Table Text Block] | Loss on extinguishment of debt consisted of the following for the periods listed below (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Senior Secured Notes $ — $ 45,767 $ — $ 45,767 Revolving credit facility — 932 — 932 Inventory loans — 108 — 108 Total loss on extinguishment of debt $ — $ 46,807 $ — $ 46,807 |
Background, Business and Basi57
Background, Business and Basis of Presentation (Details) - 6 months ended Jun. 30, 2015 resort_unit in Thousands | cruise_itineraryresort_unitresort_propertyresort_trustcountryvacation_destination |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number Of Vacation Destinations | vacation_destination | 342 |
Number Of Countries With Vacation Destinations | country | 34 |
Number Of Resort Properties In Resort Network | 93 |
Number Of Resort Units | resort_unit | 11 |
Number Of Affiliated Resorts | 245 |
Number Of Cruise Itineraries | cruise_itinerary | 4 |
Number Of Multi-Resort Trusts | resort_trust | 7 |
Number Of Single-Resort Trusts | resort_trust | 1 |
Summary of Significant Accoun58
Summary of Significant Accounting Policies (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2015 | Mar. 31, 2015 | Jun. 30, 2014 | Mar. 31, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Provision for uncollectible Vacation Interests sales | $ (20,811) | $ (12,843) | $ (34,907) | $ (24,276) | ||
Vacation Interests sales, net | $ 150,281 | $ 130,005 | 272,847 | 235,902 | ||
Vacation Interest Sales and Financing [Member] | ||||||
Vacation Interests sales | 171,092 | 142,848 | 307,754 | 260,178 | ||
Provision for uncollectible Vacation Interests sales | $ (20,811) | $ (12,843) | $ (34,907) | $ (24,276) |
Concentrations of Risk (Details
Concentrations of Risk (Details) - USD ($) $ in Thousands | 6 Months Ended | ||||||
Jun. 30, 2015 | Jul. 29, 2015 | Jun. 26, 2015 | Mar. 20, 2015 | Feb. 05, 2015 | Dec. 31, 2014 | May. 09, 2014 | |
Debt Instrument, Face Amount | $ 470,000 | ||||||
Derivative Liability, Fair Value, Gross Liability | $ (81) | $ 0 | |||||
Derivative Asset, Noncurrent | $ 300 | ||||||
Conduit 2008 [Member] | |||||||
Debt Instrument, Face Amount | $ 200,000 | ||||||
June 2015 Cap [Member] | |||||||
Derivative, Notional Amount | $ 72,000 | ||||||
Derivative, Fixed Interest Rate | 4.64% | ||||||
March 2015 Swap [Member] | |||||||
Derivative, Notional Amount | $ 56,900 | ||||||
Derivative, Fixed Interest Rate | 2.46% | ||||||
Derivative Liability, Fair Value, Gross Liability | $ (100) | ||||||
Geographic Concentration Risk [Member] | |||||||
Concentration Risk, Percentage | 5.00% | ||||||
Geographic Concentration Risk [Member] | CALIFORNIA | |||||||
Concentration Risk, Percentage | 33.10% | ||||||
Geographic Concentration Risk [Member] | ARIZONA | |||||||
Concentration Risk, Percentage | 8.70% | ||||||
Geographic Concentration Risk [Member] | FLORIDA | |||||||
Concentration Risk, Percentage | 5.70% | ||||||
Subsequent Event [Member] | DROT 2015 [Member] | |||||||
Debt Instrument, Face Amount | $ 170,000 |
Cash in Escrow and Restricted60
Cash in Escrow and Restricted Cash (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 | Nov. 20, 2014 | May. 09, 2014 | Dec. 31, 2012 |
Restricted Cash and Cash Equivalents Items [Line Items] | |||||
Debt Instrument, Face Amount | $ 470,000 | ||||
Securities Reserve Deposit Required and Made | $ 31,260 | $ 39,784 | |||
Funds Held for Clients | 23,592 | 15,970 | |||
Assets Held-in-trust, Current | 17,530 | 12,556 | |||
Escrow Deposit | 10,284 | 9,830 | |||
Security Deposit | 876 | 882 | |||
Restricted Cash and Investments | 6,871 | 1,892 | |||
Restricted Cash and Cash Equivalents | $ 90,413 | 80,914 | |||
Quorum Facility [Member] | |||||
Restricted Cash and Cash Equivalents Items [Line Items] | |||||
Debt Instrument, Face Amount | $ 80,000 | ||||
DROT 2014-1 [Member] | |||||
Restricted Cash and Cash Equivalents Items [Line Items] | |||||
Debt Instrument, Face Amount | $ 260,000 | ||||
Restricted Cash and Cash Equivalents | $ 4,400 |
Mortgages and Contracts Recei61
Mortgages and Contracts Receivable and Allowance for Loan and Contract Losses -Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||||
Jun. 30, 2015 | Mar. 31, 2015 | Jun. 30, 2014 | Mar. 31, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||||||
Contract Receivable, Due after One Year, Lowest Interest Rate | 6.00% | 6.00% | |||||
Contract Receivable, Due after One Year, Highest Interest Rate | 18.00% | 18.00% | |||||
Contract Receivable, Due after One Year, Weighted Average Interest Rate | 14.70% | 14.70% | 14.80% | ||||
Receivables Greater Than 90 Days | 2.80% | 2.80% | 2.00% | ||||
Amortization of Deferred Loan Origination Fees, Net | $ 3,100 | $ 2,100 | $ 6,100 | $ 4,200 | |||
Financing Receivable, Gross | 661,115 | 661,115 | $ 608,777 | ||||
Time Sharing Transactions, Allowance for Uncollectible Accounts on Receivables Sold with Recourse | 145,830 | 145,830 | 130,639 | ||||
Time Sharing Transactions, Deferred Profit | (1,492) | (1,492) | (1,625) | ||||
Deferred Finance Costs, Net | 13,040 | 13,040 | 12,253 | ||||
Defaulted Mortgage inventory Value | 8,236 | 8,236 | 9,587 | ||||
Receivable with Imputed Interest, Premium | 276 | 276 | 309 | ||||
Mortgages and contracts receivable, net | 535,345 | 535,345 | 498,662 | ||||
Collateralized Financings | 591,900 | 591,900 | 552,400 | ||||
Provision for uncollectible Vacation Interests sales | $ 20,811 | $ 12,843 | 34,907 | 24,276 | |||
Allowance for Doubtful Accounts Receivable, Write-offs | 11,134 | 7,886 | 20,503 | 16,737 | |||
Valuation Allowances and Reserves, Recoveries | 379 | 575 | 857 | 1,422 | |||
Foreign Currency Transaction Gain (Loss), Unrealized | 10 | 6 | 1 | $ 10 | |||
Time Sharing Transactions, Deferred Profit Affect on Provision | 100 | $ 300 | $ (100) | ||||
Minimum [Member] | |||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||||||
Mortgage Loans on Real Estate, Periodic Payment Terms | P2Y | ||||||
Initiation of cancellation or foreclosure proceedings | 91 days | ||||||
Maximum [Member] | |||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||||||
Mortgage Loans on Real Estate, Periodic Payment Terms | P15Y | ||||||
Initiation of cancellation or foreclosure proceedings | 180 days | ||||||
Originated Mortgages [Member] | |||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||||||
Financing Receivable, Gross | 626,819 | $ 626,819 | 567,564 | ||||
Contributed Mortgages [Member] | |||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||||||
Financing Receivable, Gross | $ 76 | $ 76 | $ 154 |
Mortgages and Contracts Recei62
Mortgages and Contracts Receivable and Allowance for Loan and Contract Losses (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Dec. 31, 2014 | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||
Collateralized Financings | $ 591,900 | $ 591,900 | $ 552,400 | |
Time Sharing Transactions, Deferred Profit Affect on Provision | 100 | $ 300 | (100) | |
Financing Receivable, Gross | 661,115 | 661,115 | 608,777 | |
Time Sharing Transactions, Allowance for Uncollectible Accounts on Receivables Sold with Recourse | (145,830) | (145,830) | (130,639) | |
Time Sharing Transactions, Deferred Profit | (1,492) | (1,492) | (1,625) | |
Deferred Finance Costs, Net | 13,040 | 13,040 | 12,253 | |
Defaulted Mortgage inventory Value | 8,236 | 8,236 | 9,587 | |
Receivable with Imputed Interest, Premium | 276 | 276 | 309 | |
Mortgages and contracts receivable, net | 535,345 | 535,345 | 498,662 | |
Contributed Mortgages [Member] | ||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||
Financing Receivable, Gross | 76 | 76 | 154 | |
Originated Mortgages [Member] | ||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||
Financing Receivable, Gross | 626,819 | 626,819 | 567,564 | |
Purchased Mortgages [Member] | ||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||
Financing Receivable, Gross | $ 34,220 | $ 34,220 | $ 41,059 | |
Minimum [Member] | ||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||
Mortgage Loans on Real Estate, Periodic Payment Terms | P2Y | |||
Maximum [Member] | ||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||
Mortgage Loans on Real Estate, Periodic Payment Terms | P15Y |
Mortgages and Contracts Recei63
Mortgages and Contracts Receivable and Allowance for Loan and Contract Losses Allowance Rollforward (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2015 | Mar. 31, 2015 | Jun. 30, 2014 | Mar. 31, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Allowance for Doubtful Accounts Receivable [Roll Forward] | ||||||
Allowances for Mortgage and Contract Receivables, Beginning Balance | $ 135,701 | $ 130,639 | $ 108,762 | $ 105,590 | $ 130,639 | $ 105,590 |
Provision for uncollectible Vacation Interests sales | 20,811 | 12,843 | 34,907 | 24,276 | ||
Allowance for Doubtful Accounts Receivable, Charge-offs | (11,134) | (7,886) | (20,503) | (16,737) | ||
Valuation Allowances and Reserves, Recoveries | 379 | 575 | 857 | 1,422 | ||
Foreign Currency Transaction Gain (Loss), Unrealized | 10 | 6 | 1 | 10 | ||
Allowances for Mortgage and Contract Receivables, Ending Balance | 145,830 | $ 135,701 | 114,577 | $ 108,762 | 145,830 | 114,577 |
Time Sharing Transactions, Deferred Profit Affect on Provision | 100 | 300 | (100) | |||
Sales [Member] | ||||||
Allowance for Doubtful Accounts Receivable [Roll Forward] | ||||||
Provision for uncollectible Vacation Interests sales | $ 20,874 | $ 13,120 | $ 34,836 | $ 24,292 |
Mortgages and Contracts Recei64
Mortgages and Contracts Receivable and Allowance for Loan and Contract Losses Schedule of Credit Quality and Aging (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Financing Receivable, Recorded Investment, Current | $ 624,170 | $ 577,445 |
Financing Receivable, Gross | 661,115 | 608,777 |
Financing Receivables, 30 to 59 Days Past Due [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Financing Receivable, Recorded Investment, Past Due | 11,786 | 13,726 |
Financing Receivables, 60 to 89 Days Past Due [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Financing Receivable, Recorded Investment, Past Due | 6,792 | 5,584 |
Financing Receivables, 90 To 119 Days Past Due Member [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Financing Receivable, Recorded Investment, Past Due | 5,365 | 4,526 |
Financing Receivables, 120 To 149 Days Past Due [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Financing Receivable, Recorded Investment, Past Due | 5,803 | 4,005 |
Financing Receivables, 150 To 179 Days Past Due [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Financing Receivable, Recorded Investment, Past Due | 7,199 | 3,491 |
FICO Score, Greater Than 799 [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Financing Receivable, Recorded Investment, Current | 61,664 | 56,005 |
Financing Receivable, Gross | 63,301 | 57,195 |
FICO Score, Greater Than 799 [Member] | Financing Receivables, 30 to 59 Days Past Due [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Financing Receivable, Recorded Investment, Past Due | 410 | 487 |
FICO Score, Greater Than 799 [Member] | Financing Receivables, 60 to 89 Days Past Due [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Financing Receivable, Recorded Investment, Past Due | 200 | 215 |
FICO Score, Greater Than 799 [Member] | Financing Receivables, 90 To 119 Days Past Due Member [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Financing Receivable, Recorded Investment, Past Due | 453 | 190 |
FICO Score, Greater Than 799 [Member] | Financing Receivables, 120 To 149 Days Past Due [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Financing Receivable, Recorded Investment, Past Due | 299 | 143 |
FICO Score, Greater Than 799 [Member] | Financing Receivables, 150 To 179 Days Past Due [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Financing Receivable, Recorded Investment, Past Due | 275 | 155 |
FICO Score, 700 to 799 [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Financing Receivable, Recorded Investment, Current | 335,014 | 305,636 |
Financing Receivable, Gross | 347,456 | 315,031 |
FICO Score, 700 to 799 [Member] | Financing Receivables, 30 to 59 Days Past Due [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Financing Receivable, Recorded Investment, Past Due | 3,034 | 4,276 |
FICO Score, 700 to 799 [Member] | Financing Receivables, 60 to 89 Days Past Due [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Financing Receivable, Recorded Investment, Past Due | 2,032 | 1,338 |
FICO Score, 700 to 799 [Member] | Financing Receivables, 90 To 119 Days Past Due Member [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Financing Receivable, Recorded Investment, Past Due | 2,073 | 1,396 |
FICO Score, 700 to 799 [Member] | Financing Receivables, 120 To 149 Days Past Due [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Financing Receivable, Recorded Investment, Past Due | 2,212 | 1,335 |
FICO Score, 700 to 799 [Member] | Financing Receivables, 150 To 179 Days Past Due [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Financing Receivable, Recorded Investment, Past Due | 3,091 | 1,050 |
FICO Score, 600 to 699 [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Financing Receivable, Recorded Investment, Current | 192,002 | 178,550 |
Financing Receivable, Gross | 209,460 | 193,149 |
FICO Score, 600 to 699 [Member] | Financing Receivables, 30 to 59 Days Past Due [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Financing Receivable, Recorded Investment, Past Due | 6,037 | 6,313 |
FICO Score, 600 to 699 [Member] | Financing Receivables, 60 to 89 Days Past Due [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Financing Receivable, Recorded Investment, Past Due | 3,420 | 2,687 |
FICO Score, 600 to 699 [Member] | Financing Receivables, 90 To 119 Days Past Due Member [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Financing Receivable, Recorded Investment, Past Due | 2,179 | 2,034 |
FICO Score, 600 to 699 [Member] | Financing Receivables, 120 To 149 Days Past Due [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Financing Receivable, Recorded Investment, Past Due | 2,622 | 1,891 |
FICO Score, 600 to 699 [Member] | Financing Receivables, 150 To 179 Days Past Due [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Financing Receivable, Recorded Investment, Past Due | 3,200 | 1,674 |
FICO Score, Less Than 600 [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Financing Receivable, Recorded Investment, Current | 19,889 | 19,992 |
Financing Receivable, Gross | 23,419 | 24,121 |
FICO Score, Less Than 600 [Member] | Financing Receivables, 30 to 59 Days Past Due [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Financing Receivable, Recorded Investment, Past Due | 1,556 | 1,833 |
FICO Score, Less Than 600 [Member] | Financing Receivables, 60 to 89 Days Past Due [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Financing Receivable, Recorded Investment, Past Due | 784 | 895 |
FICO Score, Less Than 600 [Member] | Financing Receivables, 90 To 119 Days Past Due Member [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Financing Receivable, Recorded Investment, Past Due | 391 | 545 |
FICO Score, Less Than 600 [Member] | Financing Receivables, 120 To 149 Days Past Due [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Financing Receivable, Recorded Investment, Past Due | 381 | 406 |
FICO Score, Less Than 600 [Member] | Financing Receivables, 150 To 179 Days Past Due [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Financing Receivable, Recorded Investment, Past Due | 418 | 450 |
No FICO Score [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Financing Receivable, Recorded Investment, Current | 15,601 | 17,262 |
Financing Receivable, Gross | 17,479 | 19,281 |
No FICO Score [Member] | Financing Receivables, 30 to 59 Days Past Due [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Financing Receivable, Recorded Investment, Past Due | 749 | 817 |
No FICO Score [Member] | Financing Receivables, 60 to 89 Days Past Due [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Financing Receivable, Recorded Investment, Past Due | 356 | 449 |
No FICO Score [Member] | Financing Receivables, 90 To 119 Days Past Due Member [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Financing Receivable, Recorded Investment, Past Due | 269 | 361 |
No FICO Score [Member] | Financing Receivables, 120 To 149 Days Past Due [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Financing Receivable, Recorded Investment, Past Due | 289 | 230 |
No FICO Score [Member] | Financing Receivables, 150 To 179 Days Past Due [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Financing Receivable, Recorded Investment, Past Due | $ 215 | $ 162 |
Transactions with Related Par65
Transactions with Related Parties (Details) - Business Acquisition, Acquiree [Domain] - USD ($) $ / shares in Units, $ in Thousands | Mar. 11, 2015 | Jan. 06, 2015 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | May. 19, 2015 | Mar. 21, 2015 | Mar. 10, 2015 | Jan. 01, 2015 | Dec. 31, 2014 | May. 09, 2014 | Jul. 24, 2013 | Apr. 27, 2011 |
Related Party Transaction [Line Items] | ||||||||||||||
Due from Related Parties | $ 38,452 | $ 38,452 | $ 51,651 | |||||||||||
Due to Related Parties | 95,937 | 95,937 | 34,768 | |||||||||||
Goodwill | 30,642 | 30,642 | 30,632 | |||||||||||
Finite-Lived Intangible Assets, Gross | $ 271,271 | $ 271,271 | $ 262,632 | |||||||||||
Debt Instrument, Face Amount | $ 470,000 | |||||||||||||
Common Stock, Shares, Issued | 73,501,912 | 73,501,912 | 75,732,088 | |||||||||||
Payments for Repurchase of Common Stock | $ 74,126 | $ 0 | ||||||||||||
Share Price | $ 32.69 | $ 14 | ||||||||||||
Related Party Transaction, Amounts of Transaction | $ 200 | |||||||||||||
Related Party Transaction, Selling, General and Administrative Expenses from Transactions with Related Party | 600 | $ 600 | 1,200 | 1,200 | ||||||||||
Homeowners' Association [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Due from Related Parties | 19,114 | 19,114 | $ 29,924 | |||||||||||
Due to Related Parties | 44,861 | 44,861 | 14,788 | |||||||||||
Trust [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Due from Related Parties | 19,100 | 19,100 | 21,283 | |||||||||||
Due to Related Parties | 51,048 | 51,048 | 19,944 | |||||||||||
Other Related Parties [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Due from Related Parties | 238 | 238 | 444 | |||||||||||
Due to Related Parties | 28 | 28 | $ 36 | |||||||||||
HM&C [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Limited Liability Company (LLC) or Limited Partnership (LP), Managing Member or General Partner, Ownership Interest | 95.00% | |||||||||||||
JHJM [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Limited Liability Company (LLC) or Limited Partnership (LP), Managing Member or General Partner, Ownership Interest | 5.00% | |||||||||||||
Praesumo Agreement [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Related Party Transaction, Selling, General and Administrative Expenses from Transactions with Related Party | $ 500 | 400 | $ 900 | 900 | ||||||||||
Mackinac Partners [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Related Party Transaction, Selling, General and Administrative Expenses from Transactions with Related Party | 600 | 1,400 | ||||||||||||
Katten Muchin Rosenman LLP [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Related Party Transaction, Selling, General and Administrative Expenses from Transactions with Related Party | $ 1,100 | $ 2,000 | ||||||||||||
DROT 2011 Notes [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Debt Instrument, Face Amount | $ 64,500 | |||||||||||||
HM&C Acquisition [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Goodwill | $ 10 | |||||||||||||
Master Agreement [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Selling, General and Administrative Expense | $ 300 | |||||||||||||
Master Agreement [Member] | Board of Directors Chairman [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Related Party Transaction, Purchases from Related Party | 16,500 | |||||||||||||
Finite-Lived Intangible Assets, Gross | 8,983 | |||||||||||||
Master Agreement [Member] | General and Administrative Expense [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Selling, General and Administrative Expense | $ 7,800 | |||||||||||||
March 2015 offering [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Common Stock, Shares, Issued | 802,316 | 6,700,000 | ||||||||||||
Number of shares repurchased | 1,515,582 | |||||||||||||
Payments for Repurchase of Common Stock | $ 50,000 | |||||||||||||
Share Price | $ 32.9906267031 | |||||||||||||
Related Party Transaction, Selling, General and Administrative Expenses from Transactions with Related Party | $ 1,000 |
Other receivables (Details)
Other receivables (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Other receivables, net | $ 28,194 | $ 59,821 |
Interest Receivable | 6,518 | 6,382 |
Income Taxes Receivable | 1,945 | 2,070 |
Allowance for Doubtful Accounts Receivable | 11,031 | 10,052 |
Mini-Vacations and Sampler Programs revenue [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Other receivables, net | 11,457 | 17,516 |
THE Club dues receivable [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Other receivables, net | 3,104 | 27,160 |
Rental receivables [Domain] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Other receivables, net | 3,344 | 3,972 |
Other Receivables [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Other receivables, net | $ 1,826 | $ 2,721 |
Prepaid Expenses and Other As67
Prepaid Expenses and Other Assets, Net (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |||||
Unamortized maintenance fees | $ 47,055,000 | $ 47,055,000 | $ 0 | ||
Deferred Finance Costs, Current, Net | 20,550,000 | 20,550,000 | 20,826,000 | ||
Deferred Sales Commission | 16,661,000 | 16,661,000 | 18,492,000 | ||
Other Inventory, in Transit, Gross | 16,092,000 | 16,092,000 | 20,058,000 | ||
Prepaid Expense, Current | 10,261,000 | 10,261,000 | 4,362,000 | ||
Deferred Compensation Plan Assets | 7,975,000 | 7,975,000 | 0 | ||
Deferred inventory recovery agreements | 5,292,000 | 5,292,000 | 0 | ||
Prepaid Insurance | 4,014,000 | 4,014,000 | 2,764,000 | ||
Advances on Inventory Purchases | 3,936,000 | 3,936,000 | 4,067,000 | ||
Prepaid Advertising | 3,236,000 | 3,236,000 | 2,393,000 | ||
Deposits Assets | 2,589,000 | 2,589,000 | 3,186,000 | ||
Prepaid maintenance fees | 2,444,000 | 2,444,000 | 3,317,000 | ||
Investments in and Advance to Affiliates, Subsidiaries, Associates, and Joint Ventures | 1,500,000 | 1,500,000 | 0 | ||
Prepaid Rent | 872,000 | 872,000 | 995,000 | ||
Prepaid professional fees | 604,000 | 604,000 | 1,048,000 | ||
Prepaid Postage | 596,000 | 596,000 | 168,000 | ||
Unamortized Exchange Fees | 473,000 | 473,000 | 71,000 | ||
Assets Held-for-sale, Other, Noncurrent | 256,000 | 256,000 | 253,000 | ||
Other Prepaid Expense, Current | 6,123,000 | 6,123,000 | 4,439,000 | ||
Prepaid Expense and Other Assets | 150,529,000 | 150,529,000 | $ 86,439,000 | ||
Amortization of Financing Costs | $ 1,300,000 | $ 1,255,617 | $ 2,600,000 | $ 2,400,000 |
Prepaid Expenses and Other As68
Prepaid Expenses and Other Assets, Net (Narrative) (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||||||||||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Feb. 05, 2015 | Dec. 31, 2014 | Nov. 20, 2014 | May. 09, 2014 | Nov. 20, 2013 | Sep. 20, 2013 | Jan. 23, 2013 | Apr. 27, 2011 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Line Items] | ||||||||||||
Amortization of Financing Costs | $ (1,300,000) | $ (1,255,617) | $ (2,600,000) | $ (2,400,000) | ||||||||
Unamortized Debt Issuance Expense | 9,900,000 | 9,900,000 | $ 10,600,000 | |||||||||
Debt Instrument, Face Amount | $ 470,000,000 | |||||||||||
DROT 2014-1 [Member] | ||||||||||||
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Line Items] | ||||||||||||
Unamortized Debt Issuance Expense | 3,900,000 | 3,900,000 | 4,300,000 | |||||||||
Debt Instrument, Face Amount | $ 260,000,000 | |||||||||||
DROT 2013-2 [Member] | ||||||||||||
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Line Items] | ||||||||||||
Unamortized Debt Issuance Expense | 2,400,000 | 2,400,000 | 2,800,000 | |||||||||
Debt Instrument, Face Amount | $ 225,000,000 | |||||||||||
Conduit 2008 [Member] | ||||||||||||
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Line Items] | ||||||||||||
Unamortized Debt Issuance Expense | 2,000,000 | 2,000,000 | 300,000 | |||||||||
Debt Instrument, Face Amount | $ 200,000,000 | |||||||||||
DROT 2013-1 [Member] | ||||||||||||
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Line Items] | ||||||||||||
Unamortized Debt Issuance Expense | 1,100,000 | 1,100,000 | 1,300,000 | |||||||||
DROT 2013 [Member] | ||||||||||||
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Line Items] | ||||||||||||
Debt Instrument, Face Amount | $ 31,000,000 | $ 93,600,000 | ||||||||||
DRTOT 2013 [Member] | ||||||||||||
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Line Items] | ||||||||||||
Unamortized Debt Issuance Expense | 700,000 | 700,000 | 800,000 | |||||||||
DROT 2011 Notes [Member] | ||||||||||||
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Line Items] | ||||||||||||
Unamortized Debt Issuance Expense | $ 600,000 | $ 600,000 | $ 700,000 | |||||||||
Debt Instrument, Face Amount | $ 64,500,000 |
Unsold Vacation Interests, Ne69
Unsold Vacation Interests, Net - Activity Related to Unsold Vacation Interests (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Unsold Vacation Interests, Net [Abstract] | ||||
Unsold Vacation Interests, Net | Note 9 — Unsold Vacation Interests, Net Unsold Vacation Interests, net as of the dates presented below consisted of the following (in thousands): June 30, 2015 December 31, 2014 Completed unsold Vacation Interests, net $ 272,890 $ 230,137 Undeveloped land 31,956 24,326 Vacation Interests construction in progress 13,157 7,709 Unsold Vacation Interests, net $ 318,003 $ 262,172 Included in completed unsold Vacation Interests, net above is certain property in Cabo, Mexico with a cost basis of $5.7 million , which is subject to an agreement that grants a third-party an option to purchase the property. This property no longer qualified as assets held for sale as of June 30, 2015. Activity related to unsold Vacation Interests, net for the periods presented below consisted of the following (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Balance, beginning of period $ 283,926 $ 293,653 $ 262,172 $ 298,110 Transfers (to) from assets held for sale (177 ) — 12,982 — Vacation Interests cost of sales (7,451 ) (15,462 ) (8,589 ) (28,364 ) Inventory recovery — North America 16,454 14,241 15,697 18,579 Inventory recovery — Europe 2,459 3,445 3,080 3,718 Open market and bulk purchases 9,104 908 13,400 1,532 Accrued bulk purchases — — 1,466 1,810 Capitalized legal, title and trust fees 4,419 911 7,677 1,497 Transfer of construction-in-progress to property and equipment, net — (5,616 ) — (5,616 ) Construction in progress 5,898 110 7,806 491 Loan default recoveries, net 563 414 2,176 849 Effect of foreign currency translation 2,472 825 (464 ) 1,119 Other 336 (1,181 ) 600 (1,477 ) Balance, end of period $ 318,003 $ 292,248 $ 318,003 $ 292,248 In September 2014, Hurricane Odile, a Category 4 hurricane, inflicted widespread damage on the Baja California peninsula, particularly in the state of Baja California Sur, in which the Cabo Azul Resort, one of the Company's managed resorts, is located. The hurricane caused significant damage to the buildings as well as the facilities and amenities at the Cabo Azul Resort, including the unsold Vacation Interests, net owned by the Company; however, management believes the Company has sufficient property insurance coverage so that damage caused by Hurricane Odile will not have a material impact on the Company's unsold Vacation Interests, net. See "Note 2—Summary of Significant Accounting Policies" to the audited consolidated financial statements included in the 2014 Form 10-K for further discussion of unsold Vacation Interests, net. | |||
Unsold Vacation Interests, Net [Roll Forward] | ||||
Inventory, Net (period start) | $ 283,926 | $ 293,653 | $ 262,172 | $ 298,110 |
Transfers from assets held for sale | (177) | 0 | 12,982 | 0 |
Vacationinterestscostofsales | 7,451 | 15,462 | 8,589 | 28,364 |
Open market and bulk purchases | 9,104 | 908 | 13,400 | 1,532 |
Accrued Bulk Purchases | 0 | 0 | 1,466 | 1,810 |
Real Estate Inventory, Capitalized Interest Costs Incurred | 4,419 | 911 | 7,677 | 1,497 |
Construction in progress | 5,898 | 110 | 7,806 | 491 |
Allowance for Doubtful Accounts Receivable, Recoveries | 563 | 414 | 2,176 | 849 |
other | 336 | (1,181) | 600 | (1,477) |
Inventory, Net (period end) | $ 318,003 | $ 292,248 | $ 318,003 | $ 292,248 |
Unsold Vacation Interests, Ne70
Unsold Vacation Interests, Net (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Mar. 31, 2015 | Dec. 31, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | |
Completed unsold Vacation Interests, net | $ 272,890 | $ 272,890 | $ 230,137 | |||||
Undeveloped Land | 31,956 | 31,956 | 24,326 | |||||
Vacation Interest Construction in Progress | 13,157 | 13,157 | 7,709 | |||||
Inventory, Net | 318,003 | $ 292,248 | 318,003 | $ 292,248 | $ 283,926 | $ 262,172 | $ 293,653 | $ 298,110 |
Transfers from assets held for sale | (177) | 0 | 12,982 | 0 | ||||
Vacationinterestscostofsales | (7,451) | (15,462) | (8,589) | (28,364) | ||||
Open market and bulk purchases | 9,104 | 908 | 13,400 | 1,532 | ||||
Accrued Bulk Purchases | 0 | 0 | 1,466 | 1,810 | ||||
Real Estate Inventory, Capitalized Interest Costs Incurred | 4,419 | 911 | 7,677 | 1,497 | ||||
Transfer of construction-in-progress to property, plant and equipment | 0 | (5,616) | 0 | (5,616) | ||||
Construction in progress | 5,898 | 110 | 7,806 | 491 | ||||
Allowance for Doubtful Accounts Receivable, Recoveries | 563 | 414 | 2,176 | 849 | ||||
other | 336 | (1,181) | 600 | (1,477) | ||||
Cabo, Mexico [Member] | ||||||||
Completed unsold Vacation Interests, net | 5,702 | 5,702 | ||||||
North America | ||||||||
Deferred Inventory Recovery | 16,454 | 14,241 | 15,697 | 18,579 | ||||
Europe [Member] | ||||||||
Deferred Inventory Recovery | 2,459 | 3,445 | 3,080 | 3,718 | ||||
Inventories [Member] | ||||||||
effect on foreign currency translation | $ 2,472 | $ 825 | $ (464) | $ 1,119 |
Unsold Vacation Interests, Ne71
Unsold Vacation Interests, Net (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Activity related to unsold Vacation Interest [Line Items] | ||||
Asset Impairment Charges | $ 7 | $ 35 | $ 12 | $ 42 |
Property and Equipment, Net (De
Property and Equipment, Net (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
Property, Plant and Equipment [Line Items] | |||||
Property, Plant and Equipment, Gross | $ 142,456 | $ 142,456 | $ 132,280 | ||
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment | (68,982) | (68,982) | (61,409) | ||
Property, Plant and Equipment, Net | 73,474 | 73,474 | 70,871 | ||
Depreciation | 4,000 | $ 3,300 | 7,900 | $ 6,300 | |
Land and Land Improvements [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, Plant and Equipment, Gross | 19,283 | 19,283 | 19,335 | ||
Building and Building Improvements [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, Plant and Equipment, Gross | 44,829 | 44,829 | 44,320 | ||
Furniture and office equipment [Domain] | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, Plant and Equipment, Gross | 20,781 | 20,781 | 19,248 | ||
Software [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, Plant and Equipment, Gross | 40,224 | 40,224 | 33,465 | ||
Computer Equipment [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, Plant and Equipment, Gross | 16,884 | 16,884 | 15,641 | ||
Construction in Progress [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, Plant and Equipment, Gross | $ 455 | $ 455 | $ 271 | ||
Minimum [Member] | Land, Buildings and Improvements [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, Plant and Equipment, Estimated Useful Lives | 4 years | ||||
Minimum [Member] | Furniture and Fixtures [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, Plant and Equipment, Estimated Useful Lives | 3 years | ||||
Maximum [Member] | Land, Buildings and Improvements [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, Plant and Equipment, Estimated Useful Lives | 40 years | ||||
Maximum [Member] | Furniture and Fixtures [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, Plant and Equipment, Estimated Useful Lives | 7 years |
Goodwill (Details)
Goodwill (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Jan. 01, 2015 | Dec. 31, 2014 |
Goodwill [Line Items] | |||
Goodwill | $ 30,642 | $ 30,632 | |
HM&C Acquisition [Member] | |||
Goodwill [Line Items] | |||
Goodwill | $ 10 | ||
island One Acquisition [Member] | Hospitality and Management Services [Member] | |||
Goodwill [Line Items] | |||
Goodwill | $ 30,200 | ||
island One Acquisition [Member] | Vacation Interest Sales and Financing [Member] | |||
Goodwill [Line Items] | |||
Goodwill | $ 400 |
Other Intangible Assets, Net (D
Other Intangible Assets, Net (Details) - USD ($) $ in Thousands | 6 Months Ended | ||
Jun. 30, 2015 | Jan. 06, 2015 | Dec. 31, 2014 | |
Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Assets, Gross | $ 271,271 | $ 262,632 | |
Finite-Lived Intangible Assets, Accumulated Amortization | (92,970) | (83,846) | |
Finite-Lived Intangible Assets, Net | 178,301 | 178,786 | |
management contracts [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Assets, Gross | 201,761 | 201,997 | |
Finite-Lived Intangible Assets, Accumulated Amortization | (52,060) | (45,218) | |
Finite-Lived Intangible Assets, Net | 149,701 | 156,779 | |
Customer Relationships [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Assets, Gross | 55,672 | 55,784 | |
Finite-Lived Intangible Assets, Accumulated Amortization | (38,541) | (36,789) | |
Finite-Lived Intangible Assets, Net | 17,131 | 18,995 | |
Distribution Rights [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Assets, Gross | 5,121 | 4,851 | |
Finite-Lived Intangible Assets, Accumulated Amortization | (2,151) | (1,839) | |
Finite-Lived Intangible Assets, Net | 2,970 | $ 3,012 | |
Contractual Rights [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Assets, Gross | 8,717 | ||
Finite-Lived Intangible Assets, Accumulated Amortization | (218) | ||
Finite-Lived Intangible Assets, Net | $ 8,499 | ||
Minimum [Member] | management contracts [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Asset, Useful Life | 5 years | ||
Minimum [Member] | Distribution Rights [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Asset, Useful Life | 3 years | ||
Maximum [Member] | management contracts [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Asset, Useful Life | 25 years | ||
Maximum [Member] | Distribution Rights [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Asset, Useful Life | 30 years | ||
Board of Directors Chairman [Member] | Master Agreement [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Assets, Gross | $ 8,983 | ||
HM&C Acquisition [Member] | Other Intangible Assets [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | 266 | ||
HM&C Acquisition [Member] | Contractual Rights [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | $ 8,717 | ||
HM&C Acquisition [Member] | Weighted Average [Member] | Other Intangible Assets [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Asset, Useful Life | 3 years | ||
HM&C Acquisition [Member] | Weighted Average [Member] | Contractual Rights [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Asset, Useful Life | 20 years |
Other Intangible Assets, Net (N
Other Intangible Assets, Net (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Goodwill [Line Items] | ||||
Amortization expense management contracts | $ 3.4 | $ 3.5 | $ 6.9 | $ 7 |
Amortization of Intangible Assets | 1.1 | $ 1.5 | 2.4 | $ 3.1 |
Finite-Lived Intangible Assets, Amortization Expense, Next Twelve Months | 15.2 | 15.2 | ||
Finite-Lived Intangible Assets, Amortization Expense, Year Two | 14.2 | 14.2 | ||
Finite-Lived Intangible Assets, Amortization Expense, Year Three | 13.4 | 13.4 | ||
Finite-Lived Intangible Assets, Amortization Expense, Year Four | 13.3 | 13.3 | ||
Finite-Lived Intangible Assets, Amortization Expense, Year Five | 13.3 | 13.3 | ||
Finite-Lived Intangible Assets, Amortization Expense, after Year Five | $ 108.9 | $ 108.9 | ||
Minimum [Member] | management contracts [Member] | ||||
Goodwill [Line Items] | ||||
Finite-Lived Intangible Asset, Useful Life | 5 years | |||
Minimum [Member] | Distribution Rights [Member] | ||||
Goodwill [Line Items] | ||||
Finite-Lived Intangible Asset, Useful Life | 3 years | |||
Maximum [Member] | management contracts [Member] | ||||
Goodwill [Line Items] | ||||
Finite-Lived Intangible Asset, Useful Life | 25 years | |||
Maximum [Member] | Distribution Rights [Member] | ||||
Goodwill [Line Items] | ||||
Finite-Lived Intangible Asset, Useful Life | 30 years |
Accrued Liabilities (Details)
Accrued Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Acquired Indefinite-lived Intangible Assets [Line Items] | ||
Unrecognized Tax Benefits | $ 46,886 | $ 23,857 |
Accrued payroll and related | 28,333 | 32,925 |
Accrued commissions | 16,982 | 17,496 |
Accrued marketing expenses | 15,967 | 14,953 |
Accrued other taxes | 14,833 | 15,526 |
Accrued insurance | 8,681 | 5,703 |
Escrow Liability | 3,500 | 3,005 |
Accrued professional fees | 3,052 | 2,300 |
Accrued operating lease liabilities | 3,150 | 3,503 |
Accrued exchange company fees | 2,259 | 2,169 |
Deposits on pending sale of assets | 832 | 1,794 |
Accrued contingent litigation liabilities | 569 | 70 |
Accrued interest | 636 | 452 |
Accrued Liabilities and Other Liabilities | 350 | 913 |
Business Combination, Contingent Consideration, Liability | 0 | 2,428 |
Other | 8,571 | 7,586 |
Total accrued liabilities | $ 154,601 | $ 134,680 |
Assets Held for sale (Details)
Assets Held for sale (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Property, Plant and Equipment [Line Items] | ||
Assets Held-for-sale, Not Part of Disposal Group | $ 1,386 | $ 14,452 |
Cabo, Mexico [Member] | Completed units [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Assets Held-for-sale, Not Part of Disposal Group | 154 | 5,855 |
FLORIDA | Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Assets Held-for-sale, Not Part of Disposal Group | 0 | 4,000 |
HAWAII | Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Assets Held-for-sale, Not Part of Disposal Group | 0 | 3,600 |
Europe [Member] | Points equivalent to unsold units [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Assets Held-for-sale, Not Part of Disposal Group | $ 1,232 | $ 997 |
Deferred Revenues (Details)
Deferred Revenues (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015 | Dec. 31, 2014 | |
Deferred Revenue Arrangement [Line Items] | ||
Deferred revenues | $ 93,733 | $ 124,997 |
Mini-Vacations and Sampler Programs revenue [Member] | ||
Deferred Revenue Arrangement [Line Items] | ||
Deferred revenues | 60,332 | 64,403 |
Annual Membership Fees [Member] | ||
Deferred Revenue Arrangement [Line Items] | ||
Deferred revenues | 20,736 | 40,044 |
Accrued Guest Deposits [Domain] | ||
Deferred Revenue Arrangement [Line Items] | ||
Deferred revenues | 7,275 | 6,482 |
Maintenace and Reserve Fee Revenue [Member] | ||
Deferred Revenue Arrangement [Line Items] | ||
Deferred revenues | 0 | 7,552 |
Amenity Fee Revenue [Domain] | ||
Deferred Revenue Arrangement [Line Items] | ||
Deferred revenues | 1,252 | 63 |
Other [Member] | ||
Deferred Revenue Arrangement [Line Items] | ||
Deferred revenues | 4,138 | $ 6,453 |
St. Maarten deconsolidation [Member] | ||
Deferred Revenue Arrangement [Line Items] | ||
Deferred revenues | $ 7,600 |
Borrowings (Narrative) (Details
Borrowings (Narrative) (Details) - Subsequent Event Type [Domain] $ in Millions | Jun. 26, 2015loan | Feb. 05, 2015USD ($) | Jun. 30, 2015 | Nov. 20, 2014USD ($) | May. 09, 2014USD ($) |
Debt Instrument [Line Items] | |||||
Long-term Debt, Gross | $ 470 | ||||
Number Of Timeshare Loans, Minimum | loan | 250 | ||||
DROT 2014-1 [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term Debt, Gross | $ 260 | ||||
Notes Payable, Other Payables [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument, Interest Rate, Stated Percentage | 2.70% | ||||
Conduit 2008 [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term Debt, Gross | $ 200 | ||||
Advance Rate for Securitization | 88.00% | ||||
Derivative, Floor Interest Rate | 0.50% | ||||
Derivative, Basis Spread on Variable Rate | 2.25% | 2.75% | |||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.75% |
Borrowings (Details)
Borrowings (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Jun. 26, 2015 | Dec. 31, 2014 |
Debt Instrument [Line Items] | |||
Restricted Cash and Cash Equivalents | $ 90,413 | $ 80,914 | |
Line of credit facility amount outstanding, gross | 424,666 | 442,775 | |
Debt Instrument, Unamortized Discount | (1,908) | (2,055) | |
Long-term Debt, Gross | 445,327 | ||
Securitization notes and Funding Facilities, net of unamortized original issue discount of $127 and $156, respectively | 536,450 | 509,208 | |
Notes Payable | 6,255 | 4,612 | |
Long-term Debt | $ 965,463 | 954,540 | |
Debt, Weighted Average Interest Rate | 5.50% | ||
Loans Pledged as Collateral | $ 0 | ||
Debt Instrument, Unused Borrowing Capacity, Amount | 123,173 | ||
Fair Value, Inputs, Level 2 [Member] | |||
Debt Instrument [Line Items] | |||
Securitization notes and Funding Facilities, net of unamortized original issue discount of $127 and $156, respectively | 536,304 | 512,706 | |
Notes Payable | 6,255 | 4,612 | |
Corporate Debt Securities [Member] | |||
Debt Instrument [Line Items] | |||
Long-term Debt, Gross | 429,011 | ||
Loans Pledged as Collateral | 0 | ||
Line of Credit Facility, Remaining Borrowing Capacity | 25,000 | ||
Capital Lease Obligations [Member] | |||
Debt Instrument [Line Items] | |||
Loans Pledged as Collateral | 0 | ||
Secured Debt [Member] | |||
Debt Instrument [Line Items] | |||
Securitization notes and Funding Facilities, net of unamortized original issue discount of $127 and $156, respectively | 2 | 5 | |
Loans Pledged as Collateral | 0 | ||
Line of Credit Facility, Remaining Borrowing Capacity | 0 | ||
Securitization notes and funding facilities [Member] | |||
Debt Instrument [Line Items] | |||
Securitization notes and Funding Facilities, net of unamortized original issue discount of $127 and $156, respectively | 536,450 | ||
Loans Pledged as Collateral | (591,929) | ||
Line of Credit Facility, Remaining Borrowing Capacity | 98,173 | ||
Capital Lease Obligations [Member] | |||
Debt Instrument [Line Items] | |||
Notes Payable | $ 2 | 5 | |
Debt, Weighted Average Interest Rate | 0.00% | ||
Line of Credit Facility, Remaining Borrowing Capacity | $ 0 | ||
Revolving Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Line of Credit, Current | 25,000 | ||
DROT 2014-1 [Member] | |||
Debt Instrument [Line Items] | |||
Restricted Cash and Cash Equivalents | 4,400 | ||
Long-term Debt, Gross | $ 186,340 | 247,992 | |
Debt, Weighted Average Interest Rate | 2.60% | ||
Loans Pledged as Collateral | $ (197,180) | ||
Line of Credit Facility, Remaining Borrowing Capacity | 0 | ||
DROT 2013-2 [Member] | |||
Debt Instrument [Line Items] | |||
Long-term Debt, Gross | $ 105,661 | 131,952 | |
Debt, Weighted Average Interest Rate | 2.30% | ||
Loans Pledged as Collateral | $ (117,401) | ||
Line of Credit Facility, Remaining Borrowing Capacity | 0 | ||
Conduit 2008 [Member] | |||
Debt Instrument [Line Items] | |||
Securitization notes and Funding Facilities, net of unamortized original issue discount of $127 and $156, respectively | $ 142,955 | 0 | |
Debt, Weighted Average Interest Rate | 2.80% | ||
Loans Pledged as Collateral | $ (157,757) | ||
Line of Credit Facility, Remaining Borrowing Capacity | 57,045 | ||
DRI Quorum Facility and Island One Quorum Funding Facility [Member] | |||
Debt Instrument [Line Items] | |||
Long-term Debt, Gross | $ 38,872 | 52,315 | |
Debt, Weighted Average Interest Rate | 5.60% | ||
Loans Pledged as Collateral | $ (46,593) | ||
Line of Credit Facility, Remaining Borrowing Capacity | 41,128 | ||
DROT 2013 [Member] | |||
Debt Instrument [Line Items] | |||
Long-term Debt, Gross | $ 36,187 | 42,838 | |
Debt, Weighted Average Interest Rate | 2.00% | ||
Loans Pledged as Collateral | $ (40,208) | ||
Line of Credit Facility, Remaining Borrowing Capacity | 0 | ||
DRTOT 2013 [Member] | |||
Debt Instrument [Line Items] | |||
Long-term Debt, Gross | $ 12,173 | 17,143 | |
Debt, Weighted Average Interest Rate | 6.00% | ||
Loans Pledged as Collateral | $ (17,643) | ||
Line of Credit Facility, Remaining Borrowing Capacity | 0 | ||
DROT 2011 Notes [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Unamortized Discount | (127) | (156) | |
Long-term Debt, Gross | $ 14,389 | ||
Debt Instrument, Interest Rate, Stated Percentage | 4.00% | ||
Loans Pledged as Collateral | $ (15,147) | ||
Line of Credit Facility, Remaining Borrowing Capacity | 0 | ||
DROT 2011 Notes [Member] | Fair Value, Inputs, Level 2 [Member] | |||
Debt Instrument [Line Items] | |||
Long-term Debt, Gross | 17,124 | ||
Notes Payable Insurance Policies [Member] | |||
Debt Instrument [Line Items] | |||
Notes Payable | $ 6,092 | 4,286 | |
Debt, Weighted Average Interest Rate | 2.80% | ||
Loans Pledged as Collateral | $ 0 | ||
Line of Credit Facility, Remaining Borrowing Capacity | 0 | ||
Notes Payable, Other Payables [Member] | |||
Debt Instrument [Line Items] | |||
Notes Payable | $ 161 | $ 321 | |
Debt Instrument, Interest Rate, Stated Percentage | 2.70% | ||
Debt, Weighted Average Interest Rate | 5.00% | ||
Loans Pledged as Collateral | $ 0 | ||
Line of Credit Facility, Remaining Borrowing Capacity | $ 0 | ||
June 2015 Cap [Member] | |||
Debt Instrument [Line Items] | |||
Restricted Cash and Cash Equivalents | $ 400 | ||
Percentage of total | 75.00% |
Commitments and Contingencies (
Commitments and Contingencies (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Jul. 23, 2015 | Apr. 01, 2014 | |
Loss Contingencies [Line Items] | ||||||
Debt and Capital Lease Obligations | $ 0.3 | $ 0.3 | $ 0.6 | $ 0.6 | ||
Purchase Commitment, Remaining Minimum Amount Committed | $ 13.1 | $ 13.1 | ||||
Purchase Obligation, Due after Fifth Year | $ 3.5 | |||||
Hurricane [Member] | Subsequent Event [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Advance Payments by Borrowers for Taxes and Insurance | $ 3 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - Derivative Contract [Domain] - Debt Instrument, Name [Domain] - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative Liability, Fair Value, Gross Liability | $ 81 | $ 0 |
Mortgages and contracts receivable, net | 535,345 | 498,662 |
Senior Credit Facility, net of unamortized original issue discount of $1,908 and $2,055, respectively | 422,758 | 440,720 |
Securitization notes and Funding Facilities, net of unamortized original issue discount of $127 and $156, respectively | 536,450 | 509,208 |
Notes Payable | 6,255 | 4,612 |
Total liabilities | 1,404,378 | 1,310,427 |
Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Mortgages and contracts receivable, net | 0 | 0 |
Senior Credit Facility, net of unamortized original issue discount of $1,908 and $2,055, respectively | 422,758 | 440,720 |
Securitization notes and Funding Facilities, net of unamortized original issue discount of $127 and $156, respectively | 536,304 | 512,706 |
Notes Payable | 6,255 | 4,612 |
Total liabilities | 965,317 | 958,038 |
Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Mortgages and contracts receivable, net | 535,345 | 498,662 |
Senior Credit Facility, net of unamortized original issue discount of $1,908 and $2,055, respectively | 0 | 0 |
Securitization notes and Funding Facilities, net of unamortized original issue discount of $127 and $156, respectively | 0 | 0 |
Notes Payable | 0 | 0 |
Total liabilities | 0 | 0 |
Carrying (Reported) Amount, Fair Value Disclosure [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative Instruments Not Designated as Hedging Instruments, Asset, at Fair Value | 292 | 0 |
Derivative Liability, Fair Value, Gross Liability | 81 | 0 |
Mortgages and contracts receivable, net | 535,345 | 498,662 |
Senior Credit Facility, net of unamortized original issue discount of $1,908 and $2,055, respectively | 422,758 | 440,720 |
Securitization notes and Funding Facilities, net of unamortized original issue discount of $127 and $156, respectively | 536,450 | 509,208 |
Notes Payable | 6,255 | 4,612 |
Total liabilities | 965,463 | 954,540 |
Estimate of Fair Value, Fair Value Disclosure [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative Instruments Not Designated as Hedging Instruments, Asset, at Fair Value | 292 | 0 |
Derivative Liability, Fair Value, Gross Liability | 81 | 0 |
Mortgages and contracts receivable, net | 535,345 | 498,662 |
Senior Credit Facility, net of unamortized original issue discount of $1,908 and $2,055, respectively | 422,758 | 440,720 |
Securitization notes and Funding Facilities, net of unamortized original issue discount of $127 and $156, respectively | 536,304 | 512,706 |
Notes Payable | 6,255 | 4,612 |
Total liabilities | $ 965,317 | $ 958,038 |
Stock Repurchase Program (Detai
Stock Repurchase Program (Details) - Equity Component [Domain] - USD ($) | Mar. 11, 2015 | Dec. 31, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jul. 28, 2015 | May. 19, 2015 | Mar. 10, 2015 | Oct. 28, 2014 | Jul. 24, 2013 |
Equity, Class of Treasury Stock [Line Items] | ||||||||||
Treasury Stock, Shares, Retired | 2,525,282 | |||||||||
Payments to repurchase shares | $ (74,126,000) | $ 0 | ||||||||
Share Price | $ 32.69 | $ 14 | ||||||||
Treasury Stock Acquired, Average Cost Per Share | $ 24.97 | $ 32.48 | $ 30.82 | |||||||
Stock Repurchase Program [Member] | ||||||||||
Equity, Class of Treasury Stock [Line Items] | ||||||||||
Number of shares repurchased | 642,900 | 2,925,092 | ||||||||
Payments to repurchase shares | $ (16,077,000) | $ (90,203,000) | ||||||||
Amount authorized for repurchase | $ 100,000,000 | |||||||||
March 2015 offering [Member] | ||||||||||
Equity, Class of Treasury Stock [Line Items] | ||||||||||
Number of shares repurchased | 1,515,582 | |||||||||
Payments to repurchase shares | $ (50,000,000) | |||||||||
Share Price | $ 32.9906267031 | |||||||||
March 2015 offering [Member] | Stock Repurchase Program [Member] | ||||||||||
Equity, Class of Treasury Stock [Line Items] | ||||||||||
Number of shares repurchased | 2,282,192 | |||||||||
Payments to repurchase shares | $ (74,126,000) | |||||||||
Subsequent Event [Member] | Stock Repurchase Program [Member] | ||||||||||
Equity, Class of Treasury Stock [Line Items] | ||||||||||
Amount authorized for repurchase | $ 100,000,000 |
Stock-Based Compensation (Detai
Stock-Based Compensation (Details) - USD ($) $ / shares in Units, $ in Thousands | May. 19, 2015 | Jan. 01, 2015 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Mar. 31, 2015 | Jan. 02, 2015 | Dec. 31, 2014 | Jul. 24, 2013 | Jul. 19, 2013 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Common Stock, Shares Authorized | 250,000,000 | 250,000,000 | 250,000,000 | ||||||||
Share Price | $ 32.69 | $ 14 | |||||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Share-based Awards Other than Options | $ 2,656 | $ 2,656 | |||||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized | 345 | 345 | |||||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Stock Options | 36,846 | 36,846 | |||||||||
Allocated Share-based Compensation Expense | $ 4,422 | $ 4,166 | $ 7,717 | $ 8,862 | |||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ 32.69 | ||||||||||
Percentage shares vested | 25.00% | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate | 0.00% | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 2 years 2 months | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 75.00% | ||||||||||
Employee Stock Option [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Stock Issued During Period, Shares, Restricted Stock Award, Gross | 1,067,000 | ||||||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ 32.69 | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures in Period | 0 | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures and Expirations in Period, Weighted Average Exercise Price | $ 0 | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | (374,000) | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value | $ 18.63 | ||||||||||
Shares, Outstanding | 3,229,000 | 3,229,000 | 2,536,000 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Exercisable, Weighted Average Exercise Price | $ 21.48 | $ 21.48 | $ 16.37 | ||||||||
Parent Company [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Allocated Share-based Compensation Expense | $ 3,782 | 1,389 | $ 7,002 | $ 4,262 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 10 | $ 8 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate | 44.90% | 52.80% | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term | 5 years 10 months 9 days | 6 years | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate | 1.71% | 1.71% | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate | 0.00% | 0.00% | |||||||||
HM&C Employees [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Allocated Share-based Compensation Expense | 0 | 2,448 | $ 0 | $ 4,071 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 13.6 | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate | 52.70% | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term | 6 years | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate | 1.71% | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate | 0.00% | ||||||||||
Company employees [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Intrinsic Value | 92,170 | 92,170 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value | $ 126,699 | $ 126,699 | $ 101,336 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number | 5,568,000 | 5,568,000 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 1,067,000 | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | (138,000) | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 8,797,000 | 8,797,000 | 7,868,000 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price | $ 15 | $ 15 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Remaining Contractual Term | 8 years 1 month | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures in Period | 0 | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 8 years 9 months | 8 years 5 months | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $ 17.15 | $ 17.15 | $ 15.02 | ||||||||
Hospitality and Management Services [Member] | Deferred Compensation, Share-based Payments [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Allocated Share-based Compensation Expense | $ 345 | 275 | $ 625 | $ 964 | |||||||
Vacation Interest Sales and Financing [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Allocated Share-based Compensation Expense | 711 | 470 | 1,212 | 1,649 | |||||||
Corporate and Other [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Allocated Share-based Compensation Expense | 3,366 | 3,421 | $ 5,880 | 6,249 | |||||||
Former holders of DRP BCU [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Shares, Issued | 3,760,215 | ||||||||||
Certain Eligible Persons [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 1,067,000 | 4,408,100 | |||||||||
granted [Member] | Company employees [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ 32.69 | ||||||||||
forfeited [Member] | Company employees [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures and Expirations in Period, Weighted Average Exercise Price | 0 | ||||||||||
exercised [Member] | Company employees [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ 0 | ||||||||||
advertising sales and marketing [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Allocated Share-based Compensation Expense | 547 | 340 | $ 916 | 1,266 | |||||||
advertising sales and marketing [Member] | Hospitality and Management Services [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Allocated Share-based Compensation Expense | 0 | 0 | 0 | ||||||||
advertising sales and marketing [Member] | Vacation Interest Sales and Financing [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Allocated Share-based Compensation Expense | 547 | 340 | 916 | 1,266 | |||||||
advertising sales and marketing [Member] | Corporate and Other [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Allocated Share-based Compensation Expense | 0 | 0 | 0 | ||||||||
Management and member services [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Allocated Share-based Compensation Expense | 345 | 275 | 625 | 964 | |||||||
Management and member services [Member] | Hospitality and Management Services [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Allocated Share-based Compensation Expense | 345 | 275 | 625 | 964 | |||||||
Management and member services [Member] | Vacation Interest Sales and Financing [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Allocated Share-based Compensation Expense | 0 | 0 | 0 | ||||||||
Management and member services [Member] | Corporate and Other [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Allocated Share-based Compensation Expense | 0 | 0 | 0 | ||||||||
Vacation interest carrying costs, net [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Allocated Share-based Compensation Expense | 64 | 51 | 115 | 147 | |||||||
Vacation interest carrying costs, net [Member] | Hospitality and Management Services [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Allocated Share-based Compensation Expense | 0 | 0 | 0 | ||||||||
Vacation interest carrying costs, net [Member] | Vacation Interest Sales and Financing [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Allocated Share-based Compensation Expense | 64 | 51 | 115 | 147 | |||||||
Vacation interest carrying costs, net [Member] | Corporate and Other [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Allocated Share-based Compensation Expense | 0 | 0 | 0 | ||||||||
loan portfolio [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Allocated Share-based Compensation Expense | 100 | 79 | 181 | 236 | |||||||
loan portfolio [Member] | Hospitality and Management Services [Member] | Deferred Compensation, Share-based Payments [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Allocated Share-based Compensation Expense | 0 | 0 | 0 | ||||||||
loan portfolio [Member] | Vacation Interest Sales and Financing [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Allocated Share-based Compensation Expense | 100 | 79 | 181 | 236 | |||||||
loan portfolio [Member] | Corporate and Other [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Allocated Share-based Compensation Expense | 0 | 0 | 0 | ||||||||
General and Administrative Expense [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Allocated Share-based Compensation Expense | 3,366 | 3,421 | 5,880 | 6,249 | |||||||
General and Administrative Expense [Member] | Hospitality and Management Services [Member] | Deferred Compensation, Share-based Payments [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Allocated Share-based Compensation Expense | 0 | 0 | 0 | ||||||||
General and Administrative Expense [Member] | Vacation Interest Sales and Financing [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Allocated Share-based Compensation Expense | 0 | 0 | 0 | ||||||||
General and Administrative Expense [Member] | Corporate and Other [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Allocated Share-based Compensation Expense | 3,366 | 3,421 | 5,880 | 6,249 | |||||||
Director [Member] | Restricted Stock [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Allocated Share-based Compensation Expense | 640 | $ 329 | 715 | $ 529 | |||||||
Employee Stock Option [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Stock Options | $ 28,871 | $ 28,871 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 1 year 11 months | ||||||||||
Restricted Stock [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 157,000 | ||||||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ 32.69 | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 194,000 | 194,000 | 44,000 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures in Period | 0 | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | (7,000) | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value | $ 19.16 | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $ 29.59 | $ 29.59 | $ 16.92 | ||||||||
Restricted Stock [Member] | Director [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Stock Options | $ 4,974 | $ 4,974 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 3 years 6 months | ||||||||||
Restricted Stock Units (RSUs) [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 86,000 | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 86,000 | 86,000 | 0 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures in Period | 0 | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures and Expirations in Period, Weighted Average Exercise Price | $ 0 | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 0 | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value | $ 0 | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $ 32.69 | $ 32.69 | $ 0 | ||||||||
Restricted Stock Units (RSUs) [Member] | Director [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 3 years 3 months | ||||||||||
Deferred Compensation, Share-based Payments [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 12,000 | ||||||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ 32.69 | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 12,000 | 12,000 | 0 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures in Period | 0 | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures and Expirations in Period, Weighted Average Exercise Price | $ 0 | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 0 | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value | $ 0 | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $ 32.69 | $ 32.69 | $ 0 | ||||||||
Deferred Compensation, Share-based Payments [Member] | Director [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 11 months | ||||||||||
2015 Plan [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Common Stock, Shares Authorized | 8,500,000 | ||||||||||
Common Stock, Capital Shares Reserved for Future Issuance | 7,178,074 | 7,178,074 |
Accumulated Other Comprehensi85
Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | Dec. 31, 2011 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Accumulated Other Comprehensive Income (Loss), Foreign Currency Translation Adjustment, Net of Tax | $ (18,884) | $ (18,884) | $ (17,716) | |||
Accumulated Other Comprehensive Income (Loss), Pension and Other Postretirement Benefit Plans, Net of Tax | (1,807) | (1,807) | (1,893) | $ (1,600) | ||
Other Comprehensive Income (Loss), Net of Tax | 12 | $ 9 | (6) | $ (5) | ||
Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Parent | 2,049 | $ 1,177 | (1,088) | $ 1,591 | ||
Accumulated Other Comprehensive Income (Loss), Net of Tax | (20,649) | (20,649) | (19,561) | |||
Accumulated Other Comprehensive Income (Loss) [Member] | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Other Comprehensive Income (Loss), Net of Tax | (6) | |||||
Accumulated Other Comprehensive Income (Loss), Net of Tax | $ 42 | $ 42 | $ 48 |
Net income (loss) per share (De
Net income (loss) per share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Net income (loss) | $ 36,870 | $ (2,731) | $ 62,845 | $ 11,279 |
Weighted Average Number of Shares Outstanding, Basic | 73,052 | 75,456 | 73,769 | 75,443 |
Earnings Per Share, Basic | $ 0.50 | $ (0.04) | $ 0.85 | $ 0.15 |
Weighted Average Number of Shares Outstanding, Diluted | 75,759 | 75,456 | 76,430 | 76,068 |
Earnings Per Share, Diluted | $ 0.49 | $ (0.04) | $ 0.82 | $ 0.15 |
Restricted Stock [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Earnings Per Share, Potentially Dilutive Securities | 13,619 | |||
Dilutive Securities, Effect on Basic Earnings Per Share | 32 | 0 | 28 | 12 |
Employee Stock Option [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Earnings Per Share, Potentially Dilutive Securities | 733,390 | |||
Weighted Average Number Diluted Limited Partnership Units Outstanding Adjustment | 2,675 | 0 | 2,633 | 613 |
Post-retirement Benefit Plan (D
Post-retirement Benefit Plan (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Mar. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2011 | |
Post-retirement Benefit Plan [Abstract] | |||||||
Defined Benefit Pension Plan, Liabilities | $ (2,669) | $ (2,669) | $ (2,825) | ||||
Defined Benefit Plan, Pension Plans with Accumulated Benefit Obligations in Excess of Plan Assets, Aggregate Projected Benefit Obligation | 2,669 | 2,669 | $ 2,871 | 2,825 | |||
Defined Benefit Plan, Service Cost | 42 | $ 42 | 83 | $ 84 | |||
Defined Benefit Plan, Interest Cost | 22 | $ 25 | 44 | $ 49 | |||
Defined Benefit Plan, Future Amortization of Gain (Loss) | 0 | 0 | |||||
Defined Benefit Plan, Benefits Paid | (266) | (283) | |||||
Defined Benefit Plan, Fair Value of Plan Assets | 0 | 0 | 0 | ||||
Defined Benefit Plan, Benefit Obligation | $ (2,669) | $ (2,669) | (2,825) | ||||
Defined Benefit Plan, Assumptions Used Calculating Net Periodic Benefit Cost, Discount Rate | 3.35% | 4.11% | 3.35% | 4.11% | |||
Defined Benefit Plan, Assumptions Used Calculating Net Periodic Benefit Cost, Rate of Compensation Increase | 3.00% | 3.00% | 3.00% | 3.00% | |||
Pension and Other Postretirement Benefit Plans, Accumulated Other Comprehensive Income (Loss), Net Gains (Losses), before Tax | $ (223) | $ (223) | (223) | ||||
Pension and Other Postretirement Benefit Plans, Accumulated Other Comprehensive Income (Loss), Net Prior Service Cost (Credit), before Tax | 1,584 | 1,584 | 1,670 | ||||
Accumulated Other Comprehensive Income (Loss), Pension and Other Postretirement Benefit Plans, Net of Tax | 1,807 | 1,807 | $ 1,893 | $ 1,600 | |||
Other Comprehensive Income (Loss), Net of Tax | 12 | $ 9 | (6) | $ (5) | |||
Defined Benefit Plan, Amortization of Gains (Losses) | 0 | 0 | 0 | 0 | |||
Defined Benefit Plan, Amortization of Prior Service Cost (Credit) | (43) | (42) | (86) | (85) | |||
Defined Benefit Plan, Net Periodic Benefit Cost | 107 | 109 | 213 | 218 | |||
Amount Recognized in Net Periodic Benefit Cost and Other Comprehensive Income (Loss), before Tax | (43) | (42) | (86) | (85) | |||
Other Comprehensive Income (Loss), Pension and Other Postretirement Benefit Plans, Net Unamortized (Gain) Loss Arising During Period, Tax | $ 64 | $ 67 | $ 127 | $ 133 |
Segment Reporting (Details)
Segment Reporting (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2015 | Mar. 31, 2015 | Jun. 30, 2014 | Mar. 31, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Segment Reporting Information [Line Items] | ||||||
Management and member services | $ 42,039 | $ 39,219 | $ 82,678 | $ 77,443 | ||
Consolidated Resort Operations | 4,125 | 9,621 | 7,334 | 18,344 | ||
Provision for uncollectible Vacation Interests sales | $ (20,811) | $ (12,843) | (34,907) | (24,276) | ||
Vacation Interests sales, net of provision of $0, $20,811, $0, $20,811, $0, $12,843, $0, and $12,843, respectively | 150,281 | 130,005 | 272,847 | 235,902 | ||
Interest | 18,799 | 16,206 | 37,601 | 31,880 | ||
Other | 16,258 | 13,963 | 28,562 | 26,670 | ||
Total revenues | 231,502 | 209,014 | 429,022 | 390,239 | ||
Management and member services | 8,316 | 5,881 | 16,397 | 14,828 | ||
Consolidated resort operations | 4,048 | 8,675 | 7,749 | 16,446 | ||
Vacation Interests cost of sales | 7,451 | 15,462 | 8,589 | 28,364 | ||
Advertising, sales and marketing | 84,878 | 71,107 | 153,391 | 131,882 | ||
Vacation Interests carrying cost, net | 9,373 | 6,729 | 19,741 | 14,604 | ||
Loan portfolio | 2,181 | 2,359 | 4,918 | 4,849 | ||
Other operating | 7,338 | 5,266 | 12,349 | 10,803 | ||
General and administrative | 23,531 | 23,264 | 55,787 | 47,456 | ||
Depreciation and amortization | 8,457 | 8,269 | 17,097 | 16,330 | ||
Interest Expense | 11,521 | 17,383 | 23,125 | 33,998 | ||
Loss on extinguishment of debt | 0 | 46,807 | 0 | 46,807 | ||
Impairments and other write-offs | 7 | 35 | 12 | 42 | ||
Loss (gain) on disposal of assets | 72 | (149) | 38 | (153) | ||
Total costs and expenses | 167,173 | 211,088 | 319,193 | 366,256 | ||
Income (loss) before provision for income taxes | 64,329 | (2,074) | 109,829 | 23,983 | ||
Provision for income taxes | 27,459 | 657 | 46,984 | 12,704 | ||
Net income (loss) | 36,870 | (2,731) | 62,845 | 11,279 | ||
Hospitality and Management Services [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Management and member services | 42,039 | 39,219 | 82,678 | 77,443 | ||
Consolidated Resort Operations | 4,125 | 9,621 | 7,334 | 18,344 | ||
Provision for uncollectible Vacation Interests sales | 0 | 0 | ||||
Vacation Interests sales, net of provision of $0, $20,811, $0, $20,811, $0, $12,843, $0, and $12,843, respectively | 0 | 0 | 0 | 0 | ||
Interest | 0 | 0 | 0 | 0 | ||
Other | 2,411 | 3,173 | 4,305 | 5,334 | ||
Total revenues | 48,575 | 52,013 | 94,317 | 101,121 | ||
Management and member services | 8,316 | 5,881 | 16,397 | 14,828 | ||
Consolidated resort operations | 4,048 | 8,675 | 7,749 | 16,446 | ||
Vacation Interests cost of sales | 0 | 0 | 0 | 0 | ||
Advertising, sales and marketing | 0 | 0 | 0 | 0 | ||
Vacation Interests carrying cost, net | 0 | 0 | 0 | 0 | ||
Loan portfolio | 326 | 268 | 660 | 510 | ||
Other operating | 0 | 0 | 0 | 0 | ||
General and administrative | 0 | 0 | 0 | 0 | ||
Depreciation and amortization | 0 | 0 | 0 | 0 | ||
Interest Expense | 0 | 0 | 0 | 0 | ||
Loss on extinguishment of debt | 0 | 0 | 0 | 0 | ||
Impairments and other write-offs | 0 | 0 | 0 | 0 | ||
Loss (gain) on disposal of assets | 0 | 0 | 0 | 0 | ||
Total costs and expenses | 12,690 | 14,824 | 24,806 | 31,784 | ||
Income (loss) before provision for income taxes | 35,885 | 37,189 | 69,511 | 69,337 | ||
Provision for income taxes | 0 | 0 | 0 | 0 | ||
Net income (loss) | 35,885 | 37,189 | 69,511 | 69,337 | ||
Vacation Interest Sales and Financing [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Management and member services | 0 | 0 | 0 | 0 | ||
Consolidated Resort Operations | 0 | 0 | 0 | 0 | ||
Provision for uncollectible Vacation Interests sales | (20,811) | (12,843) | ||||
Vacation Interests sales, net of provision of $0, $20,811, $0, $20,811, $0, $12,843, $0, and $12,843, respectively | 150,281 | 130,005 | 272,847 | 235,902 | ||
Interest | 18,420 | 15,759 | 36,836 | 31,016 | ||
Other | 13,847 | 10,790 | 24,257 | 21,336 | ||
Total revenues | 182,548 | 156,554 | 333,940 | 288,254 | ||
Management and member services | 0 | 0 | 0 | 0 | ||
Consolidated resort operations | 0 | 0 | 0 | 0 | ||
Vacation Interests cost of sales | 7,451 | 15,462 | 8,589 | 28,364 | ||
Advertising, sales and marketing | 84,878 | 71,107 | 153,391 | 131,882 | ||
Vacation Interests carrying cost, net | 9,373 | 6,729 | 19,741 | 14,604 | ||
Loan portfolio | 1,855 | 2,091 | 4,258 | 4,339 | ||
Other operating | 7,338 | 5,266 | 12,349 | 10,803 | ||
General and administrative | 0 | 0 | 0 | 0 | ||
Depreciation and amortization | 0 | 0 | 0 | 0 | ||
Interest Expense | 4,205 | 3,556 | 8,123 | 6,925 | ||
Loss on extinguishment of debt | 0 | 0 | 0 | 0 | ||
Impairments and other write-offs | 0 | 0 | 0 | 0 | ||
Loss (gain) on disposal of assets | 0 | 0 | 0 | 0 | ||
Total costs and expenses | 115,100 | 104,211 | 206,451 | 196,917 | ||
Income (loss) before provision for income taxes | 67,448 | 52,343 | 127,489 | 91,337 | ||
Provision for income taxes | 0 | 0 | 0 | 0 | ||
Net income (loss) | 67,448 | 52,343 | 127,489 | 91,337 | ||
Corporate and Other [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Management and member services | 0 | 0 | 0 | 0 | ||
Consolidated Resort Operations | 0 | 0 | 0 | 0 | ||
Provision for uncollectible Vacation Interests sales | $ 0 | $ 0 | ||||
Vacation Interests sales, net of provision of $0, $20,811, $0, $20,811, $0, $12,843, $0, and $12,843, respectively | 0 | 0 | 0 | 0 | ||
Interest | 379 | 447 | 765 | 864 | ||
Other | 0 | 0 | 0 | 0 | ||
Total revenues | 379 | 447 | 765 | 864 | ||
Management and member services | 0 | 0 | 0 | 0 | ||
Consolidated resort operations | 0 | 0 | 0 | 0 | ||
Vacation Interests cost of sales | 0 | 0 | 0 | 0 | ||
Advertising, sales and marketing | 0 | 0 | 0 | 0 | ||
Vacation Interests carrying cost, net | 0 | 0 | 0 | 0 | ||
Loan portfolio | 0 | 0 | 0 | 0 | ||
Other operating | 0 | 0 | 0 | 0 | ||
General and administrative | 23,531 | 23,264 | 55,787 | 47,456 | ||
Depreciation and amortization | 8,457 | 8,269 | 17,097 | 16,330 | ||
Interest Expense | 7,316 | 13,827 | 15,002 | 27,073 | ||
Loss on extinguishment of debt | 0 | 46,807 | 0 | 46,807 | ||
Impairments and other write-offs | 7 | 35 | 12 | 42 | ||
Loss (gain) on disposal of assets | 72 | (149) | 38 | (153) | ||
Total costs and expenses | 39,383 | 92,053 | 87,936 | 137,555 | ||
Income (loss) before provision for income taxes | (39,004) | (91,606) | (87,171) | (136,691) | ||
Provision for income taxes | 27,459 | 657 | 46,984 | 12,704 | ||
Net income (loss) | $ (66,463) | $ (92,263) | $ (134,155) | $ (149,395) |
Loss on Extinguishment of Deb89
Loss on Extinguishment of Debt (Details) - USD ($) $ in Thousands | Jun. 09, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 |
Extinguishment of Debt [Line Items] | ||||||
Loss on extinguishment of debt | $ 0 | $ 46,807 | $ 0 | $ 46,807 | ||
Unamortized Debt Issuance Expense | 9,900 | 9,900 | $ 10,600 | |||
Debt Instrument, Unamortized Discount | 1,908 | 1,908 | $ 2,055 | |||
Senior Notes [Member] | ||||||
Extinguishment of Debt [Line Items] | ||||||
Loss on extinguishment of debt | $ (30,200) | |||||
Unamortized Debt Issuance Expense | 9,400 | |||||
Debt Instrument, Unamortized Discount | $ 6,100 | |||||
Revolving Credit Facility [Member] | ||||||
Extinguishment of Debt [Line Items] | ||||||
Loss on extinguishment of debt | 0 | 932 | 0 | 932 | ||
Senior Notes [Member] | ||||||
Extinguishment of Debt [Line Items] | ||||||
Loss on extinguishment of debt | 0 | 45,767 | 0 | 45,767 | ||
ILXA Inventory Loan [Member] | ||||||
Extinguishment of Debt [Line Items] | ||||||
Loss on extinguishment of debt | $ 0 | $ 108 | $ 0 | $ 108 |
Subsequent Events (Details)
Subsequent Events (Details) | Jul. 29, 2015USD ($)resort_unit | Jun. 30, 2015USD ($)resort_unit | Jul. 28, 2015USD ($) | Jul. 23, 2015USD ($) | Oct. 28, 2014USD ($) | May. 09, 2014USD ($) |
Subsequent Event [Line Items] | ||||||
Stock Repurchase Program, Remaining Authorized Repurchase Amount | $ 89,300,000 | $ 109,800,000 | ||||
Number Of Resort Units | resort_unit | 11,000 | |||||
Debt Instrument, Face Amount | $ 470,000,000 | |||||
Debt, Weighted Average Interest Rate | 5.50% | |||||
Stock Repurchase Program [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Stock Repurchase Program, Authorized Amount | $ 100,000,000 | |||||
Stock Repurchase Program [Member] | Subsequent Event [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Stock Repurchase Program, Authorized Amount | $ 100,000,000 | |||||
Hurricane [Member] | Subsequent Event [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Construction Payable | $ 3,000,000 | |||||
HAWAII | Subsequent Event [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Number Of Resort Units | resort_unit | 144 | |||||
DROT 2015 [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Debt, Weighted Average Interest Rate | 2.80% | |||||
DROT 2015 [Member] | Subsequent Event [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Debt Instrument, Face Amount | $ 170,000,000 | |||||
Federal Home Loan Bank, Advances, Interest Rate | 96.00% | |||||
DROT 2015 [Member] | Subsequent Event [Member] | Fitch, AA- Rating [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Debt Instrument, Face Amount | $ 158,500,000 | |||||
Debt Instrument, Interest Rate, Stated Percentage | 2.70% | |||||
DROT 2015 [Member] | Subsequent Event [Member] | Fitch, A Rating [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Debt Instrument, Face Amount | $ 11,500,000 | |||||
Debt Instrument, Interest Rate, Stated Percentage | 3.20% |