Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2019 | Oct. 25, 2019 | |
Cover [Abstract] | ||
Entity Registrant Name | Hilton Grand Vacations Inc. | |
Entity Central Index Key | 0001674168 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Current Reporting Status | Yes | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2019 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 85,469,804 | |
Entity Interactive Data Current | Yes | |
Entity Emerging Growth Company | false | |
Entity Small Business | false | |
Title of 12(b) Security | Common Stock, $0.01 par value per share | |
Trading Symbol | HGV | |
Security Exchange Name | NYSE | |
Entity Shell Company | false | |
Entity File Number | 001-37794 | |
Entity Tax Identification Number | 81-2545345 | |
Entity Address, Address Line One | 6355 MetroWest Boulevard | |
Entity Address, Address Line Two | Suite 180 | |
Entity Address, City or Town | Orlando | |
Entity Address, State or Province | FL | |
Entity Address, Postal Zip Code | 32835 | |
City Area Code | 407 | |
Local Phone Number | 613-3100 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity Incorporation, State or Country Code | DE |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 |
ASSETS | ||
Cash and cash equivalents | $ 113 | $ 108 |
Restricted cash | 98 | 72 |
Accounts receivable, net of allowance for doubtful accounts of $19 and $14 | 137 | 153 |
Timeshare financing receivables, net | 1,139 | 1,120 |
Inventory | 518 | 527 |
Property and equipment, net | 765 | 559 |
Operating lease right-of-use assets, net | 62 | |
Investments in unconsolidated affiliates | 44 | 38 |
Intangible assets, net | 87 | 81 |
Other assets | 75 | 95 |
TOTAL ASSETS (variable interest entities - $799 and $647) | 3,038 | 2,753 |
Liabilities: | ||
Accounts payable, accrued expenses and other | 343 | 324 |
Advanced deposits | 112 | 101 |
Debt, net | 815 | 604 |
Non-recourse debt, net | 795 | 759 |
Operating lease liabilities | 78 | |
Deferred revenues | 165 | 95 |
Deferred income tax liabilities | 236 | 254 |
Total liabilities (variable interest entities - $798 and $640) | 2,544 | 2,137 |
Commitments and contingencies - see Note 19 | ||
Equity: | ||
Preferred stock, $0.01 par value; 300,000,000 authorized shares, none issued or outstanding as of September 30, 2019 and December 31, 2018 | ||
Common stock, $0.01 par value; 3,000,000,000 authorized shares, 85,469,804 issued and outstanding as of September 30, 2019 and 94,558,086 issued and outstanding as of December 31, 2018 | 1 | 1 |
Additional paid-in capital | 174 | 174 |
Accumulated retained earnings | 319 | 441 |
Total equity | 494 | 616 |
TOTAL LIABILITIES AND EQUITY | $ 3,038 | $ 2,753 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 |
Statement Of Financial Position [Abstract] | ||
Allowance for doubtful accounts receivable | $ 19 | $ 14 |
Assets, variable interest entity | 799 | 647 |
Liabilities, variable interest entity | $ 798 | $ 640 |
Preferred Stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred Stock, shares authorized | 300,000,000 | 300,000,000 |
Preferred Stock, shares issued | 0 | 0 |
Preferred Stock, shares outstanding | 0 | 0 |
Common Stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common Stock, shares authorized (in shares) | 3,000,000,000 | 3,000,000,000 |
Common Stock, shares issued (in shares) | 85,469,804 | 94,558,086 |
Common Stock, shares outstanding (in shares) | 85,469,804 | 94,558,086 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (UNAUDITED) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | ||
Revenues | |||||
Total revenues | $ 466,000,000 | $ 427,000,000 | $ 1,370,000,000 | $ 1,357,000,000 | |
Expenses | |||||
General and administrative | 28,000,000 | 31,000,000 | 82,000,000 | 84,000,000 | |
Depreciation and amortization | 14,000,000 | 9,000,000 | 37,000,000 | 25,000,000 | |
Total operating expenses | 384,000,000 | 364,000,000 | 1,139,000,000 | 1,092,000,000 | |
Interest expense | (12,000,000) | (7,000,000) | (33,000,000) | (22,000,000) | |
Equity in earnings from unconsolidated affiliates | 1,000,000 | 1,000,000 | 4,000,000 | ||
Other loss, net | (1,000,000) | (1,000,000) | (3,000,000) | (1,000,000) | |
Income before income taxes | 70,000,000 | 56,000,000 | 199,000,000 | 242,000,000 | |
Income tax expense | (20,000,000) | (15,000,000) | (55,000,000) | (64,000,000) | |
Net income | [1] | $ 50,000,000 | $ 40,533,279 | $ 144,352,584 | $ 177,564,538 |
Earnings per share: | |||||
Basic | $ 0.59 | $ 0.42 | $ 1.61 | $ 1.82 | |
Diluted | $ 0.59 | $ 0.42 | $ 1.60 | $ 1.81 | |
Sales of VOIs, Net | |||||
Revenues | |||||
Total revenues | $ 138,000,000 | $ 99,000,000 | $ 383,000,000 | $ 427,000,000 | |
Sales, Marketing, Brand and Other Fees | |||||
Revenues | |||||
Total revenues | 143,000,000 | 152,000,000 | 429,000,000 | 423,000,000 | |
Financing | |||||
Revenues | |||||
Total revenues | 43,000,000 | 40,000,000 | 127,000,000 | 117,000,000 | |
Expenses | |||||
Expenses | 14,000,000 | 12,000,000 | 39,000,000 | 35,000,000 | |
Resort and Club Management | |||||
Revenues | |||||
Total revenues | 45,000,000 | 40,000,000 | 130,000,000 | 116,000,000 | |
Expenses | |||||
Expenses | 11,000,000 | 11,000,000 | 34,000,000 | 33,000,000 | |
Rental and Ancillary Services | |||||
Revenues | |||||
Total revenues | 54,000,000 | 60,000,000 | 173,000,000 | 164,000,000 | |
Expenses | |||||
Expenses | 36,000,000 | 37,000,000 | 108,000,000 | 95,000,000 | |
Cost Reimbursements | |||||
Revenues | |||||
Total revenues | 43,000,000 | 36,000,000 | 128,000,000 | 110,000,000 | |
Expenses | |||||
Expenses | 43,000,000 | 36,000,000 | 128,000,000 | 110,000,000 | |
Cost of VOI Sales | |||||
Expenses | |||||
Expenses | 24,000,000 | 29,000,000 | 92,000,000 | 109,000,000 | |
Sales and Marketing | |||||
Expenses | |||||
Expenses | 188,000,000 | 174,000,000 | 544,000,000 | 528,000,000 | |
License Fee Expense | |||||
Expenses | |||||
Expenses | $ 26,000,000 | $ 25,000,000 | $ 75,000,000 | $ 73,000,000 | |
[1] | Net income for the three months ended September 30, 2019 and 2018 was $50,659,927 and $40,533,279, respectively, and for the nine months ended September 30, 2019 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Cash Flows (UNAUDITED) | 9 Months Ended | |||
Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($) | |||
Operating Activities | ||||
Net income | $ 144,352,584 | [1] | $ 177,564,538 | [1] |
Adjustments to reconcile net income to net cash provided by (used in) operating activities: | ||||
Depreciation and amortization | 37,000,000 | 25,000,000 | ||
Amortization of deferred financing costs and other | 7,000,000 | 4,000,000 | ||
Provision for financing receivables losses | 60,000,000 | [2] | 50,000,000 | [2] |
Other loss, net | 3,000,000 | 1,000,000 | ||
Share-based compensation | 18,000,000 | 13,000,000 | ||
Deferred income tax benefit | (21,000,000) | (21,000,000) | ||
Equity in earnings from unconsolidated affiliates | (4,000,000) | |||
Distributions received from unconsolidated affiliates | 2,000,000 | |||
Net changes in assets and liabilities: | ||||
Accounts receivable, net | 17,000,000 | (39,000,000) | ||
Timeshare financing receivables, net | (79,000,000) | (83,000,000) | ||
Inventory | (6,000,000) | (15,000,000) | ||
Purchases and development of real estate for future conversion to inventory | (107,000,000) | (299,000,000) | ||
Other assets | (22,000,000) | (61,000,000) | ||
Accounts payable, accrued expenses and other | 20,000,000 | (15,000,000) | ||
Advanced deposits | 11,000,000 | 13,000,000 | ||
Deferred revenues | 70,000,000 | 42,000,000 | ||
Net cash provided by (used in) operating activities | 148,000,000 | (205,000,000) | ||
Investing Activities | ||||
Capital expenditures for property and equipment | (25,000,000) | (29,000,000) | ||
Software capitalization costs | (19,000,000) | (12,000,000) | ||
Return of investment from unconsolidated affiliates | 11,000,000 | |||
Investments in unconsolidated affiliates | (2,000,000) | (5,000,000) | ||
Net cash used in investing activities | (46,000,000) | (35,000,000) | ||
Financing Activities | ||||
Issuance of debt | 455,000,000 | 215,000,000 | ||
Issuance of non-recourse debt | 365,000,000 | 663,000,000 | ||
Repayment of debt | (272,000,000) | (168,000,000) | ||
Repayment of non-recourse debt | (327,000,000) | (436,000,000) | ||
Debt issuance costs | (6,000,000) | (6,000,000) | ||
Repurchase and retirement of common stock | (283,000,000) | (112,000,000) | ||
Payment of withholding taxes on vesting of restricted stock units | (3,000,000) | (4,000,000) | ||
Proceeds from employee stock plan purchases | 2,000,000 | |||
Capital contribution | 3,000,000 | |||
Other financing activity | (2,000,000) | |||
Net cash (used in) provided by financing activities | (71,000,000) | 155,000,000 | ||
Net increase (decrease) in cash, cash equivalents and restricted cash | 31,000,000 | (85,000,000) | ||
Cash, cash equivalents and restricted cash, beginning of period | 180,000,000 | 297,000,000 | ||
Cash, cash equivalents and restricted cash, end of period | 211,000,000 | 212,000,000 | ||
Supplemental disclosure of non-cash operating activities: | ||||
Cumulative effect of adoption of new accounting standard | $ 38,000,000 | |||
Non-cash transfer from Other Assets to Inventory | 2,000,000 | [3] | ||
Non-cash transfer from Inventory to Property and Equipment | 16,000,000 | [4] | ||
Non-cash transfer from Other Assets to Property and Equipment | 40,000,000 | [4] | ||
Supplemental disclosure of non-cash financing activities: | ||||
Issuance of other debt | $ 23,000,000 | |||
[1] | Net income for the three months ended September 30, 2019 and 2018 was $50,659,927 and $40,533,279, respectively, and for the nine months ended September 30, 2019 | |||
[2] | Includes incremental provision for financing receivables losses, net of activity related to the repurchase of defaulted and upgraded securitized timeshare financing receivables. | |||
[3] | See Note 7: Property and Equipment | |||
[4] | See Note 6: Inventory |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Stockholders' Equity (UNAUDITED) - USD ($) | Total | Common Stock | Additional Paid-in Capital | Accumulated Retained Earnings | ||
Beginning balance, value at Dec. 31, 2017 | $ 518,000,000 | $ 1,000,000 | $ 162,000,000 | $ 355,000,000 | ||
Beginning balance, shares at Dec. 31, 2017 | 99,000,000 | |||||
Net income | 30,000,000 | $ 0 | 0 | 30,000,000 | ||
Activity related to share-based compensation | (1,000,000) | 0 | (1,000,000) | 0 | ||
Repurchase and retirement of common stock | (112,000,000) | $ 0 | (3,000,000) | (109,000,000) | ||
Repurchase and retirement of common stock, shares | (2,000,000) | |||||
Revenue recognition cumulative-effect adjustment | (38,000,000) | $ 0 | 0 | (38,000,000) | ||
Capital contribution | 3,000,000 | 0 | 3,000,000 | 0 | ||
Ending balance, value at Mar. 31, 2018 | 400,000,000 | $ 1,000,000 | 161,000,000 | 238,000,000 | ||
Ending balance, shares at Mar. 31, 2018 | 97,000,000 | |||||
Beginning balance, value at Dec. 31, 2017 | 518,000,000 | $ 1,000,000 | 162,000,000 | 355,000,000 | ||
Beginning balance, shares at Dec. 31, 2017 | 99,000,000 | |||||
Net income | [1] | 177,564,538 | ||||
Ending balance, value at Sep. 30, 2018 | 562,000,000 | $ 1,000,000 | 174,000,000 | 387,000,000 | ||
Ending balance, shares at Sep. 30, 2018 | 97,000,000 | |||||
Beginning balance, value at Mar. 31, 2018 | 400,000,000 | $ 1,000,000 | 161,000,000 | 238,000,000 | ||
Beginning balance, shares at Mar. 31, 2018 | 97,000,000 | |||||
Net income | 107,000,000 | $ 0 | 0 | 107,000,000 | ||
Activity related to share-based compensation | 6,000,000 | 0 | 6,000,000 | 0 | ||
Other | 4,000,000 | 0 | 3,000,000 | 1,000,000 | ||
Ending balance, value at Jun. 30, 2018 | 517,000,000 | $ 1,000,000 | 170,000,000 | 346,000,000 | ||
Ending balance, shares at Jun. 30, 2018 | 97,000,000 | |||||
Net income | 40,533,279 | [1] | $ 0 | 0 | 41,000,000 | |
Activity related to share-based compensation | 4,000,000 | 0 | 4,000,000 | 0 | ||
Ending balance, value at Sep. 30, 2018 | 562,000,000 | $ 1,000,000 | 174,000,000 | 387,000,000 | ||
Ending balance, shares at Sep. 30, 2018 | 97,000,000 | |||||
Beginning balance, value at Dec. 31, 2018 | $ 616,000,000 | $ 1,000,000 | 174,000,000 | 441,000,000 | ||
Beginning balance, shares at Dec. 31, 2018 | 94,558,086 | 94,000,000 | ||||
Net income | $ 55,000,000 | $ 0 | 0 | 55,000,000 | ||
Activity related to share-based compensation | 1,000,000 | 0 | 1,000,000 | 0 | ||
Repurchase and retirement of common stock | (97,000,000) | $ 0 | (5,000,000) | (92,000,000) | ||
Repurchase and retirement of common stock, shares | (3,000,000) | |||||
Ending balance, value at Mar. 31, 2019 | 575,000,000 | $ 1,000,000 | 170,000,000 | 404,000,000 | ||
Ending balance, shares at Mar. 31, 2019 | 91,000,000 | |||||
Beginning balance, value at Dec. 31, 2018 | $ 616,000,000 | $ 1,000,000 | 174,000,000 | 441,000,000 | ||
Beginning balance, shares at Dec. 31, 2018 | 94,558,086 | 94,000,000 | ||||
Net income | [1] | $ 144,352,584 | ||||
Ending balance, value at Sep. 30, 2019 | $ 494,000,000 | $ 1,000,000 | 174,000,000 | 319,000,000 | ||
Ending balance, shares at Sep. 30, 2019 | 85,469,804 | 85,000,000 | ||||
Beginning balance, value at Mar. 31, 2019 | $ 575,000,000 | $ 1,000,000 | 170,000,000 | 404,000,000 | ||
Beginning balance, shares at Mar. 31, 2019 | 91,000,000 | |||||
Net income | 39,000,000 | $ 0 | 0 | 39,000,000 | ||
Activity related to share-based compensation | 10,000,000 | 0 | 10,000,000 | 0 | ||
Repurchase and retirement of common stock | (174,000,000) | $ 0 | (11,000,000) | (163,000,000) | ||
Repurchase and retirement of common stock, shares | (5,000,000) | |||||
Ending balance, value at Jun. 30, 2019 | 450,000,000 | $ 1,000,000 | 169,000,000 | 280,000,000 | ||
Ending balance, shares at Jun. 30, 2019 | 86,000,000 | |||||
Net income | 50,000,000 | [1] | $ 0 | 0 | 50,000,000 | |
Activity related to share-based compensation | 6,000,000 | 0 | 6,000,000 | 0 | ||
Repurchase and retirement of common stock | (12,000,000) | $ 0 | (1,000,000) | (11,000,000) | ||
Repurchase and retirement of common stock, shares | (1,000,000) | |||||
Ending balance, value at Sep. 30, 2019 | $ 494,000,000 | $ 1,000,000 | $ 174,000,000 | $ 319,000,000 | ||
Ending balance, shares at Sep. 30, 2019 | 85,469,804 | 85,000,000 | ||||
[1] | Net income for the three months ended September 30, 2019 and 2018 was $50,659,927 and $40,533,279, respectively, and for the nine months ended September 30, 2019 |
Organization
Organization | 9 Months Ended |
Sep. 30, 2019 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Organization | Note 1: Organization Our Business Hilton Grand Vacations Inc. (“Hilton Grand Vacations,” “we,” “us,” “our,” “ourselves,” “HGV” or the “Company”) is a global timeshare company engaged in developing, marketing, selling and managing timeshare resorts primarily under the Hilton Grand Vacations brand. Our operations primarily consist of: selling vacation ownership intervals (“VOIs”) for ourselves and third parties; financing and servicing loans provided to consumers for their timeshare purchases; operating resorts; and managing our points-based Hilton Grand Vacations Club exchange program (the “Club”). As of September 30, 2019 In connection with the completion of the spin-off in January 2017, we entered into agreements with Hilton Worldwide (“Hilton”) (who at the time was a related party) and other third parties, including licenses to use the Hilton Grand Vacations brand. The unaudited condensed consolidated financial statements reflect the effect of these agreements. For the three months ended September 30, 2019 and 2018, we incurred $36 million and $38 million, respectively, and for the nine months ended September 30, 2019 and 2018, we incurred $128 million and $135 million, respectively, in costs relating to the agreements entered with Hilton. See Key Agreements Related to the Spin-Off Part I - Item 1. Business December 31, 2018 |
Basis of Presentation and Summa
Basis of Presentation and Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2019 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Summary of Significant Accounting Policies | Note 2: Basis of Presentation and Summary of Significant Accounting Policies Basis of Presentation The unaudited condensed consolidated financial statements presented herein include 100 percent of our assets, liabilities, revenues, expenses and cash flows as well as all entities in which we have a controlling financial interest. In our opinion, the accompanying unaudited condensed consolidated financial statements reflect all adjustments, including normal recurring items, considered necessary for a fair presentation of the interim periods. All material intercompany transactions and balances have been eliminated in consolidation. The unaudited condensed consolidated financial statements reflect our financial position, results of operations and cash flows as prepared in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”). Certain information and footnote disclosures normally included in financial statements presented in accordance with U.S. GAAP have been omitted in accordance with the rules and regulations of the Securities and Exchange Commission (“SEC”). Although we believe the disclosures made are adequate to prevent information presented from being misleading, these financial statements should be read in conjunction with the consolidated financial statements and notes thereto as of and for the year ended December 31, 2018, included in our Annual Report on Form 10-K filed with the SEC on February 28, 2019. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported and, accordingly, ultimate results could differ from those estimates. Interim results are not necessarily indicative of full year performance. Summary of Significant Accounting Policies Leases We lease sales centers, office space and equipment under operating leases. We determine if an arrangement is a lease at inception. Amounts related to operating leases are included in Operating lease right-of-use (“ROU”) assets, net Operating lease liabilities ROU assets and operating lease liabilities are recognized based on the present value of lease payments over the lease term as of the commencement date. Because most of our leases do not provide an explicit or implicit rate of return, we use our incremental borrowing rate based on the information available at the commencement date in determining the present value of lease payments on an individual lease basis. Our incremental borrowing rate for a lease is the rate of interest we would have to pay on a collateralized basis to borrow an amount equal to the lease payments for the asset under similar terms. We have lease agreements with lease and non-lease components. Our operating leases may require minimum rent payments, contingent rent payments based on a percentage of revenue or income or rental payments adjusted periodically for inflation or rent payments equal to the greater of a minimum rent or contingent rent. Our leases do not contain any residual value guarantees or material restrictive covenants. Leases with a lease term of 12 months or less are not recorded on the condensed consolidated balance sheet s and lease expense is recognized on a straight-line basis over the lease term. We monitor events or changes in circumstances that change the timing or amount of future lease payments which results in the remeasurement of a lease liability, with a corresponding adjustment to the ROU asset. ROU assets for operating and financing leases are periodically reviewed for impairment losses under ASC 360-10, Property, Plant, and Equipment Recently Issued Accounting Pronouncements Adopted Accounting Standards On January 1, 2019, we adopted Accounting Standards Update (ASU) No. 2016-02, Leases Targeted Improvements, . As permitted under the transition guidance in ASC 842, we have made an accounting policy election to adopt the following package of practical expedients: i. to not reassess whether expired or existing contracts are or contain leases; ii. to not reassess lease classification for expired or existing leases; iii. to not reassess any initial direct costs for any existing leases; iv. to not reassess the existence of a lease for existing or expired land easements that were not previously accounted for as leases; v. to record short-term lease payments (less than 12 months) in profit and loss on a straight-line basis over the lease term and variable lease payments in the period in which the obligation for those payments is incurred; and vi. to not prospectively, and upon adoption, separate lease and non-lease components. ROU assets represent our right to use an underlying asset for the lease term and operating lease liabilities represent our obligation to make lease payments arising from the lease. ASC 842 had no impact on our condensed consolidated statements of operations or on our condensed consolidated statements of cash flows. Upon adoption, we recognized ROU assets of $68 million and operating lease liabilities of $80 million for our real estate and equipment operating leases on the condensed consolidated balance sheets. Accounting Standards Not Yet Adopted In June 2016, the FASB issued ASU No. 2016-13, (“ASU 2016-13”), Financial Instruments-Credit Losses Measurement of Credit Losses on Financial Instruments |
Revenue from Contracts with Cus
Revenue from Contracts with Customers | 9 Months Ended |
Sep. 30, 2019 | |
Revenue From Contract With Customer [Abstract] | |
Revenue from Contracts with Customers | Note 3: Revenue from Contracts with Customers Disaggregation of Revenue The following tables show our disaggregated revenues by segment from contracts with customers. We operate our business in the following two segments: (i) Real estate sales and financing Resort operations and club management Business Segments Three Months Ended September 30, Nine Months Ended September 30, ($ in millions) 2019 2018 2019 2018 Real Estate and Financing Segment Sales of VOIs, net $ 138 $ 99 $ 383 $ 427 Sales, marketing, brand and other fees 143 152 429 423 Interest income 37 35 109 103 Other financing revenue 6 5 18 14 Real estate and financing segment revenues $ 324 $ 291 $ 939 $ 967 Three Months Ended September 30, Nine Months Ended September 30, ($ in millions) 2019 2018 2019 2018 Resort Operations and Club Management Segment Club management $ 28 $ 25 $ 80 $ 71 Resort management 17 15 50 45 Rental 48 53 153 144 Ancillary services 6 7 20 20 Resort operations and club management segment revenues $ 99 $ 100 $ 303 $ 280 Contract Balances The following table provides information on our accounts receivable and contract assets from contracts with customers which are included in Accounts receivable, net ($ in millions) September 30, 2019 December 31, 2018 Receivables $ 112 $ 122 Contract assets 4 — The following table presents the composition of our contract liabilities for the nine months ended September 30, 2019. ($ in millions) September 30, 2019 December 31, 2018 Contract liabilities: Advanced deposits $ 112 $ 101 Deferred Sales of VOIs of projects under construction 49 — Club activation fees, annual dues and other 99 72 Club Bonus Point incentive liability (1) 65 56 ( 1 ) Amounts related to the Club Bonus Point incentive liability are included in Accounts payable, accrued expenses and other Revenue earned during the three and nine months ended September 30, 2019 that was included in the contract liabilities balance at December 31, 2018 was approximately $16 million and $94 million, respectively. Our accounts receivables that relate to our contracts with customers includes amounts associated with our contractual right to consideration for completed performance obligations related primarily to our fee-for-service arrangements and homeowners’ associations (“HOA”) management agreements and are settled when the related cash is received. Accounts receivable are recorded when the right to consideration becomes unconditional and is only contingent on the passage of time. Refer to Note 5: Timeshare Financing Receivables Contract assets relate to incentive fees that can be earned for meeting certain target on sales of VOIs at properties under our fee-for-service arrangements; however, our right to consideration is conditional upon completing the requirements of the annual incentive fee period. Contract liabilities include payments received or due in advance of satisfying our performance obligations. Such contract liabilities include advance deposits received on prepaid vacation packages for future stays at our resorts, deferred revenues related to sales of VOIs of projects under construction, club activation fees and annual dues and the liability for Club Bonus Points awarded to our customers for purchase of VOIs at our properties or properties under our fee-for-service arrangements that may be redeemed in the future. Transaction Price Allocated to Remaining Performance Obligations Transaction price allocated to remaining performance obligations represents contract revenue that has not yet been recognized. Our contracts with remaining performance obligations primarily include (i) sales of VOIs under construction, (ii) Club activation fees paid at closing of a VOI purchase, (iii) customers’ advanced deposits on prepaid vacation packages and (iv) Club Bonus Points that may be redeemed in the future. As of September 30, 2019, we deferred $49 million of revenue and $7 million of direct selling costs from sales of VOIs under construction that will be acquired under a just-in-time arrangement once construction is complete. We expect to recognize the revenue and direct selling costs during the second quarter of 2020. Upon acquisition, we expect to recognize $16 million in costs of VOI sales related to these sales. As of December 31, 2018, we had no remaining performance obligations on sales of VOIs under construction. The following table includes the remaining transaction price related to Advanced deposits, Club activation fees and Club Bonus Points as of September 30, 2019: ($ in millions) Remaining Transaction Price Recognition Period Recognition Method Advanced deposits $ 112 18 months Upon customer stays Club activation fees 68 7 years Straight-line basis over average inventory holding period Club Bonus Points 65 24 months Upon redemption |
Restricted Cash
Restricted Cash | 9 Months Ended |
Sep. 30, 2019 | |
Cash And Cash Equivalents [Abstract] | |
Restricted Cash | Note 4: Restricted Cash Restricted cash was as follows: September 30, December 31, ($ in millions) 2019 2018 Escrow deposits on VOI sales $ 48 $ 45 Reserves related to non-recourse debt (1) 50 27 $ 98 $ 72 (1) Includes a $21 million cash deposit that will be released upon future pledging of qualified collateral. See Note 11: Debt & Non-recourse Debt |
Timeshare Financing Receivables
Timeshare Financing Receivables | 9 Months Ended |
Sep. 30, 2019 | |
Receivables [Abstract] | |
Timeshare Financing Receivables | Note 5: Timeshare Financing Receivables Timeshare financing receivables were as follows: September 30, 2019 ($ in millions) Securitized and Pledged Unsecuritized (1) Total Timeshare financing receivables $ 795 $ 523 $ 1,318 Less: allowance for financing receivables losses (60 ) (119 ) (179 ) $ 735 $ 404 $ 1,139 December 31, 2018 ($ in millions) Securitized and Pledged Unsecuritized (1) Total Timeshare financing receivables $ 660 $ 632 $ 1,292 Less: allowance for financing receivables losses (43 ) (129 ) (172 ) $ 617 $ 503 $ 1,120 (1) Includes amounts used as collateral to secure a non-recourse revolving timeshare receivable credit facility ("Timeshare Facility") as well as amounts held as future collateral for upcoming securitization activities. As of September 30, 2019, we had timeshare financing receivables with a carrying value of $24 million securing the In August 2019, we completed a securitization of $300 million of gross timeshare financing receivables, which included a $21 million cash deposit that will be released upon future pledging of qualified collateral, and issued approximately $216 million of 2.34 percent notes, $50 million of 2.54 percent notes and $34 million of 2.84 percent notes, which have a stated maturity date of July 25, 2033. The securitization transaction did not qualify as a sale and, accordingly, no gain or loss was recognized. The transaction is considered a secured borrowing; therefore, the proceeds from the transaction are presented as non-recourse debt (collectively, the “Securitized Debt”). The proceeds were primarily used to pay down the remaining borrowings on our Timeshare Facility and our Securitized Debt with a rate of 2.280%, due 2026 and general corporate operating expenses. See Note 11: Debt and Non-recourse Debt Our timeshare financing receivables as of September 30, 2019 mature as follows: ($ in millions) Securitized and Pledged Unsecuritized Total Year 2019 (remaining) $ 22 $ 22 $ 44 2020 90 49 139 2021 94 50 144 2022 98 49 147 2023 101 50 151 Thereafter 390 303 693 795 523 1,318 Less: allowance for financing receivables losses (60 ) (119 ) (179 ) $ 735 $ 404 $ 1,139 We evaluate this portfolio collectively for purposes of estimating variable consideration, since we hold a large group of homogeneous timeshare financing receivables which are individually immaterial. We monitor the credit quality of our receivables on an ongoing basis. There are no significant concentrations of credit risk with any individual counterparty or groups of counterparties. We use a technique referred to as static pool analysis as the basis for determining our allowance for financing receivables loss es on our timeshare financing receivables. For static pool analysis, we use certain key dimensions to stratify our portfolio, including FICO scores, equity percentage at the time of sale and certain other factors. The adequacy of the related allowance is determined by management through analysis of several factors, such as current economic conditions and industry trends, as well as the specific risk characteristics of the portfolio including assumed default rates, aging and historical write-offs of these receivables. The allowance is maintained at a level deemed adequate by management based on a periodic analysis of the mortgage portfolio. We recognize interest income on our timeshare financing receivables as earned. The interest rate charged on the notes correlates to the risk profile of the customer at the time of purchase and the percentage of the purchase that is financed, among other factors. As of September 30, 2019, our timeshare financing receivables had interest rates ranging from 3.9 percent to 20.5 percent, a weighted-average interest rate of 12.43 percent, a weighted-average remaining term of 7.8 years and maturities through 2034. Our gross timeshare financing receivables balances by FICO score were as follows: September 30, December 31, ($ in millions) 2019 2018 FICO score 700+ $ 802 $ 790 600-699 289 280 <600 38 37 No score (1) 189 185 $ 1,318 $ 1,292 (1) Timeshare financing receivables without a FICO score are primarily related to foreign borrowers. We apply payments we receive for timeshare financing receivables, including those in non-accrual status, to amounts due in the following order: servicing fees; interest; principal; and late charges. Once a receivable is 91 days past due, we cease accruing interest and reverse the accrued interest recognized up to that point. We resume interest accrual for receivables for which we had previously ceased accruing interest once the receivable is less than 91 days past due. We fully reserve for a timeshare financing receivable in the month following the date that the receivable is 121 days past due and, subsequently, we write off the uncollectible balance against the reserve once the foreclosure process is complete and we receive the deed for the foreclosed unit. As of September 30, 2019 and December 31, 2018, we had ceased accruing interest on timeshare financing receivables with an aggregate principal balance of $68 million and $69 million, respectively. The following tables detail an aged analysis of our gross timeshare financing receivables balance: September 30, 2019 ($ in millions) Securitized and Pledged Unsecuritized Total Current $ 783 $ 449 $ 1,232 31 - 90 days past due 7 11 18 91 - 120 days past due 3 5 8 121 days and greater past due 2 58 60 $ 795 $ 523 $ 1,318 December 31, 2018 ($ in millions) Securitized and Pledged Unsecuritized Total Current $ 648 $ 556 $ 1,204 31 - 90 days past due 8 11 19 91 - 120 days past due 3 3 6 121 days and greater past due 1 62 63 $ 660 $ 632 $ 1,292 The changes in our allowance for financing receivables losses were as follows: September 30, 2019 ($ in millions) Securitized and Pledged Unsecuritized Total Balance as of December 31, 2018 $ 43 $ 129 $ 172 Write-offs — (53 ) (53 ) Securitizations 29 (29 ) — Provision for financing receivables losses (1) (12 ) 72 60 Balance as of September 30, 2019 $ 60 $ 119 $ 179 September 30, 2018 ($ in millions) Securitized and Pledged Unsecuritized Total Balance as of December 31, 2017 $ 27 $ 114 $ 141 Write-offs — (22 ) (22 ) Securitization 30 (30 ) — Provision for financing receivables losses (1) (10 ) 60 50 Balance as of September 30, 2018 $ 47 $ 122 $ 169 (1) Includes incremental provision for financing receivables losses, net of activity related to the repurchase of defaulted and upgraded securitized timeshare financing receivables. |
Inventory
Inventory | 9 Months Ended |
Sep. 30, 2019 | |
Inventory Disclosure [Abstract] | |
Inventory | Note 6: Inventory Inventory was as follows: September 30, December 31, ($ in millions) 2019 2018 Completed unsold VOIs $ 249 $ 243 Construction in process 11 9 Land, infrastructure and other 258 275 $ 518 $ 527 For the nine months ended September 30, 2019, we recorded non-cash operating activity transfers from Inventory to Property and equipment. See Note 7: Property and Equipment. We recognized $14 million in costs of sales true-ups relating to VOI products for the nine months ended September 30, 2019, which resulted in a $14 million increase to the carrying value of inventory as of September 30, 2019, and a corresponding decrease in Cost of VOI sales for the nine months ended September 30, 2019. Cost of VOI sales Three Months Ended September 30, Nine Months Ended September 30, ($ in millions) 2019 2018 2019 2018 Cost of VOI sales related to fee-for-service upgrades $ 8 $ 8 $ 24 $ 23 |
Property and Equipment
Property and Equipment | 9 Months Ended |
Sep. 30, 2019 | |
Property Plant And Equipment [Abstract] | |
Property and Equipment | Note 7: Property and Equipment Property and equipment was as follows: September 30, December 31, ($ in millions) 2019 2018 Land $ 313 $ 268 Building and leasehold improvements 300 295 Furniture and equipment 66 54 Construction in progress 190 25 869 642 Accumulated depreciation (104 ) (83 ) $ 765 $ 559 During the third quarter of 2019, we completed the purchase of 87 hotel units for future conversion to 74 timeshare units in Los Cabos Mexico for $37 million. For the nine months ended September 30, 2019, we recorded non-cash operating activity transfers of $40 million related to the reclassification of deposits on properties for future development into timeshare inventory from Other assets to Property and equipment. Non-cash transfers are reflected in our unaudited condensed consolidated statements of cash flows. |
Consolidated Variable Interest
Consolidated Variable Interest Entities | 9 Months Ended |
Sep. 30, 2019 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Consolidated Variable Interest Entities | Note 8: Consolidated Variable Interest Entities As of September 30,2019 and December 31, 2018, we consolidated 5 and 4 variable interest entities (“VIEs”), respectively, that issued non-recourse debt backed by pledged assets consisting primarily of a pool of timeshare financing receivables which is without recourse to us. We are the primary beneficiaries of these VIEs as we have the power to direct the activities that most significantly affect their economic performance. We are also the servicer of these timeshare financing receivables and we are required to replace or repurchase timeshare financing receivables that are in default at their outstanding principal amounts. Additionally, we have the obligation to absorb their losses and the right to receive benefits that could be significant to them. Only the assets of our VIEs are available to settle the obligations of the respective entities. Our condensed consolidated balance sheets included the assets and liabilities of these entities, which primarily consisted of the following: September 30, December 31, ($ in millions) 2019 2018 Restricted cash $ 49 $ 23 Timeshare financing receivables, net 735 617 Non-recourse debt (1) 795 639 (1) Net of deferred financing costs. During the nine months ended September 30, 2019 and 2018, we did not provide any financial or other support to any VIEs that we were not previously contractually required to provide, nor do we intend to provide such support in the future. |
Investments in Unconsolidated A
Investments in Unconsolidated Affiliates | 9 Months Ended |
Sep. 30, 2019 | |
Equity Method Investments And Joint Ventures [Abstract] | |
Investments in Unconsolidated Affiliates | Note As of September 30, 2019, we have 25 percent and 50 percent ownership interests in BRE Ace LLC and 1776 Holdings LLC, respectively, that are deemed as VIEs. We do not consolidate BRE Ace LLC and 1776 Holdings LLC because we are not the primary beneficiary. Our investment interests in and equity earned from both VIEs are included in the consolidated balance sheets as Investments in unconsolidated affiliates Equity in earnings from unconsolidated affiliates We held investments in our two unconsolidated affiliates with aggregated debt balances of $495 million and $490 million as of September 30, 2019 and December 31, 2018, respectively. The debt is secured by their assets and is without recourse to us. Our maximum exposure to loss as a result of our investment interests in the two unconsolidated affiliates is primarily limited to (i) the carrying amount of the investments which totals $44 million and $38 million as of September 30, 2019 and December 31, 2018, respectively and (ii) receivables for commission and other fees earned under fee-for-service arrangements. See Note 17: Related Party Transactions for additional information. |
Other Assets
Other Assets | 9 Months Ended |
Sep. 30, 2019 | |
Deferred Costs Capitalized Prepaid And Other Assets Disclosure [Abstract] | |
Other Assets | Note 10: Other Assets Other assets were as follows: September 30, December 31, ($ in millions) 2019 2018 Inventory deposits $ 7 $ 46 Prepaid expenses 23 18 Other 45 31 $ 75 $ 95 For the nine months ended September 30, 2019, we recorded non-cash operating activity transfers from Other assets to Inventory and Property and equipment. See Note 6: Inventory Property and Equipment |
Debt & Non-recourse Debt
Debt & Non-recourse Debt | 9 Months Ended |
Sep. 30, 2019 | |
Debt Disclosure [Abstract] | |
Debt & Non-recourse Debt | Note 1 1 : Debt & Non-recourse Debt Debt The following table details our outstanding debt balance and its associated interest rates: September 30, December 31, ($ in millions) 2019 2018 Debt (1) Senior secured credit facilities: Term loan with an average rate of 3.766%, due 2023 $ 190 $ 197 Revolver with an average rate of 3.766%, due 2023 305 115 Senior notes with a rate of 6.125%, due 2024 300 300 Other debt 27 — 822 612 Less: unamortized deferred financing costs and discount (2)(3) (7 ) (8 ) $ 815 $ 604 (1) As of September 30, 2019 and December 31, 2018, weighted-average interest rates were 4.739 percent and 5.170 percent, respectively. (2) Amount includes deferred financing costs related to our term loan and senior notes of $2 million and $5 million, respectively, as of September 30, 2019 and $2 million and $6 million as of December 31, 2018. (3) Amount does not include deferred financing costs of $5 million as of September 30, 2019 and $6 million as of December 31, 2018, relating to our revolving facility included in Other Assets During the nine months ended September 30, 2019, we borrowed $455 million and repaid $272 million (including recurring payments) under the senior secured credit facilities with an interest rate based on one month LIBOR plus 1.75 percent. As of September 30, 2019 and December 31, 2018, we had $1 million of outstanding letters of credit under the revolving credit facility. We were in compliance with all applicable financial covenants as of September 30, 2019. Non-recourse Debt The following table details our outstanding non-recourse debt balance and its associated interest rates: September 30, December 31, ($ in millions) 2019 2018 Non-recourse debt (1) Timeshare Facility with an average rate of 3.164%, due 2021 $ — $ 120 Securitized Debt with a rate of 2.280%, due 2026 — 33 Securitized Debt with an average rate of 1.810%, due 2026 52 74 Securitized Debt with an average rate of 2.711%, due 2028 162 206 Securitized Debt with an average rate of 3.602%, due 2032 293 333 Securitized Debt with an average rate of 2.431%, due 2033 297 — 804 766 Less: unamortized deferred financing costs (2) (9 ) (7 ) $ 795 $ 759 (1) As of September 30, 2019 and year ended December 31, 2018, weighted-average interest rates were 2.874 percent and 3.126 percent, respectively. (2) Amount relates to securitized debt only and does not include deferred financing costs of $3 Other Assets In August 2019, we completed a securitization of $300 million of gross timeshare financing receivables and issued approximately $216 million of 2.34 percent notes, $50 million of 2.54 percent notes and $34 million of 2.84 percent notes due July 2033. The Securitized Debt is backed by pledged assets, consisting primarily of a pool of timeshare financing receivables secured by first mortgages or deeds of trust on timeshare interest and temporarily by a $21 million cash deposit, which is reflected as Restricted cash In September 2019, we exercised our call option on the remaining outstanding principal balance on our 2013-A Notes and prepaid the remaining balance in accordance with the terms of the arrangement. Collateral securing the notes will be pledged as a part of the collateral backing the 2019-A Notes offering in place of the $21 million of cash used as collateral as a part of our 2019 securitization. The Timeshare Facility is a non-recourse obligation with a borrowing capacity of $450 million and is payable solely from the pool of timeshare financing receivables pledged as collateral and related assets. In April 2019, we amended the Timeshare Facility, extending the end of the commitment period, from March 2020 to April 2021, and certain covenants. In September 2019, we amended the Timeshare Facility, temporarily changing certain covenant requirements. All other terms and borrowing capacity remained the same in both amendments. We are required to deposit payments received from customers on the timeshare financing receivables securing the Timeshare Facility and Securitized Debt into depository accounts maintained by third parties. On a monthly basis, the depository accounts are utilized to make required principal, interest and other payments due under the respective loan agreements. The balances in the depository accounts were $29 million and $27 million as of September 30, 2019 and December 31, 2018, respectively, and were included in Restricted cash Debt Maturities The contractual maturities of our debt and non-recourse debt as of September 30, 2019 were as follows: ($ in millions) Debt Non-recourse Debt Total Year 2019 (remaining) $ 3 $ 51 $ 54 2020 12 247 259 2021 11 155 166 2022 10 110 120 2023 463 108 571 Thereafter 323 133 456 $ 822 $ 804 $ 1,626 |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Note 12: Fair Value Measurements The carrying amounts and estimated fair values of our financial assets and liabilities were as follows: September 30, 2019 Hierarchy Level ($ in millions) Carrying Amount Level 1 Level 3 Assets: Timeshare financing receivables, net (1) $ 1,139 $ — $ 1,424 Liabilities: Debt, net (2) 815 320 527 Non-recourse debt, net (2) 795 — 797 (1) Carrying amount net of allowance for financing receivables losses. (2) Carrying amount net of unamortized deferred financing costs and discount. December 31, 2018 Hierarchy Level ($ in millions) Carrying Amount Level 1 Level 3 Assets: Timeshare financing receivables, net (1) $ 1,120 $ — $ 1,339 Liabilities: Debt, net (2) 604 302 309 Non-recourse debt, net (2) 759 — 753 (1) Carrying amount net of allowance for financing receivables losses. (2) Carrying amount net of unamortized deferred financing costs and discount. Our estimates of the fair values were determined using available market information and appropriate valuation methods. Considerable judgment is necessary to interpret market data and develop the estimated fair values. The table above excludes cash and cash equivalents, restricted cash, accounts receivable, accounts payable, advance deposits and accrued liabilities, all of which had fair values approximating their carrying amounts due to the short maturities and liquidity of these instruments. The estimated fair values of our timeshare financing receivables were determined using a discounted cash flow model. Our model incorporates default rates, coupon rates, credit quality and borrowing terms respective to the portfolio based on current market assumptions for similar types of arrangements. The estimated fair values of our Level 1 debt was based on prices in active debt markets. The estimated fair value of our Level 3 debt and non-recourse debt were as follows: • Debt - based on indicative quotes obtained for similar issuances and projected future cash flows discounted at risk-adjusted rates. • Non-recourse debt - based on projected future cash flows discounted at risk-adjusted rates. We do not have any assets or liabilities measured at fair value on a recurring basis as of September 30, 2019. |
Leases
Leases | 9 Months Ended |
Sep. 30, 2019 | |
Leases [Abstract] | |
Leases | Note 13: Leases We lease sales centers, office space and equipment under operating leases. Our leases expire at various dates from 2019 through 2030, with varying renewal and termination options. Our lease terms include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Rent expense for lease payments is recognized on a straight-line basis over the lease term. Rental expense for all operating leases was $6 million and $16 million for the three and nine months ended September 30, 2019 respectively. This amount includes immaterial short-term leases and variable lease costs. Rent expense for all operating leases for the year ended December 31, 2018 was as follows: ($ in millions) Minimum rentals $ 21 Contingent rentals 3 $ 24 Supplemental information related to operating leases for the nine months ending September 30, 2019: ($ in millions) Cash paid for amounts included in the measurement of operating lease liabilities: Operating cash flows from operating leases $ (12 ) Supplemental non-cash information: Right-of-use assets obtained in exchange for new operating lease liabilities 9 Weighted-average remaining lease term of operating leases 6.4 years Weighted-average discount rate of operating leases 5.34 % Future minimum lease payments under noncancelable operating leases, due in each of the next five years and thereafter as of September 30, 2019, are as follows: ($ in millions) Operating Leases Year 2019 (remaining) $ 4 2020 17 2021 16 2022 11 2023 11 Thereafter 33 Total future minimum lease payments $ 92 Less: imputed interest (14 ) Present value of lease liabilities $ 78 Future minimum lease payments under noncancelable operating leases, due in each of the next five years and thereafter as of December 31, 2018, are as follows: ($ in millions) Operating Leases Year 2019 $ 16 2020 15 2021 14 2022 10 2023 10 Thereafter 29 Total future minimum lease payments $ 94 |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 14: Income Taxes At the end of each quarter, we estimate the effective tax rate expected to be applied for the full year. The effective tax rate is determined by the level and composition of pre-tax income or loss, which is subject to federal, foreign and state and local income taxes. The effective tax rate for the nine months ended September 30, 2019 and 2018 was approximately 28 percent and 27 percent, respectively, which increased primarily due to a reduction in the tax benefit related to share-based compensation awards exercised or vested during the nine months ended September 30, 2019. |
Share-Based Compensation
Share-Based Compensation | 9 Months Ended |
Sep. 30, 2019 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Share-Based Compensation | Note 15: Share-Based Compensation Stock Plan We issue service-based restricted stock units (“Service RSUs”), service and performance-based restricted stock units (“Performance RSUs”) and nonqualified stock options (“Options”) to certain employees and directors. We recognized share-based compensation expense of $6 Service RSUs During the nine months ended September 30, 2019, we issued 500,925 Service RSUs with a weighted-average grant date fair value of $33.07, which generally vest in equal annual installments over three years from the date of grant. Options During the nine months ended September 30, 2019 , The weighted-average grant date fair value of these options was $12.29, which was determined using the Black-Scholes-Merton option-pricing model with the following assumptions: Expected volatility 33.1 % Dividend yield — % Risk-free rate 2.6 % Expected term (in years) 6.0 As of September 30, 2019, we had 624,145 Options outstanding that were exercisable. Performance Shares During the nine months ended September 30, 2019, we issued 133,660 Performance RSUs with a weighted-average grant date fair value of $33.32. The Performance RSUs are settled at the end of a three-year performance period, with 70 percent of the Performance RSUs subject to achievement based on the Company’s adjusted earnings before interest expense, taxes and depreciation and amortization further adjusted for net deferral and recognition of revenues and related direct expenses related to sales of VOIs of projects under construction. The remaining 30 percent of the Performance RSUs are subject to the achievement of certain contract sales targets. We determined that the performance conditions for these awards are probable of achievement and, as of September 30, 2019, we recognized compensation expense based on the number of Performance RSUs we expect to vest. |
Earnings Per Share
Earnings Per Share | 9 Months Ended |
Sep. 30, 2019 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Note 16: Earnings Per Share The following table presents the calculation of our basic and diluted earnings per share (“EPS”). The weighted- average shares outstanding used to compute basic EPS and diluted EPS for the three months ended September 30, 2019 was 85,704,321 and 86,272,979, respectively, and for the nine months ended September 30, 2019 was 89,863,807 and 90,348,418, respectively. The weighted-average shares outstanding used to compute basic EPS and diluted EPS for the three months ended September 30, 2018 was 96,840,685 and 97,432,015, respectively, and for the nine months ended September 30, 2018 was 97,407,644 and 98,142,238, respectively. Three Months Ended September 30, Nine Months Ended September 30, ($ and shares outstanding in millions, except per share amounts) 2019 2018 2019 2018 Basic EPS: Numerator: Net Income (1) $ 50 $ 41 $ 144 $ 178 Denominator: Weighted average shares outstanding 86 97 90 97 Basic EPS $ 0.59 $ 0.42 $ 1.61 $ 1.82 Diluted EPS: Numerator: Net Income (1) $ 50 $ 41 $ 144 $ 178 Denominator: Weighted average shares outstanding 86 97 90 98 Diluted EPS $ 0.59 $ 0.42 $ 1.60 $ 1.81 (1) Net income for the three months ended September 30, 2019 and 2018 was $50,659,927 and $40,533,279, respectively, and for the nine months ended September 30, 2019 and 2018 was $144,352,584 and $177,564,538, respectively. The dilutive effect of outstanding share-based compensation awards is reflected in diluted earnings per common share by application of the treasury stock method using average market prices during the period. For the three and nine months ended September 30, 2019, we excluded |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2019 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Note 17: Related Party Transactions BRE Ace LLC and 1776 Holding, LLC In 2017, we acquired a 25 percent ownership interest in BRE Ace LLC, a VIE, which owns a timeshare resort property and related operations, commonly known as “Elara, by Hilton Grand Vacations.” In 2018, we entered into an agreement with SCG 1776, LLC to form 1776 Holding, LLC, which will construct a timeshare resort property, known as “Liberty Place Charleston, by Hilton Club.” In conjunction with this agreement, we contributed $10 million in cash for a 50 percent ownership interest in 1776 Holding, LLC. In May 2019, the agreement was amended to assign the interest of SCG 1776, LLC in 1776 Holding, LLC to 1776 Investment Group, LLC. In May 2019, we also contributed an additional $2 million in cash to 1776 Holding, LLC. We record Equity in earnings (losses) from our unconsolidated affiliates in our condensed consolidated statements of operations. See Note 9: Investments in Unconsolidated Affiliates Three Months Ended September 30, Nine Months Ended September 30, ($ in millions) 2019 2018 2019 2018 Equity in earnings from unconsolidated affiliates $ 1 $ 1 $ 4 $ — Commissions and other fees 31 32 99 96 We also have $21 million of outstanding receivables related to the fee-for-service agreements as of September 30, 2019. HNA Tourism Group Co., Ltd (“HNA”) On March 13, 2018, HNA entered into an underwriting agreement with several underwriters to sell 22,250,000 shares of our common stock. In connection with the underwriting offer, we elected to purchase 2,500,000 shares at a price of approximately $44.75 per share. The transactions were completed on March 19, 2018 and HNA ceased to be a related party. |
Business Segments
Business Segments | 9 Months Ended |
Sep. 30, 2019 | |
Segment Reporting [Abstract] | |
Business Segments | Note 18: Business Segments We operate our business through the following two segments: • Real estate sales and financing – • Resort operations and club management – The performance of our operating segments is evaluated primarily based on adjusted earnings before interest expense (excluding non-recourse debt), taxes, depreciation and amortization (“EBITDA”). We define Adjusted EBITDA as EBITDA which has been further adjusted to exclude certain items, including, but not limited to, gains, losses and expenses in connection with: (i) asset dispositions; (ii) foreign currency transactions; (iii) debt restructurings/retirements; (iv) non-cash impairment losses; (v) reorganization costs, including severance and relocation costs; (vi) share-based and other compensation expenses; (vii) costs related to the spin-off; and (viii) other items. We do not include equity in earnings (losses) from unconsolidated affiliates in our measures of segment operating performance. The following table present revenues for our reportable segments reconciled to consolidated amounts: Three Months Ended September 30, Nine Months Ended September 30, ($ in millions) 2019 2018 2019 2018 Revenues: Real estate sales and financing $ 324 $ 291 $ 939 $ 967 Resort operations and club management (1)(2) 108 108 332 304 Total segment revenues 432 399 1,271 1,271 Cost reimbursements 43 36 128 110 Intersegment eliminations (1)(2) (9 ) (8 ) (29 ) (24 ) Total revenues $ 466 $ 427 $ 1,370 $ 1,357 (1) Includes charges to the real estate sales and financing segment from the resort operations and club management segment for fulfillment of discounted marketing package stays at resorts. These charges totaled $9 million and $8 million for the three months ended September 30, 2019 and 2018, respectively, and $29 million and $24 million for the nine months ended September 30, 2019 and 2018, respectively. (2) Includes charges to the real estate sales and financing segment from the resort operations and club management segment for the rental of model units to show prospective buyers. These charges totaled less than $1 million for each of the three and nine months ended September 30, 2019 and 2018. The following table presents Segment Adjusted EBITDA for our reportable segments reconciled to net income: Three Months Ended September 30, Nine Months Ended September 30, ($ in millions) 2019 2018 2019 2018 Adjusted EBITDA: Real estate sales and financing (1) $ 94 $ 67 $ 243 $ 274 Resort operations and club management (1) 62 62 193 179 Segment Adjusted EBITDA 156 129 436 453 General and administrative (28 ) (31 ) (82 ) (84 ) Depreciation and amortization (14 ) (9 ) (37 ) (25 ) License fee expense (26 ) (25 ) (75 ) (73 ) Other loss, net (1 ) (1 ) (3 ) (1 ) Interest expense (12 ) (7 ) (33 ) (22 ) Income tax expense (20 ) (15 ) (55 ) (64 ) Equity in earnings from unconsolidated affiliates 1 1 4 — Other adjustment items (6 ) (1 ) (11 ) (6 ) Net income $ 50 $ 41 $ 144 $ 178 (1) |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2019 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 19: Commitments and Contingencies We have entered into certain arrangements with developers to commit to purchase vacation ownership units at a future date to be marketed and sold under our Hilton Grand Vacations brand. As of September 30, 2019, we were committed to purchase approximately $480 million of inventory and land over a period of 11 years and $32 million of other commitments under the normal course of business. Additionally, we have committed to develop additional vacation ownership units at an existing resort. We expect to begin construction of these units in 2020. The actual amount and timing of the acquisitions is subject to change pursuant to the terms of the respective arrangements, which could also allow for cancellation in certain circumstances. During the nine months ended September 30, 2019 and 2018, we purchased $66 million and $18 million, respectively, as required under our commitments. As of September 30, 2019, our remaining obligation pursuant to these arrangements were expected to be incurred as follows: ($ in millions) 2019 (remaining) 2020 2021 2022 2023 Thereafter Total Inventory purchase obligations $ — $ 220 $ 92 $ 56 $ 58 $ 54 $ 480 Other commitments (1) 4 19 8 1 — — 32 Total $ 4 $ 239 $ 100 $ 57 $ 58 $ 54 $ 512 (1) We are involved in litigation arising from the normal course of business, some of which includes claims for substantial sums. Management has evaluated these legal matters and we believe that possible losses derived from an unfavorable outcome that is reasonably possible or remote is not reasonably estimable. While the actual results of claims and litigation cannot be predicted with certainty, we expect that the resolution of all pending or threatened claims and litigation as of September 30, 2019, will not materially affect our unaudited condensed consolidated financial statements. |
Condensed Consolidating Guarant
Condensed Consolidating Guarantor Financial Information | 9 Months Ended |
Sep. 30, 2019 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Condensed Consolidating Guarantor Financial Information | Note 20: Condensed Consolidating Guarantor Financial Information The following schedules present the unaudited condensed consolidating financial information as of September 30, 2019 and December 31, 2018 and for the three and nine months ended September 30, 2019 and 2018 for the Parent, Subsidiary Issuers, Guarantors and Non-Guarantors. September 30, 2019 ($ in millions) Parent Issuers Guarantors Non- Guarantors Eliminations Total ASSETS Cash and cash equivalents $ 2 $ — $ 79 $ 32 $ — $ 113 Restricted cash — — 48 50 — 98 Accounts receivable, net — — 142 22 (27 ) 137 Timeshare financing receivables, net — — 380 759 — 1,139 Inventory — — 480 38 — 518 Property and equipment, net — — 713 52 — 765 Operating lease right-of-use assets, net — — 60 2 — 62 Investments in unconsolidated affiliates — — 44 — — 44 Intangible assets, net — — 87 — — 87 Other assets — 5 59 11 — 75 Investments in subsidiaries 492 1,275 144 — (1,911 ) — TOTAL ASSETS $ 494 $ 1,280 $ 2,236 $ 966 $ (1,938 ) $ 3,038 LIABILITIES AND EQUITY Accounts payable, accrued expenses and other $ — $ — $ 346 $ 24 $ (27 ) $ 343 Advanced deposits — — 111 1 — 112 Debt, net — 788 27 — — 815 Non-recourse debt, net — — — 795 — 795 Operating lease liabilities — — 76 2 — 78 Deferred revenues — — 165 — — 165 Deferred income tax liabilities — — 236 — — 236 Total equity 494 492 1,275 144 (1,911 ) 494 TOTAL LIABILITIES AND EQUITY $ 494 $ 1,280 $ 2,236 $ 966 $ (1,938 ) $ 3,038 December 31, 2018 ($ in millions) Parent Issuers Guarantors Non- Guarantors Eliminations Total ASSETS Cash and cash equivalents $ 4 $ — $ 89 $ 15 $ — $ 108 Restricted cash — — 45 27 — 72 Accounts receivable, net — — 157 17 (21 ) 153 Timeshare financing receivables, net — — 209 911 — 1,120 Inventory — — 502 25 — 527 Property and equipment, net — — 553 6 — 559 Investments in unconsolidated affiliate — — 38 — — 38 Intangible assets, net — — 81 — — 81 Other assets — 6 41 48 — 95 Investments in subsidiaries 612 1,210 277 — (2,099 ) — TOTAL ASSETS $ 616 $ 1,216 $ 1,992 $ 1,049 $ (2,120 ) $ 2,753 LIABILITIES AND EQUITY Accounts payable, accrued expenses and other $ — $ — $ 332 $ 13 $ (21 ) $ 324 Advanced deposits — — 101 — — 101 Debt, net — 604 — — — 604 Non-recourse debt, net — — — 759 — 759 Deferred revenues — — 95 — — 95 Deferred income tax liabilities — — 254 — — 254 Total equity 616 612 1,210 277 (2,099 ) 616 TOTAL LIABILITIES AND EQUITY $ 616 $ 1,216 $ 1,992 $ 1,049 $ (2,120 ) $ 2,753 For the Three Months Ended September 30, 2019 ($ in millions) Parent Issuers Guarantors Non- Guarantors Eliminations Total Revenues Sales of VOIs, net $ — $ — $ 123 $ 15 $ — $ 138 Sales, marketing, brand and other fees — — 154 1 (12 ) 143 Financing — — 19 26 (2 ) 43 Resort and club management — — 44 1 — 45 Rental and ancillary services — — 53 1 — 54 Cost reimbursements — — 42 1 — 43 Total revenues — — 435 45 (14 ) 466 Expenses Cost of VOI sales — — 22 2 — 24 Sales and marketing — — 187 13 (12 ) 188 Financing — — 6 10 (2 ) 14 Resort and club management — — 11 — — 11 Rental and ancillary services — — 34 2 — 36 General and administrative — — 27 1 — 28 Depreciation and amortization — — 14 — — 14 License fee expense — — 28 (2 ) — 26 Cost reimbursements — — 42 1 — 43 Total operating expenses — — 371 27 (14 ) 384 Interest expense — (12 ) — — — (12 ) Dividends from subsidiary 6 6 — — (12 ) — Equity in earnings from unconsolidated affiliates — — 1 — — 1 Other loss, net — — (1 ) — — (1 ) Income before income taxes 6 (6 ) 64 18 (12 ) 70 Income tax expense — — (20 ) — — (20 ) Income before equity in earnings from subsidiaries 6 (6 ) 44 18 (12 ) 50 Equity in earnings from subsidiaries 44 62 18 — (124 ) — Net income $ 50 $ 56 $ 62 $ 18 $ (136 ) $ 50 For the Three Months Ended September 30, 2018 ($ in millions) Parent Issuers Guarantors Non- Guarantors Eliminations Total Revenues Sales of VOIs, net $ — $ — $ 97 $ 2 $ — $ 99 Sales, marketing, brand and other fees — — 151 1 — 152 Financing — — 17 26 (3 ) 40 Resort and club management — — 40 — — 40 Rental and ancillary services — — 59 1 — 60 Cost reimbursements — — 35 1 — 36 Total revenues — — 399 31 (3 ) 427 Expenses Cost of VOI sales — — 29 — — 29 Sales and marketing — — 172 2 — 174 Financing — — 4 11 (3 ) 12 Resort and club management — — 11 — — 11 Rental and ancillary services — — 36 1 — 37 General and administrative — — 30 1 — 31 Depreciation and amortization — — 9 — — 9 License fee expense — — 25 — — 25 Cost reimbursements — — 35 1 — 36 Total operating expenses — — 351 16 (3 ) 364 Interest expense — (7 ) — — — (7 ) Equity in earnings from unconsolidated affiliates — — 1 — — 1 Other loss — — (1 ) — — (1 ) Income (loss) before income taxes — (7 ) 48 15 — 56 Income tax expense — — (15 ) — — (15 ) Income (loss) before equity in earnings (loss) from subsidiaries — (7 ) 33 15 — 41 Equity in earnings from subsidiaries 41 48 15 — (104 ) — Net income $ 41 $ 41 $ 48 $ 15 $ (104 ) $ 41 For the Nine Months Ended September 30, 2019 ($ in millions) Parent Issuers Guarantors Non- Guarantors Eliminations Total Revenues Sales of VOIs, net $ — $ — $ 333 $ 50 $ — $ 383 Sales, marketing, brand and other fees — — 459 5 (35 ) 429 Financing — — 57 76 (6 ) 127 Resort and club management — — 129 1 — 130 Rental and ancillary services — — 171 2 — 173 Cost reimbursements — — 125 3 — 128 Total revenues — — 1,274 137 (41 ) 1,370 Expenses Cost of VOI sales — — 83 9 — 92 Sales and marketing — — 544 35 (35 ) 544 Financing — — 14 31 (6 ) 39 Resort and club management — — 34 — — 34 Rental and ancillary services — — 104 4 — 108 General and administrative — — 81 1 — 82 Depreciation and amortization — — 37 — — 37 License fee expense — — 75 — — 75 Cost reimbursements — — 125 3 — 128 Total operating expenses — — 1,097 83 (41 ) 1,139 Interest expense — (33 ) — — — (33 ) Dividends from subsidiary 281 281 — — (562 ) — Equity in earnings from unconsolidated affiliates — — 4 — — 4 Other loss, net — — (3 ) — — (3 ) Income before income taxes 281 248 178 54 (562 ) 199 Income tax expense — — (54 ) (1 ) — (55 ) Income before equity in earnings from subsidiaries 281 248 124 53 (562 ) 144 Equity in (losses) earnings from subsidiaries (181 ) 177 53 — (49 ) — Net income $ 100 $ 425 $ 177 $ 53 $ (611 ) $ 144 For the Nine Months Ended September 30, 2018 ($ in millions) Parent Issuers Guarantors Non- Guarantors Eliminations Total Revenues Sales of VOIs, net $ — $ — $ 422 $ 5 $ — $ 427 Sales, marketing, brand and other fees — — 424 3 (4 ) 423 Financing — — 54 68 (5 ) 117 Resort and club management — — 116 — — 116 Rental and ancillary services — — 162 2 — 164 Cost reimbursements — — 107 3 — 110 Total revenues — — 1,285 81 (9 ) 1,357 Expenses Cost of VOI sales — — 109 — — 109 Sales and marketing — — 526 6 (4 ) 528 Financing — — 14 26 (5 ) 35 Resort and club management — — 33 — — 33 Rental and ancillary services — — 93 2 — 95 General and administrative — — 83 1 — 84 Depreciation and amortization — — 25 — — 25 License fee expense — — 73 — — 73 Cost reimbursements — — 107 3 — 110 Total operating expenses — — 1,063 38 (9 ) 1,092 Interest expense — (22 ) — — — (22 ) Other loss — — (1 ) — — (1 ) Income (loss) before income taxes — (22 ) 221 43 — 242 Income tax expense — — (64 ) — — (64 ) Income (loss) before equity in earnings (loss) from subsidiaries — (22 ) 157 43 — 178 Equity in earnings from subsidiaries 178 200 43 — (421 ) — Net income $ 178 $ 178 $ 200 $ 43 $ (421 ) $ 178 For the Nine Months Ended September 30, 2019 ($ in millions) Parent Issuers Guarantors Non- Guarantors Eliminations Total Operating Activities Net cash provided by (used in) operating activities $ — $ 248 $ (50 ) $ 231 $ (281 ) $ 148 Investing Activities Capital expenditures for property and equipment — — (22 ) (3 ) — (25 ) Software capitalization costs — — (19 ) — — (19 ) Investments in unconsolidated affiliates — — (2 ) — — (2 ) Dividends from subsidiary 281 281 — — (562 ) — Net cash provided by (used in) investing activities 281 281 (43 ) (3 ) (562 ) (46 ) Financing Activities Issuance of debt — 455 — — — 455 Issuance of non-recourse debt — — — 365 — 365 Repayment of debt — (272 ) — — — (272 ) Repayment of non-recourse debt — — — (327 ) — (327 ) Debt issuance costs — — — (6 ) — (6 ) Repurchase and retirement of common stock (283 ) — — — — (283 ) Payment of withholding taxes on vesting of restricted stock units — — (3 ) — — (3 ) Proceeds from employee stock plan purchases — — 2 — — 2 Other financing activity — — (2 ) — — (2 ) Intercompany transfers — (712 ) 89 (220 ) 843 — Net cash (used in) provided by financing activities (283 ) (529 ) 86 (188 ) 843 (71 ) Net (decrease) increase in cash, cash equivalents and restricted cash (2 ) — (7 ) 40 — 31 Cash, cash equivalents and restricted cash, beginning of period 4 — 134 42 — 180 Cash, cash equivalents and restricted cash, end of period $ 2 $ — $ 127 $ 82 $ — $ 211 For the Nine Months Ended September 30, 2018 ($ in millions) Parent Issuers Guarantors Non- Guarantors Eliminations Total Operating Activities Net cash (used in) provided by operating activities $ — $ (20 ) $ 10 $ (241 ) $ 46 $ (205 ) Investing Activities Capital expenditures for property and equipment — — (25 ) (4 ) — (29 ) Software capitalization costs — — (12 ) — — (12 ) Return of investment from unconsolidated affiliates — — 11 — — 11 Investment in unconsolidated affiliate — — (5 ) — — (5 ) Net cash used in investing activities — — (31 ) (4 ) — (35 ) Financing Activities Issuance of debt — 215 — — — 215 Issuance of non-recourse debt — — — 663 — 663 Repayment of debt — (168 ) — — — (168 ) Repayment of non-recourse debt — — — (436 ) — (436 ) Debt issuance costs — — — (6 ) — (6 ) Repurchase and retirement of common stock — (112 ) — — — (112 ) Payment of withholding taxes on vesting of restricted stock units — (4 ) — — — (4 ) Capital contribution — 3 — — — 3 Intercompany transfers — 86 (63 ) 23 (46 ) — Net cash provided by (used in) financing activities — 20 (63 ) 244 (46 ) 155 Net decrease in cash, cash equivalents and restricted cash — — (84 ) (1 ) — (85 ) Cash, cash equivalents and restricted cash, beginning of period — — 259 38 — 297 Cash, cash equivalents and restricted cash, end of period $ — $ — $ 175 $ 37 $ — $ 212 |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2019 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 21: Subsequent Events Management has evaluated all subsequent events through October 31, 2019, the date the unaudited consolidated financial statements were available to be issued. The results of management’s analysis indicated no significant subsequent events have occurred that required consideration as adjustments to our disclosures in the unaudited consolidated financial statements. |
Basis of Presentation and Sum_2
Basis of Presentation and Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2019 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The unaudited condensed consolidated financial statements presented herein include 100 percent of our assets, liabilities, revenues, expenses and cash flows as well as all entities in which we have a controlling financial interest. In our opinion, the accompanying unaudited condensed consolidated financial statements reflect all adjustments, including normal recurring items, considered necessary for a fair presentation of the interim periods. All material intercompany transactions and balances have been eliminated in consolidation. The unaudited condensed consolidated financial statements reflect our financial position, results of operations and cash flows as prepared in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”). Certain information and footnote disclosures normally included in financial statements presented in accordance with U.S. GAAP have been omitted in accordance with the rules and regulations of the Securities and Exchange Commission (“SEC”). Although we believe the disclosures made are adequate to prevent information presented from being misleading, these financial statements should be read in conjunction with the consolidated financial statements and notes thereto as of and for the year ended December 31, 2018, included in our Annual Report on Form 10-K filed with the SEC on February 28, 2019. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported and, accordingly, ultimate results could differ from those estimates. Interim results are not necessarily indicative of full year performance. |
Leases | Leases We lease sales centers, office space and equipment under operating leases. We determine if an arrangement is a lease at inception. Amounts related to operating leases are included in Operating lease right-of-use (“ROU”) assets, net Operating lease liabilities ROU assets and operating lease liabilities are recognized based on the present value of lease payments over the lease term as of the commencement date. Because most of our leases do not provide an explicit or implicit rate of return, we use our incremental borrowing rate based on the information available at the commencement date in determining the present value of lease payments on an individual lease basis. Our incremental borrowing rate for a lease is the rate of interest we would have to pay on a collateralized basis to borrow an amount equal to the lease payments for the asset under similar terms. We have lease agreements with lease and non-lease components. Our operating leases may require minimum rent payments, contingent rent payments based on a percentage of revenue or income or rental payments adjusted periodically for inflation or rent payments equal to the greater of a minimum rent or contingent rent. Our leases do not contain any residual value guarantees or material restrictive covenants. Leases with a lease term of 12 months or less are not recorded on the condensed consolidated balance sheet s and lease expense is recognized on a straight-line basis over the lease term. We monitor events or changes in circumstances that change the timing or amount of future lease payments which results in the remeasurement of a lease liability, with a corresponding adjustment to the ROU asset. ROU assets for operating and financing leases are periodically reviewed for impairment losses under ASC 360-10, Property, Plant, and Equipment |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements Adopted Accounting Standards On January 1, 2019, we adopted Accounting Standards Update (ASU) No. 2016-02, Leases Targeted Improvements, . As permitted under the transition guidance in ASC 842, we have made an accounting policy election to adopt the following package of practical expedients: i. to not reassess whether expired or existing contracts are or contain leases; ii. to not reassess lease classification for expired or existing leases; iii. to not reassess any initial direct costs for any existing leases; iv. to not reassess the existence of a lease for existing or expired land easements that were not previously accounted for as leases; v. to record short-term lease payments (less than 12 months) in profit and loss on a straight-line basis over the lease term and variable lease payments in the period in which the obligation for those payments is incurred; and vi. to not prospectively, and upon adoption, separate lease and non-lease components. ROU assets represent our right to use an underlying asset for the lease term and operating lease liabilities represent our obligation to make lease payments arising from the lease. ASC 842 had no impact on our condensed consolidated statements of operations or on our condensed consolidated statements of cash flows. Upon adoption, we recognized ROU assets of $68 million and operating lease liabilities of $80 million for our real estate and equipment operating leases on the condensed consolidated balance sheets. Accounting Standards Not Yet Adopted In June 2016, the FASB issued ASU No. 2016-13, (“ASU 2016-13”), Financial Instruments-Credit Losses Measurement of Credit Losses on Financial Instruments |
Revenue from Contracts with C_2
Revenue from Contracts with Customers (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Revenue From Contract With Customer [Abstract] | |
Schedule of Disaggregated Revenues by Segment from Contracts with Customers | The following tables show our disaggregated revenues by segment from contracts with customers. We operate our business in the following two segments: (i) Real estate sales and financing Resort operations and club management Business Segments Three Months Ended September 30, Nine Months Ended September 30, ($ in millions) 2019 2018 2019 2018 Real Estate and Financing Segment Sales of VOIs, net $ 138 $ 99 $ 383 $ 427 Sales, marketing, brand and other fees 143 152 429 423 Interest income 37 35 109 103 Other financing revenue 6 5 18 14 Real estate and financing segment revenues $ 324 $ 291 $ 939 $ 967 Three Months Ended September 30, Nine Months Ended September 30, ($ in millions) 2019 2018 2019 2018 Resort Operations and Club Management Segment Club management $ 28 $ 25 $ 80 $ 71 Resort management 17 15 50 45 Rental 48 53 153 144 Ancillary services 6 7 20 20 Resort operations and club management segment revenues $ 99 $ 100 $ 303 $ 280 |
Schedule of Accounts Receivable and Contract Asset from Contracts with Customers and Composition of Contract Liabilities | The following table provides information on our accounts receivable and contract assets from contracts with customers which are included in Accounts receivable, net ($ in millions) September 30, 2019 December 31, 2018 Receivables $ 112 $ 122 Contract assets 4 — The following table presents the composition of our contract liabilities for the nine months ended September 30, 2019. ($ in millions) September 30, 2019 December 31, 2018 Contract liabilities: Advanced deposits $ 112 $ 101 Deferred Sales of VOIs of projects under construction 49 — Club activation fees, annual dues and other 99 72 Club Bonus Point incentive liability (1) 65 56 ( 1 ) Amounts related to the Club Bonus Point incentive liability are included in Accounts payable, accrued expenses and other |
Schedule of Remaining Transaction Price Related to Advanced Deposits Club Activation Fees and Club Bonus Points | The following table includes the remaining transaction price related to Advanced deposits, Club activation fees and Club Bonus Points as of September 30, 2019: ($ in millions) Remaining Transaction Price Recognition Period Recognition Method Advanced deposits $ 112 18 months Upon customer stays Club activation fees 68 7 years Straight-line basis over average inventory holding period Club Bonus Points 65 24 months Upon redemption |
Restricted Cash (Tables)
Restricted Cash (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Cash And Cash Equivalents [Abstract] | |
Schedule of Restricted Cash | Restricted cash was as follows: September 30, December 31, ($ in millions) 2019 2018 Escrow deposits on VOI sales $ 48 $ 45 Reserves related to non-recourse debt (1) 50 27 $ 98 $ 72 (1) Includes a $21 million cash deposit that will be released upon future pledging of qualified collateral. See Note 11: Debt & Non-recourse Debt |
Timeshare Financing Receivabl_2
Timeshare Financing Receivables (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Receivables [Abstract] | |
Schedule of financing receivables | Timeshare financing receivables were as follows: September 30, 2019 ($ in millions) Securitized and Pledged Unsecuritized (1) Total Timeshare financing receivables $ 795 $ 523 $ 1,318 Less: allowance for financing receivables losses (60 ) (119 ) (179 ) $ 735 $ 404 $ 1,139 December 31, 2018 ($ in millions) Securitized and Pledged Unsecuritized (1) Total Timeshare financing receivables $ 660 $ 632 $ 1,292 Less: allowance for financing receivables losses (43 ) (129 ) (172 ) $ 617 $ 503 $ 1,120 (1) Includes amounts used as collateral to secure a non-recourse revolving timeshare receivable credit facility ("Timeshare Facility") as well as amounts held as future collateral for upcoming securitization activities. |
Schedule of future payments due from financing receivables | Our timeshare financing receivables as of September 30, 2019 mature as follows: ($ in millions) Securitized and Pledged Unsecuritized Total Year 2019 (remaining) $ 22 $ 22 $ 44 2020 90 49 139 2021 94 50 144 2022 98 49 147 2023 101 50 151 Thereafter 390 303 693 795 523 1,318 Less: allowance for financing receivables losses (60 ) (119 ) (179 ) $ 735 $ 404 $ 1,139 |
Schedule of financing receivables by FICO score | Our gross timeshare financing receivables balances by FICO score were as follows: September 30, December 31, ($ in millions) 2019 2018 FICO score 700+ $ 802 $ 790 600-699 289 280 <600 38 37 No score (1) 189 185 $ 1,318 $ 1,292 (1) Timeshare financing receivables without a FICO score are primarily related to foreign borrowers. |
Schedule of past due financing receivables | The following tables detail an aged analysis of our gross timeshare financing receivables balance: September 30, 2019 ($ in millions) Securitized and Pledged Unsecuritized Total Current $ 783 $ 449 $ 1,232 31 - 90 days past due 7 11 18 91 - 120 days past due 3 5 8 121 days and greater past due 2 58 60 $ 795 $ 523 $ 1,318 December 31, 2018 ($ in millions) Securitized and Pledged Unsecuritized Total Current $ 648 $ 556 $ 1,204 31 - 90 days past due 8 11 19 91 - 120 days past due 3 3 6 121 days and greater past due 1 62 63 $ 660 $ 632 $ 1,292 |
Schedule of Change in Allowance For Financing Receivables Losses | The changes in our allowance for financing receivables losses were as follows: September 30, 2019 ($ in millions) Securitized and Pledged Unsecuritized Total Balance as of December 31, 2018 $ 43 $ 129 $ 172 Write-offs — (53 ) (53 ) Securitizations 29 (29 ) — Provision for financing receivables losses (1) (12 ) 72 60 Balance as of September 30, 2019 $ 60 $ 119 $ 179 September 30, 2018 ($ in millions) Securitized and Pledged Unsecuritized Total Balance as of December 31, 2017 $ 27 $ 114 $ 141 Write-offs — (22 ) (22 ) Securitization 30 (30 ) — Provision for financing receivables losses (1) (10 ) 60 50 Balance as of September 30, 2018 $ 47 $ 122 $ 169 (1) Includes incremental provision for financing receivables losses, net of activity related to the repurchase of defaulted and upgraded securitized timeshare financing receivables. |
Inventory (Tables)
Inventory (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Inventory Disclosure [Abstract] | |
Schedule Of Inventory | Inventory was as follows: September 30, December 31, ($ in millions) 2019 2018 Completed unsold VOIs $ 249 $ 243 Construction in process 11 9 Land, infrastructure and other 258 275 $ 518 $ 527 |
Schedule of expense incurred when customers upgrade existing ownership to fee-for-service project | Cost of VOI sales Three Months Ended September 30, Nine Months Ended September 30, ($ in millions) 2019 2018 2019 2018 Cost of VOI sales related to fee-for-service upgrades $ 8 $ 8 $ 24 $ 23 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Property Plant And Equipment [Abstract] | |
Schedule of Property and Equipment | Property and equipment was as follows: September 30, December 31, ($ in millions) 2019 2018 Land $ 313 $ 268 Building and leasehold improvements 300 295 Furniture and equipment 66 54 Construction in progress 190 25 869 642 Accumulated depreciation (104 ) (83 ) $ 765 $ 559 |
Consolidated Variable Interes_2
Consolidated Variable Interest Entities (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Schedule of Consolidated Variable Interest Entities | Our condensed consolidated balance sheets included the assets and liabilities of these entities, which primarily consisted of the following: September 30, December 31, ($ in millions) 2019 2018 Restricted cash $ 49 $ 23 Timeshare financing receivables, net 735 617 Non-recourse debt (1) 795 639 (1) Net of deferred financing costs. |
Other Assets (Tables)
Other Assets (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Deferred Costs Capitalized Prepaid And Other Assets Disclosure [Abstract] | |
Schedule of Other Assets | Other assets were as follows: September 30, December 31, ($ in millions) 2019 2018 Inventory deposits $ 7 $ 46 Prepaid expenses 23 18 Other 45 31 $ 75 $ 95 |
Debt & Non-recourse Debt (Table
Debt & Non-recourse Debt (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of Outstanding Borrowings | The following table details our outstanding debt balance and its associated interest rates: September 30, December 31, ($ in millions) 2019 2018 Debt (1) Senior secured credit facilities: Term loan with an average rate of 3.766%, due 2023 $ 190 $ 197 Revolver with an average rate of 3.766%, due 2023 305 115 Senior notes with a rate of 6.125%, due 2024 300 300 Other debt 27 — 822 612 Less: unamortized deferred financing costs and discount (2)(3) (7 ) (8 ) $ 815 $ 604 (1) As of September 30, 2019 and December 31, 2018, weighted-average interest rates were 4.739 percent and 5.170 percent, respectively. (2) Amount includes deferred financing costs related to our term loan and senior notes of $2 million and $5 million, respectively, as of September 30, 2019 and $2 million and $6 million as of December 31, 2018. (3) Amount does not include deferred financing costs of $5 million as of September 30, 2019 and $6 million as of December 31, 2018, relating to our revolving facility included in Other Assets The following table details our outstanding non-recourse debt balance and its associated interest rates: September 30, December 31, ($ in millions) 2019 2018 Non-recourse debt (1) Timeshare Facility with an average rate of 3.164%, due 2021 $ — $ 120 Securitized Debt with a rate of 2.280%, due 2026 — 33 Securitized Debt with an average rate of 1.810%, due 2026 52 74 Securitized Debt with an average rate of 2.711%, due 2028 162 206 Securitized Debt with an average rate of 3.602%, due 2032 293 333 Securitized Debt with an average rate of 2.431%, due 2033 297 — 804 766 Less: unamortized deferred financing costs (2) (9 ) (7 ) $ 795 $ 759 (1) As of September 30, 2019 and year ended December 31, 2018, weighted-average interest rates were 2.874 percent and 3.126 percent, respectively. (2) Amount relates to securitized debt only and does not include deferred financing costs of $3 Other Assets |
Schedule of Contractual Maturities of Debt | The contractual maturities of our debt and non-recourse debt as of September 30, 2019 were as follows: ($ in millions) Debt Non-recourse Debt Total Year 2019 (remaining) $ 3 $ 51 $ 54 2020 12 247 259 2021 11 155 166 2022 10 110 120 2023 463 108 571 Thereafter 323 133 456 $ 822 $ 804 $ 1,626 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Schedule of Carrying and Estimated Fair Value Amounts | The carrying amounts and estimated fair values of our financial assets and liabilities were as follows: September 30, 2019 Hierarchy Level ($ in millions) Carrying Amount Level 1 Level 3 Assets: Timeshare financing receivables, net (1) $ 1,139 $ — $ 1,424 Liabilities: Debt, net (2) 815 320 527 Non-recourse debt, net (2) 795 — 797 (1) Carrying amount net of allowance for financing receivables losses. (2) Carrying amount net of unamortized deferred financing costs and discount. December 31, 2018 Hierarchy Level ($ in millions) Carrying Amount Level 1 Level 3 Assets: Timeshare financing receivables, net (1) $ 1,120 $ — $ 1,339 Liabilities: Debt, net (2) 604 302 309 Non-recourse debt, net (2) 759 — 753 (1) Carrying amount net of allowance for financing receivables losses. (2) Carrying amount net of unamortized deferred financing costs and discount. |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Leases [Abstract] | |
Schedule of Rent Expense | Rent expense for all operating leases for the year ended December 31, 2018 was as follows: ($ in millions) Minimum rentals $ 21 Contingent rentals 3 $ 24 |
Schedule of Supplemental Information Related to Operating Leases | Supplemental information related to operating leases for the nine months ending September 30, 2019: ($ in millions) Cash paid for amounts included in the measurement of operating lease liabilities: Operating cash flows from operating leases $ (12 ) Supplemental non-cash information: Right-of-use assets obtained in exchange for new operating lease liabilities 9 Weighted-average remaining lease term of operating leases 6.4 years Weighted-average discount rate of operating leases 5.34 % |
Future Minimum Lease Payments Under Non-Cancelable Operating Leases | Future minimum lease payments under noncancelable operating leases, due in each of the next five years and thereafter as of September 30, 2019, are as follows: ($ in millions) Operating Leases Year 2019 (remaining) $ 4 2020 17 2021 16 2022 11 2023 11 Thereafter 33 Total future minimum lease payments $ 92 Less: imputed interest (14 ) Present value of lease liabilities $ 78 |
Future Minimum Lease Payments Under Non-Cancelable Operating Leases for Prior Period | Future minimum lease payments under noncancelable operating leases, due in each of the next five years and thereafter as of December 31, 2018, are as follows: ($ in millions) Operating Leases Year 2019 $ 16 2020 15 2021 14 2022 10 2023 10 Thereafter 29 Total future minimum lease payments $ 94 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Schedule of Stock Option Valuation Assumptions | The weighted-average grant date fair value of these options was $12.29, which was determined using the Black-Scholes-Merton option-pricing model with the following assumptions: Expected volatility 33.1 % Dividend yield — % Risk-free rate 2.6 % Expected term (in years) 6.0 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following table presents the calculation of our basic and diluted earnings per share (“EPS”). The weighted- average shares outstanding used to compute basic EPS and diluted EPS for the three months ended September 30, 2019 was 85,704,321 and 86,272,979, respectively, and for the nine months ended September 30, 2019 was 89,863,807 and 90,348,418, respectively. The weighted-average shares outstanding used to compute basic EPS and diluted EPS for the three months ended September 30, 2018 was 96,840,685 and 97,432,015, respectively, and for the nine months ended September 30, 2018 was 97,407,644 and 98,142,238, respectively. Three Months Ended September 30, Nine Months Ended September 30, ($ and shares outstanding in millions, except per share amounts) 2019 2018 2019 2018 Basic EPS: Numerator: Net Income (1) $ 50 $ 41 $ 144 $ 178 Denominator: Weighted average shares outstanding 86 97 90 97 Basic EPS $ 0.59 $ 0.42 $ 1.61 $ 1.82 Diluted EPS: Numerator: Net Income (1) $ 50 $ 41 $ 144 $ 178 Denominator: Weighted average shares outstanding 86 97 90 98 Diluted EPS $ 0.59 $ 0.42 $ 1.60 $ 1.81 (1) Net income for the three months ended September 30, 2019 and 2018 was $50,659,927 and $40,533,279, respectively, and for the nine months ended September 30, 2019 and 2018 was $144,352,584 and $177,564,538, respectively. |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
BRE Ace LLC | |
Related Party Transaction [Line Items] | |
Summary of Amounts Included in Condensed Consolidated Statements of Operations Related to Fee for Service Arrangement | These amounts are summarized in the following table and are included in our condensed consolidated statements of operations as of the date they became related parties. Three Months Ended September 30, Nine Months Ended September 30, ($ in millions) 2019 2018 2019 2018 Equity in earnings from unconsolidated affiliates $ 1 $ 1 $ 4 $ — Commissions and other fees 31 32 99 96 |
Business Segments (Tables)
Business Segments (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Segment Reporting [Abstract] | |
Schedule of Segment Operating Performance Reconciled to Consolidated Amounts | We do not include equity in earnings (losses) from unconsolidated affiliates in our measures of segment operating performance. The following table present revenues for our reportable segments reconciled to consolidated amounts: Three Months Ended September 30, Nine Months Ended September 30, ($ in millions) 2019 2018 2019 2018 Revenues: Real estate sales and financing $ 324 $ 291 $ 939 $ 967 Resort operations and club management (1)(2) 108 108 332 304 Total segment revenues 432 399 1,271 1,271 Cost reimbursements 43 36 128 110 Intersegment eliminations (1)(2) (9 ) (8 ) (29 ) (24 ) Total revenues $ 466 $ 427 $ 1,370 $ 1,357 (1) Includes charges to the real estate sales and financing segment from the resort operations and club management segment for fulfillment of discounted marketing package stays at resorts. These charges totaled $9 million and $8 million for the three months ended September 30, 2019 and 2018, respectively, and $29 million and $24 million for the nine months ended September 30, 2019 and 2018, respectively. (2) Includes charges to the real estate sales and financing segment from the resort operations and club management segment for the rental of model units to show prospective buyers. These charges totaled less than $1 million for each of the three and nine months ended September 30, 2019 and 2018. |
Schedule of Adjusted EBITDA Reconciled to Net Income | The following table presents Segment Adjusted EBITDA for our reportable segments reconciled to net income: Three Months Ended September 30, Nine Months Ended September 30, ($ in millions) 2019 2018 2019 2018 Adjusted EBITDA: Real estate sales and financing (1) $ 94 $ 67 $ 243 $ 274 Resort operations and club management (1) 62 62 193 179 Segment Adjusted EBITDA 156 129 436 453 General and administrative (28 ) (31 ) (82 ) (84 ) Depreciation and amortization (14 ) (9 ) (37 ) (25 ) License fee expense (26 ) (25 ) (75 ) (73 ) Other loss, net (1 ) (1 ) (3 ) (1 ) Interest expense (12 ) (7 ) (33 ) (22 ) Income tax expense (20 ) (15 ) (55 ) (64 ) Equity in earnings from unconsolidated affiliates 1 1 4 — Other adjustment items (6 ) (1 ) (11 ) (6 ) Net income $ 50 $ 41 $ 144 $ 178 (1) |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Commitments And Contingencies Disclosure [Abstract] | |
Schedule of Remaining Purchase Obligations | As of September 30, 2019, our remaining obligation pursuant to these arrangements were expected to be incurred as follows: |
Condensed Consolidating Guara_2
Condensed Consolidating Guarantor Financial Information (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Condensed Consolidating Guarantor Financial Information [Abstract] | |
Schedule of Unaudited Condensed Consolidating Guarantor Balance Sheets | The following schedules present the unaudited condensed consolidating financial information as of September 30, 2019 and December 31, 2018 and for the three and nine months ended September 30, 2019 and 2018 for the Parent, Subsidiary Issuers, Guarantors and Non-Guarantors. September 30, 2019 ($ in millions) Parent Issuers Guarantors Non- Guarantors Eliminations Total ASSETS Cash and cash equivalents $ 2 $ — $ 79 $ 32 $ — $ 113 Restricted cash — — 48 50 — 98 Accounts receivable, net — — 142 22 (27 ) 137 Timeshare financing receivables, net — — 380 759 — 1,139 Inventory — — 480 38 — 518 Property and equipment, net — — 713 52 — 765 Operating lease right-of-use assets, net — — 60 2 — 62 Investments in unconsolidated affiliates — — 44 — — 44 Intangible assets, net — — 87 — — 87 Other assets — 5 59 11 — 75 Investments in subsidiaries 492 1,275 144 — (1,911 ) — TOTAL ASSETS $ 494 $ 1,280 $ 2,236 $ 966 $ (1,938 ) $ 3,038 LIABILITIES AND EQUITY Accounts payable, accrued expenses and other $ — $ — $ 346 $ 24 $ (27 ) $ 343 Advanced deposits — — 111 1 — 112 Debt, net — 788 27 — — 815 Non-recourse debt, net — — — 795 — 795 Operating lease liabilities — — 76 2 — 78 Deferred revenues — — 165 — — 165 Deferred income tax liabilities — — 236 — — 236 Total equity 494 492 1,275 144 (1,911 ) 494 TOTAL LIABILITIES AND EQUITY $ 494 $ 1,280 $ 2,236 $ 966 $ (1,938 ) $ 3,038 December 31, 2018 ($ in millions) Parent Issuers Guarantors Non- Guarantors Eliminations Total ASSETS Cash and cash equivalents $ 4 $ — $ 89 $ 15 $ — $ 108 Restricted cash — — 45 27 — 72 Accounts receivable, net — — 157 17 (21 ) 153 Timeshare financing receivables, net — — 209 911 — 1,120 Inventory — — 502 25 — 527 Property and equipment, net — — 553 6 — 559 Investments in unconsolidated affiliate — — 38 — — 38 Intangible assets, net — — 81 — — 81 Other assets — 6 41 48 — 95 Investments in subsidiaries 612 1,210 277 — (2,099 ) — TOTAL ASSETS $ 616 $ 1,216 $ 1,992 $ 1,049 $ (2,120 ) $ 2,753 LIABILITIES AND EQUITY Accounts payable, accrued expenses and other $ — $ — $ 332 $ 13 $ (21 ) $ 324 Advanced deposits — — 101 — — 101 Debt, net — 604 — — — 604 Non-recourse debt, net — — — 759 — 759 Deferred revenues — — 95 — — 95 Deferred income tax liabilities — — 254 — — 254 Total equity 616 612 1,210 277 (2,099 ) 616 TOTAL LIABILITIES AND EQUITY $ 616 $ 1,216 $ 1,992 $ 1,049 $ (2,120 ) $ 2,753 |
Schedule of Unaudited Condensed Consolidating Guarantor Statements of Operations | For the Three Months Ended September 30, 2019 ($ in millions) Parent Issuers Guarantors Non- Guarantors Eliminations Total Revenues Sales of VOIs, net $ — $ — $ 123 $ 15 $ — $ 138 Sales, marketing, brand and other fees — — 154 1 (12 ) 143 Financing — — 19 26 (2 ) 43 Resort and club management — — 44 1 — 45 Rental and ancillary services — — 53 1 — 54 Cost reimbursements — — 42 1 — 43 Total revenues — — 435 45 (14 ) 466 Expenses Cost of VOI sales — — 22 2 — 24 Sales and marketing — — 187 13 (12 ) 188 Financing — — 6 10 (2 ) 14 Resort and club management — — 11 — — 11 Rental and ancillary services — — 34 2 — 36 General and administrative — — 27 1 — 28 Depreciation and amortization — — 14 — — 14 License fee expense — — 28 (2 ) — 26 Cost reimbursements — — 42 1 — 43 Total operating expenses — — 371 27 (14 ) 384 Interest expense — (12 ) — — — (12 ) Dividends from subsidiary 6 6 — — (12 ) — Equity in earnings from unconsolidated affiliates — — 1 — — 1 Other loss, net — — (1 ) — — (1 ) Income before income taxes 6 (6 ) 64 18 (12 ) 70 Income tax expense — — (20 ) — — (20 ) Income before equity in earnings from subsidiaries 6 (6 ) 44 18 (12 ) 50 Equity in earnings from subsidiaries 44 62 18 — (124 ) — Net income $ 50 $ 56 $ 62 $ 18 $ (136 ) $ 50 For the Three Months Ended September 30, 2018 ($ in millions) Parent Issuers Guarantors Non- Guarantors Eliminations Total Revenues Sales of VOIs, net $ — $ — $ 97 $ 2 $ — $ 99 Sales, marketing, brand and other fees — — 151 1 — 152 Financing — — 17 26 (3 ) 40 Resort and club management — — 40 — — 40 Rental and ancillary services — — 59 1 — 60 Cost reimbursements — — 35 1 — 36 Total revenues — — 399 31 (3 ) 427 Expenses Cost of VOI sales — — 29 — — 29 Sales and marketing — — 172 2 — 174 Financing — — 4 11 (3 ) 12 Resort and club management — — 11 — — 11 Rental and ancillary services — — 36 1 — 37 General and administrative — — 30 1 — 31 Depreciation and amortization — — 9 — — 9 License fee expense — — 25 — — 25 Cost reimbursements — — 35 1 — 36 Total operating expenses — — 351 16 (3 ) 364 Interest expense — (7 ) — — — (7 ) Equity in earnings from unconsolidated affiliates — — 1 — — 1 Other loss — — (1 ) — — (1 ) Income (loss) before income taxes — (7 ) 48 15 — 56 Income tax expense — — (15 ) — — (15 ) Income (loss) before equity in earnings (loss) from subsidiaries — (7 ) 33 15 — 41 Equity in earnings from subsidiaries 41 48 15 — (104 ) — Net income $ 41 $ 41 $ 48 $ 15 $ (104 ) $ 41 For the Nine Months Ended September 30, 2019 ($ in millions) Parent Issuers Guarantors Non- Guarantors Eliminations Total Revenues Sales of VOIs, net $ — $ — $ 333 $ 50 $ — $ 383 Sales, marketing, brand and other fees — — 459 5 (35 ) 429 Financing — — 57 76 (6 ) 127 Resort and club management — — 129 1 — 130 Rental and ancillary services — — 171 2 — 173 Cost reimbursements — — 125 3 — 128 Total revenues — — 1,274 137 (41 ) 1,370 Expenses Cost of VOI sales — — 83 9 — 92 Sales and marketing — — 544 35 (35 ) 544 Financing — — 14 31 (6 ) 39 Resort and club management — — 34 — — 34 Rental and ancillary services — — 104 4 — 108 General and administrative — — 81 1 — 82 Depreciation and amortization — — 37 — — 37 License fee expense — — 75 — — 75 Cost reimbursements — — 125 3 — 128 Total operating expenses — — 1,097 83 (41 ) 1,139 Interest expense — (33 ) — — — (33 ) Dividends from subsidiary 281 281 — — (562 ) — Equity in earnings from unconsolidated affiliates — — 4 — — 4 Other loss, net — — (3 ) — — (3 ) Income before income taxes 281 248 178 54 (562 ) 199 Income tax expense — — (54 ) (1 ) — (55 ) Income before equity in earnings from subsidiaries 281 248 124 53 (562 ) 144 Equity in (losses) earnings from subsidiaries (181 ) 177 53 — (49 ) — Net income $ 100 $ 425 $ 177 $ 53 $ (611 ) $ 144 For the Nine Months Ended September 30, 2018 ($ in millions) Parent Issuers Guarantors Non- Guarantors Eliminations Total Revenues Sales of VOIs, net $ — $ — $ 422 $ 5 $ — $ 427 Sales, marketing, brand and other fees — — 424 3 (4 ) 423 Financing — — 54 68 (5 ) 117 Resort and club management — — 116 — — 116 Rental and ancillary services — — 162 2 — 164 Cost reimbursements — — 107 3 — 110 Total revenues — — 1,285 81 (9 ) 1,357 Expenses Cost of VOI sales — — 109 — — 109 Sales and marketing — — 526 6 (4 ) 528 Financing — — 14 26 (5 ) 35 Resort and club management — — 33 — — 33 Rental and ancillary services — — 93 2 — 95 General and administrative — — 83 1 — 84 Depreciation and amortization — — 25 — — 25 License fee expense — — 73 — — 73 Cost reimbursements — — 107 3 — 110 Total operating expenses — — 1,063 38 (9 ) 1,092 Interest expense — (22 ) — — — (22 ) Other loss — — (1 ) — — (1 ) Income (loss) before income taxes — (22 ) 221 43 — 242 Income tax expense — — (64 ) — — (64 ) Income (loss) before equity in earnings (loss) from subsidiaries — (22 ) 157 43 — 178 Equity in earnings from subsidiaries 178 200 43 — (421 ) — Net income $ 178 $ 178 $ 200 $ 43 $ (421 ) $ 178 |
Schedule of Unaudited Condensed Consolidating Guarantor Statements of Cash Flows | For the Nine Months Ended September 30, 2019 ($ in millions) Parent Issuers Guarantors Non- Guarantors Eliminations Total Operating Activities Net cash provided by (used in) operating activities $ — $ 248 $ (50 ) $ 231 $ (281 ) $ 148 Investing Activities Capital expenditures for property and equipment — — (22 ) (3 ) — (25 ) Software capitalization costs — — (19 ) — — (19 ) Investments in unconsolidated affiliates — — (2 ) — — (2 ) Dividends from subsidiary 281 281 — — (562 ) — Net cash provided by (used in) investing activities 281 281 (43 ) (3 ) (562 ) (46 ) Financing Activities Issuance of debt — 455 — — — 455 Issuance of non-recourse debt — — — 365 — 365 Repayment of debt — (272 ) — — — (272 ) Repayment of non-recourse debt — — — (327 ) — (327 ) Debt issuance costs — — — (6 ) — (6 ) Repurchase and retirement of common stock (283 ) — — — — (283 ) Payment of withholding taxes on vesting of restricted stock units — — (3 ) — — (3 ) Proceeds from employee stock plan purchases — — 2 — — 2 Other financing activity — — (2 ) — — (2 ) Intercompany transfers — (712 ) 89 (220 ) 843 — Net cash (used in) provided by financing activities (283 ) (529 ) 86 (188 ) 843 (71 ) Net (decrease) increase in cash, cash equivalents and restricted cash (2 ) — (7 ) 40 — 31 Cash, cash equivalents and restricted cash, beginning of period 4 — 134 42 — 180 Cash, cash equivalents and restricted cash, end of period $ 2 $ — $ 127 $ 82 $ — $ 211 For the Nine Months Ended September 30, 2018 ($ in millions) Parent Issuers Guarantors Non- Guarantors Eliminations Total Operating Activities Net cash (used in) provided by operating activities $ — $ (20 ) $ 10 $ (241 ) $ 46 $ (205 ) Investing Activities Capital expenditures for property and equipment — — (25 ) (4 ) — (29 ) Software capitalization costs — — (12 ) — — (12 ) Return of investment from unconsolidated affiliates — — 11 — — 11 Investment in unconsolidated affiliate — — (5 ) — — (5 ) Net cash used in investing activities — — (31 ) (4 ) — (35 ) Financing Activities Issuance of debt — 215 — — — 215 Issuance of non-recourse debt — — — 663 — 663 Repayment of debt — (168 ) — — — (168 ) Repayment of non-recourse debt — — — (436 ) — (436 ) Debt issuance costs — — — (6 ) — (6 ) Repurchase and retirement of common stock — (112 ) — — — (112 ) Payment of withholding taxes on vesting of restricted stock units — (4 ) — — — (4 ) Capital contribution — 3 — — — 3 Intercompany transfers — 86 (63 ) 23 (46 ) — Net cash provided by (used in) financing activities — 20 (63 ) 244 (46 ) 155 Net decrease in cash, cash equivalents and restricted cash — — (84 ) (1 ) — (85 ) Cash, cash equivalents and restricted cash, beginning of period — — 259 38 — 297 Cash, cash equivalents and restricted cash, end of period $ — $ — $ 175 $ 37 $ — $ 212 |
Organization - Additional Infor
Organization - Additional Information (Details) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019USD ($)propertyunit | Sep. 30, 2018USD ($) | Sep. 30, 2019USD ($)propertyunit | Sep. 30, 2018USD ($) | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | ||||
Number of timeshare properties | property | 57 | 57 | ||
Number of units in timeshare properties | unit | 9,177 | 9,177 | ||
Costs related to agreements with related parties | $ | $ 36 | $ 38 | $ 128 | $ 135 |
Basis of Presentation and Sum_3
Basis of Presentation and Summary of Significant Accounting Policies - Additional Information (Details) - USD ($) $ in Millions | Sep. 30, 2019 | Jan. 01, 2019 |
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | ||
Operating lease right of use assets | $ 62 | |
Operating lease liabilities | $ 78 | |
ASU 2016-02 | ||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | ||
Operating lease right of use assets | $ 68 | |
Operating lease liabilities | $ 80 |
Revenue from Contracts with C_3
Revenue from Contracts with Customers - Additional Information (Details) | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2019USD ($) | Sep. 30, 2019USD ($)segment | Dec. 31, 2018USD ($) | |
Revenue Initial Application Period Cumulative Effect Transition [Line Items] | |||
Number of operating segments | segment | 2 | ||
Deferred revenues | $ 165,000,000 | $ 165,000,000 | $ 95,000,000 |
Sales of VOIs | |||
Revenue Initial Application Period Cumulative Effect Transition [Line Items] | |||
Deferred revenues | 49,000,000 | 49,000,000 | |
Direct selling cost | 7,000,000 | ||
Direct selling cost to be recognized upon acquisition | 16,000,000 | 16,000,000 | |
Remaining performance obligations | $ 0 | ||
Topic 606 | |||
Revenue Initial Application Period Cumulative Effect Transition [Line Items] | |||
Revenue earned that was included in the contract liabilities balance | $ 16,000,000 | $ 94,000,000 |
Revenue from Contracts with C_4
Revenue from Contracts with Customers - Schedule of Disaggregated Revenues by Segment from Contracts with Customers (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Disaggregation Of Revenue [Line Items] | ||||
Total revenues | $ 466 | $ 427 | $ 1,370 | $ 1,357 |
Sales of VOIs, Net | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total revenues | 138 | 99 | 383 | 427 |
Sales, Marketing, Brand and Other Fees | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total revenues | 143 | 152 | 429 | 423 |
Real Estate and Financing Segment | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total revenues | 324 | 291 | 939 | 967 |
Real Estate and Financing Segment | Sales of VOIs, Net | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total revenues | 138 | 99 | 383 | 427 |
Real Estate and Financing Segment | Sales, Marketing, Brand and Other Fees | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total revenues | 143 | 152 | 429 | 423 |
Real Estate and Financing Segment | Interest Income | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total revenues | 37 | 35 | 109 | 103 |
Real Estate and Financing Segment | Other Financing Revenue | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total revenues | 6 | 5 | 18 | 14 |
Resort Operations and Club Management Segment | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total revenues | 99 | 100 | 303 | 280 |
Resort Operations and Club Management Segment | Club Management | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total revenues | 28 | 25 | 80 | 71 |
Resort Operations and Club Management Segment | Resort Management | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total revenues | 17 | 15 | 50 | 45 |
Resort Operations and Club Management Segment | Rental | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total revenues | 48 | 53 | 153 | 144 |
Resort Operations and Club Management Segment | Ancillary Services | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total revenues | $ 6 | $ 7 | $ 20 | $ 20 |
Revenue from Contracts with C_5
Revenue from Contracts with Customers - Schedule of Accounts Receivable and Contract Asset from Contracts with Customers (Details) - Accounts Receivable - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 |
Revenue Initial Application Period Cumulative Effect Transition [Line Items] | ||
Receivables | $ 112 | $ 122 |
Contract assets | $ 4 |
Revenue from Contracts with C_6
Revenue from Contracts with Customers - Composition of Contract Liabilities (Details) - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 | |
Revenue Initial Application Period Cumulative Effect Transition [Line Items] | |||
Contract liabilities | $ 165 | $ 95 | |
Topic 606 | Advanced deposits | |||
Revenue Initial Application Period Cumulative Effect Transition [Line Items] | |||
Contract liabilities | 112 | 101 | |
Topic 606 | Deferred Sales of VOIs of projects under construction | |||
Revenue Initial Application Period Cumulative Effect Transition [Line Items] | |||
Contract liabilities | 49 | ||
Topic 606 | Club activation fees, annual dues and other | |||
Revenue Initial Application Period Cumulative Effect Transition [Line Items] | |||
Contract liabilities | 99 | 72 | |
Topic 606 | Club Bonus Point incentive liability | |||
Revenue Initial Application Period Cumulative Effect Transition [Line Items] | |||
Contract liabilities | [1] | $ 65 | $ 56 |
[1] | Amounts related to the Club Bonus Point incentive liability are included in Accounts payable, accrued expenses and other |
Revenue from Contracts with C_7
Revenue from Contracts with Customers - Remaining Transaction Price (Details) $ in Millions | 9 Months Ended |
Sep. 30, 2019USD ($) | |
Advanced deposits | |
Revenue Initial Application Period Cumulative Effect Transition [Line Items] | |
Remaining Transaction Price | $ 112 |
Recognition Period | 18 months |
Recognition Method | Upon customer stays |
Club Activation Fees | |
Revenue Initial Application Period Cumulative Effect Transition [Line Items] | |
Remaining Transaction Price | $ 68 |
Recognition Period | 7 years |
Recognition Method | Straight-line basis over average inventory holding period |
Club Bonus Points | |
Revenue Initial Application Period Cumulative Effect Transition [Line Items] | |
Remaining Transaction Price | $ 65 |
Recognition Period | 24 months |
Recognition Method | Upon redemption |
Restricted Cash - Schedule of R
Restricted Cash - Schedule of Restricted Cash (Details) - USD ($) $ in Millions | Sep. 30, 2019 | Aug. 31, 2019 | Dec. 31, 2018 | |
Restricted Cash and Cash Equivalents Items [Line Items] | ||||
Restricted cash | $ 98 | $ 21 | $ 72 | |
Escrow deposits on VOI sales | ||||
Restricted Cash and Cash Equivalents Items [Line Items] | ||||
Restricted cash | 48 | 45 | ||
Reserves related to non-recourse debt | ||||
Restricted Cash and Cash Equivalents Items [Line Items] | ||||
Restricted cash | [1] | $ 50 | $ 27 | |
[1] | Includes a $21 million cash deposit that will be released upon future pledging of qualified collateral. See Note 11: Debt & Non-recourse Debt |
Restricted Cash - Schedule of_2
Restricted Cash - Schedule of Restricted Cash Parenthetical (Details) - USD ($) $ in Millions | Sep. 30, 2019 | Aug. 31, 2019 |
Cash And Cash Equivalents [Abstract] | ||
Restricted cash used as collateral for securitization | $ 21 | $ 21 |
Timeshare Financing Receivabl_3
Timeshare Financing Receivables - Schedule of Timeshare Financing Receivables (Details) - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Dec. 31, 2017 | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||||||
Timeshare financing receivables | $ 1,318 | $ 1,292 | |||||
Less: allowance for financing receivables losses | (179) | (172) | $ (169) | $ (141) | |||
Timeshare financing receivables, net | 1,139 | 1,120 | |||||
Securitized and Pledged | |||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||||||
Timeshare financing receivables | 795 | 660 | |||||
Less: allowance for financing receivables losses | (60) | (43) | (47) | (27) | |||
Timeshare financing receivables, net | 735 | 617 | |||||
Unsecuritized | |||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||||||
Timeshare financing receivables | [1] | 523 | 632 | ||||
Less: allowance for financing receivables losses | (119) | [1] | (129) | [1] | $ (122) | $ (114) | |
Timeshare financing receivables, net | [1] | $ 404 | $ 503 | ||||
[1] | Includes amounts used as collateral to secure a non-recourse revolving timeshare receivable credit facility ("Timeshare Facility") as well as amounts held as future collateral for upcoming securitization activities. |
Timeshare Financing Receivabl_4
Timeshare Financing Receivables - Narrative (Details) - USD ($) $ in Millions | 1 Months Ended | 9 Months Ended | 12 Months Ended |
Aug. 31, 2019 | Sep. 30, 2019 | Dec. 31, 2018 | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Cash deposit for future pledging of qualified collateral | $ 21 | ||
Financing receivable, weighted average interest rate (as a percent) | 12.43% | ||
Financing receivable, weighted average remaining term (in years) | 7 years 9 months 18 days | ||
Financing receivable weighted average maturities year | 2034 | ||
Timeshare financing receivable not accruing interest | $ 68 | $ 69 | |
Minimum | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Financing receivable, stated interest rate (as a percent) | 3.90% | ||
Maximum | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Financing receivable, stated interest rate (as a percent) | 20.50% | ||
2.34 Percent Notes | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Debt instrument, stated interest rate | 2.34% | ||
2.54 Percent Notes | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Debt instrument, stated interest rate | 2.54% | ||
2.84 Percent Notes | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Debt instrument, stated interest rate | 2.84% | ||
Non-recourse Debt | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Gross timeshare receivables securing the Timeshare Facility | $ 24 | $ 171 | |
Timeshare financing receivables securitized | $ 300 | ||
Debt instrument stated maturity date | Jul. 25, 2033 | ||
Non-recourse Debt | 2.34 Percent Notes | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Debt Instrument, Face Amount | $ 216 | ||
Debt instrument, stated interest rate | 2.34% | ||
Non-recourse Debt | 2.54 Percent Notes | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Debt Instrument, Face Amount | $ 50 | ||
Debt instrument, stated interest rate | 2.54% | ||
Non-recourse Debt | 2.84 Percent Notes | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Debt Instrument, Face Amount | $ 34 | ||
Debt instrument, stated interest rate | 2.84% | ||
Non-recourse Debt | Securitized Debt with a rate of 2.280%, due 2026 | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Debt instrument, stated interest rate | 2.28% | 2.28% | |
Debt instrument, maturity year | 2026 | 2026 |
Timeshare Financing Receivabl_5
Timeshare Financing Receivables - Maturities of Financing Receivables (Details) - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Dec. 31, 2017 | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||
2019 (remaining) | $ 44 | |||||
2020 | 139 | |||||
2021 | 144 | |||||
2022 | 147 | |||||
2023 | 151 | |||||
Thereafter | 693 | |||||
Timeshare financing receivable maturities, gross | 1,318 | |||||
Less: allowance for financing receivables losses | (179) | $ (172) | $ (169) | $ (141) | ||
Timeshare financing receivable maturities, net | 1,139 | |||||
Securitized and Pledged | ||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||
2019 (remaining) | 22 | |||||
2020 | 90 | |||||
2021 | 94 | |||||
2022 | 98 | |||||
2023 | 101 | |||||
Thereafter | 390 | |||||
Timeshare financing receivable maturities, gross | 795 | |||||
Less: allowance for financing receivables losses | (60) | (43) | (47) | (27) | ||
Timeshare financing receivable maturities, net | 735 | |||||
Unsecuritized | ||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||
2019 (remaining) | 22 | |||||
2020 | 49 | |||||
2021 | 50 | |||||
2022 | 49 | |||||
2023 | 50 | |||||
Thereafter | 303 | |||||
Timeshare financing receivable maturities, gross | 523 | |||||
Less: allowance for financing receivables losses | (119) | [1] | $ (129) | [1] | $ (122) | $ (114) |
Timeshare financing receivable maturities, net | $ 404 | |||||
[1] | Includes amounts used as collateral to secure a non-recourse revolving timeshare receivable credit facility ("Timeshare Facility") as well as amounts held as future collateral for upcoming securitization activities. |
Timeshare Financing Receivabl_6
Timeshare Financing Receivables - Financing Receivable by FICO Score (Details) - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 | |
Financing Receivable, Recorded Investment [Line Items] | |||
Timeshare financing receivables | $ 1,318 | $ 1,292 | |
More than 700 | |||
Financing Receivable, Recorded Investment [Line Items] | |||
Timeshare financing receivables | 802 | 790 | |
600-699 | |||
Financing Receivable, Recorded Investment [Line Items] | |||
Timeshare financing receivables | 289 | 280 | |
Less than 600 | |||
Financing Receivable, Recorded Investment [Line Items] | |||
Timeshare financing receivables | 38 | 37 | |
No score | |||
Financing Receivable, Recorded Investment [Line Items] | |||
Timeshare financing receivables | [1] | $ 189 | $ 185 |
[1] | Timeshare financing receivables without a FICO score are primarily related to foreign borrowers. |
Timeshare Financing Receivabl_7
Timeshare Financing Receivables - Past Due Financing Receivables (Details) - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 |
Financing Receivable, Recorded Investment, Past Due [Line Items] | ||
Current | $ 1,232 | $ 1,204 |
Financing receivable, past due | 1,318 | 1,292 |
Securitized and Pledged | ||
Financing Receivable, Recorded Investment, Past Due [Line Items] | ||
Current | 783 | 648 |
Financing receivable, past due | 795 | 660 |
Unsecuritized | ||
Financing Receivable, Recorded Investment, Past Due [Line Items] | ||
Current | 449 | 556 |
Financing receivable, past due | 523 | 632 |
31 - 90 days past due | ||
Financing Receivable, Recorded Investment, Past Due [Line Items] | ||
Financing receivable, past due | 18 | 19 |
31 - 90 days past due | Securitized and Pledged | ||
Financing Receivable, Recorded Investment, Past Due [Line Items] | ||
Financing receivable, past due | 7 | 8 |
31 - 90 days past due | Unsecuritized | ||
Financing Receivable, Recorded Investment, Past Due [Line Items] | ||
Financing receivable, past due | 11 | 11 |
91 - 120 days past due | ||
Financing Receivable, Recorded Investment, Past Due [Line Items] | ||
Financing receivable, past due | 8 | 6 |
91 - 120 days past due | Securitized and Pledged | ||
Financing Receivable, Recorded Investment, Past Due [Line Items] | ||
Financing receivable, past due | 3 | 3 |
91 - 120 days past due | Unsecuritized | ||
Financing Receivable, Recorded Investment, Past Due [Line Items] | ||
Financing receivable, past due | 5 | 3 |
121 days and greater past due | ||
Financing Receivable, Recorded Investment, Past Due [Line Items] | ||
Financing receivable, past due | 60 | 63 |
121 days and greater past due | Securitized and Pledged | ||
Financing Receivable, Recorded Investment, Past Due [Line Items] | ||
Financing receivable, past due | 2 | 1 |
121 days and greater past due | Unsecuritized | ||
Financing Receivable, Recorded Investment, Past Due [Line Items] | ||
Financing receivable, past due | $ 58 | $ 62 |
Timeshare Financing Receivabl_8
Timeshare Financing Receivables - Schedule of Change in Allowance For Financing Receivables Losses (Details) - USD ($) $ in Millions | 9 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | |||
Financing Receivable, Allowance for Credit Losses [Roll Forward] | ||||
Allowance for loan loss, beginning balance | $ 172 | $ 141 | ||
Write-offs | (53) | (22) | ||
Provision for financing receivables losses | [1] | 60 | 50 | |
Allowance for loan loss, ending balance | 179 | 169 | ||
Securitized and Pledged | ||||
Financing Receivable, Allowance for Credit Losses [Roll Forward] | ||||
Allowance for loan loss, beginning balance | 43 | 27 | ||
Securitizations | 29 | 30 | ||
Provision for financing receivables losses | [1] | (12) | (10) | |
Allowance for loan loss, ending balance | 60 | 47 | ||
Unsecuritized | ||||
Financing Receivable, Allowance for Credit Losses [Roll Forward] | ||||
Allowance for loan loss, beginning balance | 129 | [2] | 114 | |
Write-offs | (53) | (22) | ||
Securitizations | (29) | (30) | ||
Provision for financing receivables losses | [1] | 72 | 60 | |
Allowance for loan loss, ending balance | $ 119 | [2] | $ 122 | |
[1] | Includes incremental provision for financing receivables losses, net of activity related to the repurchase of defaulted and upgraded securitized timeshare financing receivables. | |||
[2] | Includes amounts used as collateral to secure a non-recourse revolving timeshare receivable credit facility ("Timeshare Facility") as well as amounts held as future collateral for upcoming securitization activities. |
Inventory - Schedule of Invento
Inventory - Schedule of Inventory, Noncurrent (Details) - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 |
Inventory Disclosure [Abstract] | ||
Completed unsold VOIs | $ 249 | $ 243 |
Construction in process | 11 | 9 |
Land, infrastructure and other | 258 | 275 |
Inventory | $ 518 | $ 527 |
Inventory - Additional informat
Inventory - Additional information (Details) - USD ($) $ in Millions | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | |
Inventory [Line Items] | |||
Increase (decrease) in inventories due to the true up of cost of sale (less than for the $1 million) | $ 6 | $ 15 | |
Time Share | |||
Inventory [Line Items] | |||
Cost of VOI sales (less than for the $1 million) | 2 | ||
Cost of VOI sales (less than for the $1 million) | 14 | $ 10 | |
Increase (decrease) in inventories due to the true up of cost of sale (less than for the $1 million) | $ 14 | $ 10 |
Inventory - Schedule of Expense
Inventory - Schedule of Expenses Incurred, Recorded in Cost of VOI Sales (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Fee For Service Upgrades | ||||
Inventory [Line Items] | ||||
Expenses | $ 8 | $ 8 | $ 24 | $ 23 |
Property and Equipment - Schedu
Property and Equipment - Schedule of Property and Equipment (Details) - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 |
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | $ 869 | $ 642 |
Accumulated depreciation | (104) | (83) |
Property and equipment, net | 765 | 559 |
Land | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 313 | 268 |
Building and Leasehold Improvements | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 300 | 295 |
Furniture and Equipment | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 66 | 54 |
Construction in Progress | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | $ 190 | $ 25 |
Property and Equipment - Additi
Property and Equipment - Additional Information (Details) $ in Millions | 3 Months Ended |
Sep. 30, 2019USD ($)propertyshares | |
Property Plant And Equipment [Line Items] | |
Number of shares repurchased | shares | 74 |
Average price per share | $ | $ 37 |
Number of timeshare properties | property | 57 |
Transfer from Other assets to Property and equipment | $ | $ 40 |
MEXICO | |
Property Plant And Equipment [Line Items] | |
Number of timeshare properties | property | 87 |
Consolidated Variable Interes_3
Consolidated Variable Interest Entities - Additional Information (Details) | 9 Months Ended | ||
Sep. 30, 2019USD ($)entity | Sep. 30, 2018USD ($) | Dec. 31, 2018entity | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |||
Number of VIEs consolidated | entity | 5 | 4 | |
Financial or other support to any VIEs | $ | $ 0 | $ 0 |
Consolidated Variable Interes_4
Consolidated Variable Interest Entities - Schedule of Consolidated Variable Interest Entities (Details) - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 | |
Variable Interest Entity [Line Items] | |||
Assets, variable interest entity | $ 799 | $ 647 | |
Liabilities, variable interest entity | 798 | 640 | |
Variable Interest Entity, Primary Beneficiary | Restricted cash | |||
Variable Interest Entity [Line Items] | |||
Assets, variable interest entity | 49 | 23 | |
Variable Interest Entity, Primary Beneficiary | Timeshare financing receivables, net | |||
Variable Interest Entity [Line Items] | |||
Assets, variable interest entity | 735 | 617 | |
Variable Interest Entity, Primary Beneficiary | Non-recourse debt | |||
Variable Interest Entity [Line Items] | |||
Liabilities, variable interest entity | [1] | $ 795 | $ 639 |
[1] | Net of deferred financing costs |
Investments in Unconsolidated_2
Investments in Unconsolidated Affiliates - Additional Information (Details) $ in Millions | 9 Months Ended | |
Sep. 30, 2019USD ($)Affiliate | Dec. 31, 2018USD ($) | |
Schedule Of Investments [Line Items] | ||
Number of unconsolidated affiliates | Affiliate | 2 | |
Debt | $ 815 | $ 604 |
Investments in unconsolidated affiliates | $ 44 | 38 |
BRE Ace LLC | ||
Schedule Of Investments [Line Items] | ||
Equity method investment, ownership percentage | 25.00% | |
1776 Holding, LLC | ||
Schedule Of Investments [Line Items] | ||
Equity method investment, ownership percentage | 50.00% | |
BRE Ace LLC and 1776 Holding, LLC | ||
Schedule Of Investments [Line Items] | ||
Debt | $ 495 | $ 490 |
Other Assets - Schedule of Othe
Other Assets - Schedule of Other Assets (Details) - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 |
Deferred Costs Capitalized Prepaid And Other Assets Disclosure [Abstract] | ||
Inventory deposits | $ 7 | $ 46 |
Prepaid expenses | 23 | 18 |
Other | 45 | 31 |
Other Assets | $ 75 | $ 95 |
Debt & Non-recourse Debt - Sche
Debt & Non-recourse Debt - Schedule of Outstanding Borrowings (Details) - USD ($) $ in Millions | Sep. 30, 2019 | Aug. 31, 2019 | Dec. 31, 2018 | |||
Debt Instrument [Line Items] | ||||||
Long-term debt, gross | [1] | $ 822 | $ 612 | |||
Less: unamortized deferred financing costs and discount | (7) | [2],[3] | $ (4) | (8) | [2],[3] | |
Long-term debt | 815 | 604 | ||||
Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Less: unamortized deferred financing costs and discount | (5) | (6) | ||||
Revolver with an average rate of 3.766%, due 2023 | Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt, gross | 305 | 115 | ||||
Line of Credit | Term loan with an average rate of 3.766%, due 2023 | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt, gross | 190 | 197 | ||||
Less: unamortized deferred financing costs and discount | (2) | (2) | ||||
Senior Notes | Senior notes with a rate of 6.125%, due 2024 | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt, gross | [1] | 300 | 300 | |||
Less: unamortized deferred financing costs and discount | (5) | (6) | ||||
Other Debt | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt, gross | [1] | 27 | 0 | |||
Non-recourse Debt | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt, gross | [4] | 804 | 766 | |||
Less: unamortized deferred financing costs and discount | [5] | (9) | (7) | |||
Long-term debt | 795 | 759 | ||||
Non-recourse Debt | Timeshare Facility with an average rate of 3.164%, due 2021 | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt, gross | 0 | 120 | ||||
Less: unamortized deferred financing costs and discount | (3) | (3) | ||||
Non-recourse Debt | Securitized Debt with a rate of 2.280%, due 2026 | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt, gross | [4] | 0 | 33 | |||
Non-recourse Debt | Securitized Debt with an average rate of 1.810%, due 2026 | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt, gross | 52 | 74 | ||||
Non-recourse Debt | Securitized Debt with an average rate of 2.711%, due 2028 | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt, gross | 162 | 206 | ||||
Non-recourse Debt | Securitized Debt with an average rate of 3.602%, due 2032 | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt, gross | 293 | 333 | ||||
Non-recourse Debt | Securitized Debt with an average rate of 2.431%, due 2033 | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt, gross | $ 297 | $ 0 | ||||
[1] | As of September 30, 2019 and December 31, 2018, weighted-average interest rates were 4.739 percent and 5.170 percent, respectively. | |||||
[2] | Amount does not include deferred financing costs of $5 million as of September 30, 2019 and $6 million as of December 31, 2018, relating to our revolving facility included in Other Assets | |||||
[3] | Amount includes deferred financing costs related to our term loan and senior notes of $2 million and $5 million, respectively, as of September 30, 2019 and $2 million and $6 million as of December 31, 2018. | |||||
[4] | As of September 30, 2019 and year ended December 31, 2018, weighted-average interest rates were 2.874 percent and 3.126 percent, respectively. | |||||
[5] | Amount relates to securitized debt only and does not include deferred financing costs of $3 Other Assets |
Debt & Non-recourse Debt - Sc_2
Debt & Non-recourse Debt - Schedule of Outstanding Borrowings (Parenthetical) (Details) - USD ($) $ in Millions | 9 Months Ended | 12 Months Ended | ||||
Sep. 30, 2019 | Dec. 31, 2018 | Aug. 31, 2019 | ||||
Debt Instrument [Line Items] | ||||||
Debt instrument, average interest rate | 4.739% | 5.17% | ||||
Less: unamortized deferred financing costs and discount | $ (7) | [1],[2] | $ (8) | [1],[2] | $ (4) | |
Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Less: unamortized deferred financing costs and discount | $ (5) | $ (6) | ||||
Revolving Credit Facility | Revolver with an average rate of 3.766%, due 2023 | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, average interest rate | 3.766% | 3.766% | ||||
Debt instrument, maturity year | 2023 | 2023 | ||||
Line of Credit | Term loan with an average rate of 3.766%, due 2023 | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, average interest rate | 3.766% | 3.766% | ||||
Debt instrument, maturity year | 2023 | 2023 | ||||
Less: unamortized deferred financing costs and discount | $ (2) | $ (2) | ||||
Senior Notes | Senior notes with a rate of 6.125%, due 2024 | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, maturity year | 2024 | 2024 | ||||
Debt instrument, stated interest rate | 6.125% | 6.125% | ||||
Less: unamortized deferred financing costs and discount | $ (5) | $ (6) | ||||
Non-recourse Debt | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, average interest rate | 2.874% | 3.126% | ||||
Less: unamortized deferred financing costs and discount | [3] | $ (9) | $ (7) | |||
Non-recourse Debt | Timeshare Facility with an average rate of 3.164%, due 2021 | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, maturity year | 2021 | 2021 | ||||
Debt instrument, stated interest rate | 3.164% | 3.164% | ||||
Less: unamortized deferred financing costs and discount | $ (3) | $ (3) | ||||
Non-recourse Debt | Securitized Debt with a rate of 2.280%, due 2026 | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, maturity year | 2026 | 2026 | ||||
Debt instrument, stated interest rate | 2.28% | 2.28% | ||||
Non-recourse Debt | Securitized Debt with an average rate of 1.810%, due 2026 | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, average interest rate | 1.81% | 1.81% | ||||
Debt instrument, maturity year | 2026 | 2026 | ||||
Non-recourse Debt | Securitized Debt with an average rate of 2.711%, due 2028 | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, average interest rate | 2.711% | 2.711% | ||||
Debt instrument, maturity year | 2028 | 2028 | ||||
Non-recourse Debt | Securitized Debt with an average rate of - %, due 2032 | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, average interest rate | 3.602% | 3.602% | ||||
Debt instrument, maturity year | 2032 | 2032 | ||||
Non-recourse Debt | Securitized Debt with an average rate of 2.431%, due 2033 | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, average interest rate | 2.431% | 2.431% | ||||
Debt instrument, maturity year | 2033 | 2033 | ||||
[1] | Amount does not include deferred financing costs of $5 million as of September 30, 2019 and $6 million as of December 31, 2018, relating to our revolving facility included in Other Assets | |||||
[2] | Amount includes deferred financing costs related to our term loan and senior notes of $2 million and $5 million, respectively, as of September 30, 2019 and $2 million and $6 million as of December 31, 2018. | |||||
[3] | Amount relates to securitized debt only and does not include deferred financing costs of $3 Other Assets |
Debt & Non-recourse Debt - Addi
Debt & Non-recourse Debt - Additional Information (Details) - USD ($) $ in Millions | 9 Months Ended | 12 Months Ended | |||||
Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | Aug. 31, 2019 | ||||
Debt Instrument [Line Items] | |||||||
Issuance of debt | $ 455 | $ 215 | |||||
Repayment of debt | 272 | $ 168 | |||||
Accounts Receivable from Securitization | $ 300 | ||||||
Restricted cash | 98 | $ 72 | 21 | ||||
Restricted cash used as collateral for securitization | 21 | 21 | |||||
Long-term debt, gross | [1] | 822 | 612 | ||||
Debt Issuance Costs, Net | 7 | [2],[3] | 8 | [2],[3] | 4 | ||
Reserves related to non-recourse debt | |||||||
Debt Instrument [Line Items] | |||||||
Restricted cash | [4] | 50 | 27 | ||||
Restricted cash and cash equivalents depository accounts | 29 | ||||||
Timeshare Facility | |||||||
Debt Instrument [Line Items] | |||||||
Term loan outstanding | $ 450 | ||||||
Debt instrument commitment termination date | 2021-04 | ||||||
2.34 Percent Notes | |||||||
Debt Instrument [Line Items] | |||||||
Long-term debt, gross | $ 216 | ||||||
Debt instrument, stated interest rate | 2.34% | ||||||
2.54 Percent Notes | |||||||
Debt Instrument [Line Items] | |||||||
Long-term debt, gross | $ 50 | ||||||
Debt instrument, stated interest rate | 2.54% | ||||||
2.84 Percent Notes | |||||||
Debt Instrument [Line Items] | |||||||
Long-term debt, gross | $ 34 | ||||||
Debt instrument, stated interest rate | 2.84% | ||||||
Non-recourse Debt | |||||||
Debt Instrument [Line Items] | |||||||
Long-term debt, gross | [5] | $ 804 | 766 | ||||
Debt Issuance Costs, Net | [6] | 9 | 7 | ||||
Non-recourse Debt | 2.34 Percent Notes | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, stated interest rate | 2.34% | ||||||
Non-recourse Debt | 2.54 Percent Notes | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, stated interest rate | 2.54% | ||||||
Non-recourse Debt | 2.84 Percent Notes | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, stated interest rate | 2.84% | ||||||
Non-recourse Debt | Securitized Debt with a rate of 2.280%, due 2026 | |||||||
Debt Instrument [Line Items] | |||||||
Long-term debt, gross | [5] | $ 0 | $ 33 | ||||
Debt instrument, stated interest rate | 2.28% | 2.28% | |||||
Debt instrument, maturity year | 2026 | 2026 | |||||
Revolving Credit Facility | |||||||
Debt Instrument [Line Items] | |||||||
Issuance of debt | $ 455 | ||||||
Repayment of debt | $ 272 | ||||||
Interest rate on revolving credit facility description | one month LIBOR | ||||||
Letters of credit outstanding, amount | $ 1 | $ 1 | |||||
Debt Issuance Costs, Net | $ 5 | $ 6 | |||||
Revolving Credit Facility | LIBOR | |||||||
Debt Instrument [Line Items] | |||||||
Interest rate on revolving credit facility | 1.75% | ||||||
[1] | As of September 30, 2019 and December 31, 2018, weighted-average interest rates were 4.739 percent and 5.170 percent, respectively. | ||||||
[2] | Amount does not include deferred financing costs of $5 million as of September 30, 2019 and $6 million as of December 31, 2018, relating to our revolving facility included in Other Assets | ||||||
[3] | Amount includes deferred financing costs related to our term loan and senior notes of $2 million and $5 million, respectively, as of September 30, 2019 and $2 million and $6 million as of December 31, 2018. | ||||||
[4] | Includes a $21 million cash deposit that will be released upon future pledging of qualified collateral. See Note 11: Debt & Non-recourse Debt | ||||||
[5] | As of September 30, 2019 and year ended December 31, 2018, weighted-average interest rates were 2.874 percent and 3.126 percent, respectively. | ||||||
[6] | Amount relates to securitized debt only and does not include deferred financing costs of $3 Other Assets |
Debt & Non-recourse Debt - Sc_3
Debt & Non-recourse Debt - Schedule of Contractual Maturities of Debt (Details) - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 | |
Debt Instrument [Line Items] | |||
2019 (remaining) | $ 3 | ||
2020 | 12 | ||
2021 | 11 | ||
2022 | 10 | ||
2023 | 463 | ||
Thereafter | 323 | ||
Long-term debt | [1] | 822 | $ 612 |
Non-recourse Debt | |||
Debt Instrument [Line Items] | |||
2019 (remaining) | 51 | ||
2020 | 247 | ||
2021 | 155 | ||
2022 | 110 | ||
2023 | 108 | ||
Thereafter | 133 | ||
Long-term debt | [2] | 804 | $ 766 |
Debt and Non-recourse Debt | |||
Debt Instrument [Line Items] | |||
2019 (remaining) | 54 | ||
2020 | 259 | ||
2021 | 166 | ||
2022 | 120 | ||
2023 | 571 | ||
Thereafter | 456 | ||
Long-term debt | $ 1,626 | ||
[1] | As of September 30, 2019 and December 31, 2018, weighted-average interest rates were 4.739 percent and 5.170 percent, respectively. | ||
[2] | As of September 30, 2019 and year ended December 31, 2018, weighted-average interest rates were 2.874 percent and 3.126 percent, respectively. |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Carrying and Estimated Fair Value Amounts (Details) - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 | |
Liabilities: | |||
Non-recourse debt, net | $ 795 | $ 759 | |
Carrying Amount | |||
Assets: | |||
Timeshare financing receivables, net | [1] | 1,139 | 1,120 |
Liabilities: | |||
Debt, net | [2] | 815 | 604 |
Non-recourse debt, net | [2] | 795 | 759 |
Level 1 | |||
Assets: | |||
Timeshare financing receivables, net | [1] | 0 | |
Liabilities: | |||
Debt, net | [2] | 320 | 302 |
Non-recourse debt, net | [2] | 0 | |
Level 3 | |||
Assets: | |||
Timeshare financing receivables, net | [1] | 1,424 | 1,339 |
Liabilities: | |||
Debt, net | [2] | 527 | 309 |
Non-recourse debt, net | [2] | $ 797 | $ 753 |
[1] | Carrying amount net of allowance for financing receivables losses. | ||
[2] | Carrying amount net of unamortized deferred financing costs and discount. |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) - Fair Value, Recurring | Sep. 30, 2019USD ($) |
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |
Assets measured at fair value on recurring basis | $ 0 |
Liabilities measured at fair value on recurring basis | $ 0 |
Leases - Additional Information
Leases - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Sep. 30, 2019 | Dec. 31, 2018 | |
Leases [Abstract] | |||
Leases starting expiration date | 2019 | ||
Leases ending expiration date | 2030 | ||
Operating leases, rent expense | $ 6 | $ 16 | $ 24 |
Leases - Schedule of Rent Expen
Leases - Schedule of Rent Expense (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Sep. 30, 2019 | Dec. 31, 2018 | |
Schedule Of Rent Expense [Abstract] | |||
Minimum rentals | $ 21 | ||
Contingent rentals | 3 | ||
Rent expense | $ 6 | $ 16 | $ 24 |
Leases - Schedule of Supplement
Leases - Schedule of Supplemental Information Related to Operating Leases (Details) $ in Millions | 9 Months Ended |
Sep. 30, 2019USD ($) | |
Cash paid for amounts included in the measurement of operating lease liabilities: | |
Operating cash flows from operating leases | $ (12) |
Supplemental non-cash information: | |
Right-of-use assets obtained in exchange for new operating lease liabilities | $ 9 |
Weighted-average remaining lease term of operating leases | 6 years 4 months 24 days |
Weighted-average discount rate of operating leases | 5.34% |
Leases - Future Minimum Lease P
Leases - Future Minimum Lease Payments Under Non-Cancelable Operating Leases (Details) $ in Millions | Sep. 30, 2019USD ($) |
Leases [Abstract] | |
2019 (remaining) | $ 4 |
2020 | 17 |
2021 | 16 |
2022 | 11 |
2023 | 11 |
Thereafter | 33 |
Total future minimum lease payments | 92 |
Less: imputed interest | (14) |
Operating lease liabilities | $ 78 |
Leases - Future Minimum Lease_2
Leases - Future Minimum Lease Payments Under Non-Cancelable Operating Leases for Prior Period (Details) $ in Millions | Dec. 31, 2018USD ($) |
Leases [Abstract] | |
2019 | $ 16 |
2020 | 15 |
2021 | 14 |
2022 | 10 |
2023 | 10 |
Thereafter | 29 |
Total future minimum lease payments | $ 94 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Income Tax Disclosure [Abstract] | ||
Effective income tax rate (as a percent) | 28.00% | 27.00% |
Share-Based Compensation - Addi
Share-Based Compensation - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Allocated share-based compensation expense | $ 6 | $ 5 | $ 18 | $ 13 |
Unrecognized compensation costs for unvested awards | $ 23 | $ 23 | ||
Unrecognized compensation costs, weighted average period for recognition | 1 year 10 months 24 days | |||
Shares of common stock available for future issuance | 6,485,046 | 6,485,046 | ||
Service Restricted Stock Units (RSUs) | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Shares issued (in shares) | 500,925 | |||
Grant date fair value (in dollars per share) | $ 33.07 | |||
Service Restricted Stock Units (RSUs) | Minimum | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Award vesting period | 3 years | |||
Stock Options | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Shares issued (in shares) | 544,209 | |||
Exercise price (in dollars per share) | $ 33.32 | |||
Grant date fair value (in dollars per share) | $ 12.29 | |||
Stock options exercisable (in shares) | 624,145 | 624,145 | ||
Stock Options | Minimum | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Award vesting period | 3 years | |||
Performance RSUs | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Shares issued (in shares) | 133,660 | |||
Grant date fair value (in dollars per share) | $ 33.32 | |||
Award vesting period | 3 years | |||
Performance RSUs | Tranche One | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Award vesting percentage | 70.00% | |||
Performance RSUs | VOI sale | Tranche Two | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Award vesting percentage | 30.00% |
Share-Based Compensation - Opti
Share-Based Compensation - Options Assumptions (Details) - Stock Options | 9 Months Ended |
Sep. 30, 2019 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Expected volatility | 33.10% |
Dividend yield | 0.00% |
Risk-free rate | 2.60% |
Expected term (in years) | 6 years |
Earnings Per Share - Additional
Earnings Per Share - Additional Information (Details) - shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Weighted average shares outstanding, Basic | 85,704,321 | 96,840,685 | 89,863,807 | 97,407,644 |
Weighted average shares outstanding, diluted | 86,272,979 | 97,432,015 | 90,348,418 | 98,142,238 |
Stock Compensation Plan | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of EPS | 887,859 | 533,721 | 979,779 | 359,127 |
Earnings Per Share - Schedule o
Earnings Per Share - Schedule of Earnings Per Share, Basic and Diluted (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||||||||||
Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |||||
Numerator: | ||||||||||||
Net income | $ 50,000,000 | [1] | $ 39,000,000 | $ 55,000,000 | $ 40,533,279 | [1] | $ 107,000,000 | $ 30,000,000 | $ 144,352,584 | [1] | $ 177,564,538 | [1] |
Denominator: | ||||||||||||
Weighted average shares outstanding, Basic | 85,704,321 | 96,840,685 | 89,863,807 | 97,407,644 | ||||||||
Basic EPS | $ 0.59 | $ 0.42 | $ 1.61 | $ 1.82 | ||||||||
Denominator: | ||||||||||||
Weighted average shares outstanding, diluted | 86,272,979 | 97,432,015 | 90,348,418 | 98,142,238 | ||||||||
Diluted EPS | $ 0.59 | $ 0.42 | $ 1.60 | $ 1.81 | ||||||||
[1] | Net income for the three months ended September 30, 2019 and 2018 was $50,659,927 and $40,533,279, respectively, and for the nine months ended September 30, 2019 |
Earnings Per Share - Schedule_2
Earnings Per Share - Schedule of Earnings Per Share, Basic and Diluted (Parenthetical) (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||||||||||
Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2018 | [1] | Jun. 30, 2018 | Mar. 31, 2018 | Sep. 30, 2019 | [1] | Sep. 30, 2018 | [1] | ||
Earnings Per Share [Abstract] | ||||||||||||
Net income | $ 50,000,000 | [1] | $ 39,000,000 | $ 55,000,000 | $ 40,533,279 | $ 107,000,000 | $ 30,000,000 | $ 144,352,584 | $ 177,564,538 | |||
Net income loss basic and diluted EPS | $ 50,659,927 | |||||||||||
[1] | Net income for the three months ended September 30, 2019 and 2018 was $50,659,927 and $40,533,279, respectively, and for the nine months ended September 30, 2019 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions | Mar. 13, 2018 | May 31, 2019 | Dec. 31, 2018 | Sep. 30, 2019 | Dec. 31, 2017 |
Related Party Transaction [Line Items] | |||||
Due from related parties | $ 21 | ||||
Underwriting Agreement | |||||
Related Party Transaction [Line Items] | |||||
Stock purchased, shares | 2,500,000 | ||||
Sale of stock completion date | Mar. 19, 2018 | ||||
Underwriting Agreement | Common Stock | |||||
Related Party Transaction [Line Items] | |||||
Sale of stock (in shares) | 22,250,000 | ||||
Stock price per share | $ 44.75 | ||||
BRE Ace LLC | |||||
Related Party Transaction [Line Items] | |||||
Equity method investment, ownership percentage | 25.00% | ||||
1776 Holding, LLC | |||||
Related Party Transaction [Line Items] | |||||
Equity method investment, ownership percentage | 50.00% | ||||
Cash contributed to an equity method investment | $ 2 | $ 10 |
Related Party Transactions - Su
Related Party Transactions - Summary of Amounts Included in Condensed Consolidated Statements of Operations Related to Fee for Service Arrangement (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Related Party Transaction [Line Items] | ||||
Equity in earnings from unconsolidated affiliates | $ 1 | $ 1 | $ 4 | |
BRE Ace LLC | ||||
Related Party Transaction [Line Items] | ||||
Equity in earnings from unconsolidated affiliates | 1 | 1 | 4 | |
Commissions and other fees | $ 31 | $ 32 | $ 99 | $ 96 |
Business Segments - Additional
Business Segments - Additional Information (Details) | 9 Months Ended |
Sep. 30, 2019segment | |
Segment Reporting [Abstract] | |
Number of operating segments | 2 |
Business Segments - Schedule of
Business Segments - Schedule of Segment Operating Performance Reconciled to Consolidated Amounts (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | ||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||
Total revenues | $ 466 | $ 427 | $ 1,370 | $ 1,357 | |
Real Estate and Financing Segment | |||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||
Total revenues | 324 | 291 | 939 | 967 | |
Resort Operations and Club Management Segment | |||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||
Total revenues | 99 | 100 | 303 | 280 | |
Operating segments | |||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||
Total revenues | 432 | 399 | 1,271 | 1,271 | |
Operating segments | Real Estate and Financing Segment | |||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||
Total revenues | 324 | 291 | 939 | 967 | |
Operating segments | Resort Operations and Club Management Segment | |||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||
Total revenues | [1] | 108 | 108 | 332 | 304 |
Segment Reconciling Items | |||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||
Total revenues | 43 | 36 | 128 | 110 | |
Intersegment eliminations | |||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||
Total revenues | [1] | $ (9) | $ (8) | $ (29) | $ (24) |
[1] | (1) Includes charges to the real estate sales and financing segment from the resort operations and club management segment for fulfillment of discounted marketing package stays at resorts. These charges totaled $9 million and $8 million for the three months ended September 30, 2019 and 2018, respectively, and $29 million and $24 million for the nine months ended September 30, 2019 and 2018, respectively. |
Business Segments - Schedule _2
Business Segments - Schedule of Segment Operating Performance Reconciled to Consolidated Amounts (Parenthetical) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | ||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||
Total revenues | $ 466 | $ 427 | $ 1,370 | $ 1,357 | |
Intersegment eliminations | |||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||
Total revenues | [1] | (9) | (8) | (29) | (24) |
Intersegment eliminations | Maximum | |||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||
Rental expense for model units | 1 | 1 | 1 | 1 | |
Intersegment eliminations | Promotional Allowances | |||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||
Total revenues | $ (9) | $ (8) | $ (29) | $ (24) | |
[1] | (1) Includes charges to the real estate sales and financing segment from the resort operations and club management segment for fulfillment of discounted marketing package stays at resorts. These charges totaled $9 million and $8 million for the three months ended September 30, 2019 and 2018, respectively, and $29 million and $24 million for the nine months ended September 30, 2019 and 2018, respectively. |
Business Segments - Schedule _3
Business Segments - Schedule of Adjusted EBITDA Reconciled to Net Income (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||||||||||
Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | ||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | |||||||||||||
General and administrative | $ (28,000,000) | $ (31,000,000) | $ (82,000,000) | $ (84,000,000) | |||||||||
Depreciation and amortization | (14,000,000) | (9,000,000) | (37,000,000) | (25,000,000) | |||||||||
Other loss, net | (1,000,000) | (1,000,000) | (3,000,000) | (1,000,000) | |||||||||
Interest expense | (12,000,000) | (7,000,000) | (33,000,000) | (22,000,000) | |||||||||
Income tax expense | (20,000,000) | (15,000,000) | (55,000,000) | (64,000,000) | |||||||||
Equity in earnings from unconsolidated affiliates | 1,000,000 | 1,000,000 | 4,000,000 | ||||||||||
Net income | 50,000,000 | [1] | $ 39,000,000 | $ 55,000,000 | 40,533,279 | [1] | $ 107,000,000 | $ 30,000,000 | 144,352,584 | [1] | 177,564,538 | [1] | |
Operating segments | |||||||||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | |||||||||||||
Segment Adjusted EBITDA | 156,000,000 | 129,000,000 | 436,000,000 | 453,000,000 | |||||||||
Operating segments | Real Estate and Financing Segment | |||||||||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | |||||||||||||
Segment Adjusted EBITDA | [2] | 94,000,000 | 67,000,000 | 243,000,000 | 274,000,000 | ||||||||
Operating segments | Resort Operations and Club Management Segment | |||||||||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | |||||||||||||
Segment Adjusted EBITDA | [2] | 62,000,000 | 62,000,000 | 193,000,000 | 179,000,000 | ||||||||
Segment Reconciling Items | |||||||||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | |||||||||||||
General and administrative | (28,000,000) | (31,000,000) | (82,000,000) | (84,000,000) | |||||||||
Depreciation and amortization | (14,000,000) | (9,000,000) | (37,000,000) | (25,000,000) | |||||||||
License fee expense | (26,000,000) | (25,000,000) | (75,000,000) | (73,000,000) | |||||||||
Other loss, net | (1,000,000) | (1,000,000) | (3,000,000) | (1,000,000) | |||||||||
Interest expense | (12,000,000) | (7,000,000) | (33,000,000) | (22,000,000) | |||||||||
Income tax expense | (20,000,000) | (15,000,000) | (55,000,000) | (64,000,000) | |||||||||
Equity in earnings from unconsolidated affiliates | 1,000,000 | 1,000,000 | 4,000,000 | ||||||||||
Other adjustment items | $ (6,000,000) | $ (1,000,000) | $ (11,000,000) | $ (6,000,000) | |||||||||
[1] | Net income for the three months ended September 30, 2019 and 2018 was $50,659,927 and $40,533,279, respectively, and for the nine months ended September 30, 2019 | ||||||||||||
[2] |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) - USD ($) | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Long-term Purchase Commitment [Line Items] | ||
Reasonably estimable of possible losses | $ 0 | |
Inventories | ||
Long-term Purchase Commitment [Line Items] | ||
Purchase commitment | $ 480,000,000 | |
Purchase commitment, period (in years) | 11 years | |
Vacation ownership intervals commitment | $ 66,000,000 | $ 18,000,000 |
Commitments and Contingencies_2
Commitments and Contingencies - Schedule of Remaining Purchase Obligations (Details) $ in Millions | Sep. 30, 2019USD ($) | |
Long-term Purchase Commitment [Line Items] | ||
2019 (remaining) | $ 4 | |
2020 | 239 | |
2021 | 100 | |
2022 | 57 | |
2023 | 58 | |
Thereafter | 54 | |
Total | 512 | |
Inventory Purchase Obligations | ||
Long-term Purchase Commitment [Line Items] | ||
2020 | 220 | |
2021 | 92 | |
2022 | 56 | |
2023 | 58 | |
Thereafter | 54 | |
Total | 480 | |
Other Commitments | ||
Long-term Purchase Commitment [Line Items] | ||
2019 (remaining) | 4 | [1] |
2020 | 19 | [1] |
2021 | 8 | [1] |
2022 | 1 | [1] |
Total | $ 32 | [1] |
[1] | Primarily relates to commitments related to information technology and brand licensing under the normal course of business. |
Condensed Consolidating Guara_3
Condensed Consolidating Guarantor Financial Information - Balance Sheet (Details) - USD ($) $ in Millions | Sep. 30, 2019 | Aug. 31, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 |
ASSETS | |||||||||
Cash and cash equivalents | $ 113 | $ 108 | |||||||
Restricted cash | 98 | $ 21 | 72 | ||||||
Accounts receivable, net | 137 | 153 | |||||||
Timeshare financing receivables, net | 1,139 | 1,120 | |||||||
Inventory | 518 | 527 | |||||||
Property and equipment, net | 765 | 559 | |||||||
Operating lease right-of-use assets, net | 62 | ||||||||
Investments in unconsolidated affiliates | 44 | 38 | |||||||
Intangible assets, net | 87 | 81 | |||||||
Other assets | 75 | 95 | |||||||
TOTAL ASSETS (variable interest entities - $799 and $647) | 3,038 | 2,753 | |||||||
LIABILITIES AND EQUITY | |||||||||
Accounts payable, accrued expenses and other | 343 | 324 | |||||||
Advanced deposits | 112 | 101 | |||||||
Debt, net | 815 | 604 | |||||||
Non-recourse debt, net | 795 | 759 | |||||||
Operating lease liabilities | 78 | ||||||||
Deferred revenues | 165 | 95 | |||||||
Deferred income tax liabilities | 236 | 254 | |||||||
Total equity | 494 | $ 450 | $ 575 | 616 | $ 562 | $ 517 | $ 400 | $ 518 | |
TOTAL LIABILITIES AND EQUITY | 3,038 | 2,753 | |||||||
Parent | |||||||||
ASSETS | |||||||||
Cash and cash equivalents | 2 | 4 | |||||||
Investments in subsidiaries | 492 | 612 | |||||||
TOTAL ASSETS (variable interest entities - $799 and $647) | 494 | 616 | |||||||
LIABILITIES AND EQUITY | |||||||||
Total equity | 494 | 616 | |||||||
TOTAL LIABILITIES AND EQUITY | 494 | 616 | |||||||
Issuers | |||||||||
ASSETS | |||||||||
Other assets | 5 | 6 | |||||||
Investments in subsidiaries | 1,275 | 1,210 | |||||||
TOTAL ASSETS (variable interest entities - $799 and $647) | 1,280 | 1,216 | |||||||
LIABILITIES AND EQUITY | |||||||||
Debt, net | 788 | 604 | |||||||
Total equity | 492 | 612 | |||||||
TOTAL LIABILITIES AND EQUITY | 1,280 | 1,216 | |||||||
Guarantors | |||||||||
ASSETS | |||||||||
Cash and cash equivalents | 79 | 89 | |||||||
Restricted cash | 48 | 45 | |||||||
Accounts receivable, net | 142 | 157 | |||||||
Timeshare financing receivables, net | 380 | 209 | |||||||
Inventory | 480 | 502 | |||||||
Property and equipment, net | 713 | 553 | |||||||
Operating lease right-of-use assets, net | 60 | ||||||||
Investments in unconsolidated affiliates | 44 | 38 | |||||||
Intangible assets, net | 87 | 81 | |||||||
Other assets | 59 | 41 | |||||||
Investments in subsidiaries | 144 | 277 | |||||||
TOTAL ASSETS (variable interest entities - $799 and $647) | 2,236 | 1,992 | |||||||
LIABILITIES AND EQUITY | |||||||||
Accounts payable, accrued expenses and other | 346 | 332 | |||||||
Advanced deposits | 111 | 101 | |||||||
Debt, net | 27 | ||||||||
Operating lease liabilities | 76 | ||||||||
Deferred revenues | 165 | 95 | |||||||
Deferred income tax liabilities | 236 | 254 | |||||||
Total equity | 1,275 | 1,210 | |||||||
TOTAL LIABILITIES AND EQUITY | 2,236 | 1,992 | |||||||
Non-Guarantors | |||||||||
ASSETS | |||||||||
Cash and cash equivalents | 32 | 15 | |||||||
Restricted cash | 50 | 27 | |||||||
Accounts receivable, net | 22 | 17 | |||||||
Timeshare financing receivables, net | 759 | 911 | |||||||
Inventory | 38 | 25 | |||||||
Property and equipment, net | 52 | 6 | |||||||
Operating lease right-of-use assets, net | 2 | ||||||||
Other assets | 11 | 48 | |||||||
TOTAL ASSETS (variable interest entities - $799 and $647) | 966 | 1,049 | |||||||
LIABILITIES AND EQUITY | |||||||||
Accounts payable, accrued expenses and other | 24 | 13 | |||||||
Advanced deposits | 1 | ||||||||
Non-recourse debt, net | 795 | 759 | |||||||
Operating lease liabilities | 2 | ||||||||
Total equity | 144 | 277 | |||||||
TOTAL LIABILITIES AND EQUITY | 966 | 1,049 | |||||||
Eliminations | |||||||||
ASSETS | |||||||||
Accounts receivable, net | (27) | (21) | |||||||
Investments in subsidiaries | (1,911) | (2,099) | |||||||
TOTAL ASSETS (variable interest entities - $799 and $647) | (1,938) | (2,120) | |||||||
LIABILITIES AND EQUITY | |||||||||
Accounts payable, accrued expenses and other | (27) | (21) | |||||||
Total equity | (1,911) | (2,099) | |||||||
TOTAL LIABILITIES AND EQUITY | $ (1,938) | $ (2,120) |
Condensed Consolidating Guara_4
Condensed Consolidating Guarantor Financial Information - Statements of Operations (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||||||||||
Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |||||
Revenues | ||||||||||||
Total revenues | $ 466,000,000 | $ 427,000,000 | $ 1,370,000,000 | $ 1,357,000,000 | ||||||||
Expenses | ||||||||||||
General and administrative | 28,000,000 | 31,000,000 | 82,000,000 | 84,000,000 | ||||||||
Depreciation and amortization | 14,000,000 | 9,000,000 | 37,000,000 | 25,000,000 | ||||||||
Total operating expenses | 384,000,000 | 364,000,000 | 1,139,000,000 | 1,092,000,000 | ||||||||
Interest expense | (12,000,000) | (7,000,000) | (33,000,000) | (22,000,000) | ||||||||
Equity in earnings from unconsolidated affiliates | 1,000,000 | 1,000,000 | 4,000,000 | |||||||||
Other loss, net | (1,000,000) | (1,000,000) | (3,000,000) | (1,000,000) | ||||||||
Income before income taxes | 70,000,000 | 56,000,000 | 199,000,000 | 242,000,000 | ||||||||
Income tax expense | (20,000,000) | (15,000,000) | (55,000,000) | (64,000,000) | ||||||||
Income before equity in earnings from subsidiaries | 50,000,000 | 41,000,000 | 144,000,000 | 178,000,000 | ||||||||
Net income | 50,000,000 | [1] | $ 39,000,000 | $ 55,000,000 | 40,533,279 | [1] | $ 107,000,000 | $ 30,000,000 | 144,352,584 | [1] | 177,564,538 | [1] |
Eliminations | ||||||||||||
Revenues | ||||||||||||
Total revenues | (14,000,000) | (3,000,000) | (41,000,000) | (9,000,000) | ||||||||
Expenses | ||||||||||||
Total operating expenses | (14,000,000) | (3,000,000) | (41,000,000) | (9,000,000) | ||||||||
Dividends from subsidiary | (12,000,000) | (562,000,000) | ||||||||||
Income before income taxes | (12,000,000) | (562,000,000) | ||||||||||
Income before equity in earnings from subsidiaries | (12,000,000) | (562,000,000) | ||||||||||
Equity in earnings from subsidiaries | (124,000,000) | (104,000,000) | (49,000,000) | (421,000,000) | ||||||||
Net income | (136,000,000) | (104,000,000) | (611,000,000) | (421,000,000) | ||||||||
Sales of VOIs, Net | ||||||||||||
Revenues | ||||||||||||
Total revenues | 138,000,000 | 99,000,000 | 383,000,000 | 427,000,000 | ||||||||
Sales, Marketing, Brand and Other Fees | ||||||||||||
Revenues | ||||||||||||
Total revenues | 143,000,000 | 152,000,000 | 429,000,000 | 423,000,000 | ||||||||
Sales, Marketing, Brand and Other Fees | Eliminations | ||||||||||||
Revenues | ||||||||||||
Total revenues | (12,000,000) | (35,000,000) | (4,000,000) | |||||||||
Financing | ||||||||||||
Revenues | ||||||||||||
Total revenues | 43,000,000 | 40,000,000 | 127,000,000 | 117,000,000 | ||||||||
Expenses | ||||||||||||
Expenses | 14,000,000 | 12,000,000 | 39,000,000 | 35,000,000 | ||||||||
Financing | Eliminations | ||||||||||||
Revenues | ||||||||||||
Total revenues | (2,000,000) | (3,000,000) | (6,000,000) | (5,000,000) | ||||||||
Expenses | ||||||||||||
Expenses | (2,000,000) | (3,000,000) | (6,000,000) | (5,000,000) | ||||||||
Resort and Club Management | ||||||||||||
Revenues | ||||||||||||
Total revenues | 45,000,000 | 40,000,000 | 130,000,000 | 116,000,000 | ||||||||
Expenses | ||||||||||||
Expenses | 11,000,000 | 11,000,000 | 34,000,000 | 33,000,000 | ||||||||
Rental and Ancillary Services | ||||||||||||
Revenues | ||||||||||||
Total revenues | 54,000,000 | 60,000,000 | 173,000,000 | 164,000,000 | ||||||||
Expenses | ||||||||||||
Expenses | 36,000,000 | 37,000,000 | 108,000,000 | 95,000,000 | ||||||||
Cost Reimbursements | ||||||||||||
Revenues | ||||||||||||
Total revenues | 43,000,000 | 36,000,000 | 128,000,000 | 110,000,000 | ||||||||
Expenses | ||||||||||||
Expenses | 43,000,000 | 36,000,000 | 128,000,000 | 110,000,000 | ||||||||
Cost of VOI Sales | ||||||||||||
Expenses | ||||||||||||
Expenses | 24,000,000 | 29,000,000 | 92,000,000 | 109,000,000 | ||||||||
Sales and Marketing | ||||||||||||
Expenses | ||||||||||||
Expenses | 188,000,000 | 174,000,000 | 544,000,000 | 528,000,000 | ||||||||
Sales and Marketing | Eliminations | ||||||||||||
Expenses | ||||||||||||
Expenses | (12,000,000) | (35,000,000) | (4,000,000) | |||||||||
License Fee Expense | ||||||||||||
Expenses | ||||||||||||
Expenses | 26,000,000 | 25,000,000 | 75,000,000 | 73,000,000 | ||||||||
Parent | ||||||||||||
Expenses | ||||||||||||
Dividends from subsidiary | 6,000,000 | 281,000,000 | ||||||||||
Income before income taxes | 6,000,000 | 281,000,000 | ||||||||||
Income before equity in earnings from subsidiaries | 6,000,000 | 281,000,000 | ||||||||||
Equity in earnings from subsidiaries | 44,000,000 | 41,000,000 | (181,000,000) | 178,000,000 | ||||||||
Net income | 50,000,000 | 41,000,000 | 100,000,000 | 178,000,000 | ||||||||
Issuers | ||||||||||||
Expenses | ||||||||||||
Interest expense | (12,000,000) | (7,000,000) | (33,000,000) | (22,000,000) | ||||||||
Dividends from subsidiary | 6,000,000 | 281,000,000 | ||||||||||
Income before income taxes | (6,000,000) | (7,000,000) | 248,000,000 | (22,000,000) | ||||||||
Income before equity in earnings from subsidiaries | (6,000,000) | (7,000,000) | 248,000,000 | (22,000,000) | ||||||||
Equity in earnings from subsidiaries | 62,000,000 | 48,000,000 | 177,000,000 | 200,000,000 | ||||||||
Net income | 56,000,000 | 41,000,000 | 425,000,000 | 178,000,000 | ||||||||
Guarantors | ||||||||||||
Revenues | ||||||||||||
Total revenues | 435,000,000 | 399,000,000 | 1,274,000,000 | 1,285,000,000 | ||||||||
Expenses | ||||||||||||
General and administrative | 27,000,000 | 30,000,000 | 81,000,000 | 83,000,000 | ||||||||
Depreciation and amortization | 14,000,000 | 9,000,000 | 37,000,000 | 25,000,000 | ||||||||
Total operating expenses | 371,000,000 | 351,000,000 | 1,097,000,000 | 1,063,000,000 | ||||||||
Equity in earnings from unconsolidated affiliates | 1,000,000 | 1,000,000 | 4,000,000 | |||||||||
Other loss, net | (1,000,000) | (1,000,000) | (3,000,000) | (1,000,000) | ||||||||
Income before income taxes | 64,000,000 | 48,000,000 | 178,000,000 | 221,000,000 | ||||||||
Income tax expense | (20,000,000) | (15,000,000) | (54,000,000) | (64,000,000) | ||||||||
Income before equity in earnings from subsidiaries | 44,000,000 | 33,000,000 | 124,000,000 | 157,000,000 | ||||||||
Equity in earnings from subsidiaries | 18,000,000 | 15,000,000 | 53,000,000 | 43,000,000 | ||||||||
Net income | 62,000,000 | 48,000,000 | 177,000,000 | 200,000,000 | ||||||||
Guarantors | Sales of VOIs, Net | ||||||||||||
Revenues | ||||||||||||
Total revenues | 123,000,000 | 97,000,000 | 333,000,000 | 422,000,000 | ||||||||
Guarantors | Sales, Marketing, Brand and Other Fees | ||||||||||||
Revenues | ||||||||||||
Total revenues | 154,000,000 | 151,000,000 | 459,000,000 | 424,000,000 | ||||||||
Guarantors | Financing | ||||||||||||
Revenues | ||||||||||||
Total revenues | 19,000,000 | 17,000,000 | 57,000,000 | 54,000,000 | ||||||||
Expenses | ||||||||||||
Expenses | 6,000,000 | 4,000,000 | 14,000,000 | 14,000,000 | ||||||||
Guarantors | Resort and Club Management | ||||||||||||
Revenues | ||||||||||||
Total revenues | 44,000,000 | 40,000,000 | 129,000,000 | 116,000,000 | ||||||||
Expenses | ||||||||||||
Expenses | 11,000,000 | 11,000,000 | 34,000,000 | 33,000,000 | ||||||||
Guarantors | Rental and Ancillary Services | ||||||||||||
Revenues | ||||||||||||
Total revenues | 53,000,000 | 59,000,000 | 171,000,000 | 162,000,000 | ||||||||
Expenses | ||||||||||||
Expenses | 34,000,000 | 36,000,000 | 104,000,000 | 93,000,000 | ||||||||
Guarantors | Cost Reimbursements | ||||||||||||
Revenues | ||||||||||||
Total revenues | 42,000,000 | 35,000,000 | 125,000,000 | 107,000,000 | ||||||||
Expenses | ||||||||||||
Expenses | 42,000,000 | 35,000,000 | 125,000,000 | 107,000,000 | ||||||||
Guarantors | Cost of VOI Sales | ||||||||||||
Expenses | ||||||||||||
Expenses | 22,000,000 | 29,000,000 | 83,000,000 | 109,000,000 | ||||||||
Guarantors | Sales and Marketing | ||||||||||||
Expenses | ||||||||||||
Expenses | 187,000,000 | 172,000,000 | 544,000,000 | 526,000,000 | ||||||||
Guarantors | License Fee Expense | ||||||||||||
Expenses | ||||||||||||
Expenses | 28,000,000 | 25,000,000 | 75,000,000 | 73,000,000 | ||||||||
Non-Guarantors | ||||||||||||
Revenues | ||||||||||||
Total revenues | 45,000,000 | 31,000,000 | 137,000,000 | 81,000,000 | ||||||||
Expenses | ||||||||||||
General and administrative | 1,000,000 | 1,000,000 | 1,000,000 | 1,000,000 | ||||||||
Total operating expenses | 27,000,000 | 16,000,000 | 83,000,000 | 38,000,000 | ||||||||
Income before income taxes | 18,000,000 | 15,000,000 | 54,000,000 | 43,000,000 | ||||||||
Income tax expense | (1,000,000) | |||||||||||
Income before equity in earnings from subsidiaries | 18,000,000 | 15,000,000 | 53,000,000 | 43,000,000 | ||||||||
Net income | 18,000,000 | 15,000,000 | 53,000,000 | 43,000,000 | ||||||||
Non-Guarantors | Sales of VOIs, Net | ||||||||||||
Revenues | ||||||||||||
Total revenues | 15,000,000 | 2,000,000 | 50,000,000 | 5,000,000 | ||||||||
Non-Guarantors | Sales, Marketing, Brand and Other Fees | ||||||||||||
Revenues | ||||||||||||
Total revenues | 1,000,000 | 1,000,000 | 5,000,000 | 3,000,000 | ||||||||
Non-Guarantors | Financing | ||||||||||||
Revenues | ||||||||||||
Total revenues | 26,000,000 | 26,000,000 | 76,000,000 | 68,000,000 | ||||||||
Expenses | ||||||||||||
Expenses | 10,000,000 | 11,000,000 | 31,000,000 | 26,000,000 | ||||||||
Non-Guarantors | Resort and Club Management | ||||||||||||
Revenues | ||||||||||||
Total revenues | 1,000,000 | 1,000,000 | ||||||||||
Non-Guarantors | Rental and Ancillary Services | ||||||||||||
Revenues | ||||||||||||
Total revenues | 1,000,000 | 1,000,000 | 2,000,000 | 2,000,000 | ||||||||
Expenses | ||||||||||||
Expenses | 2,000,000 | 1,000,000 | 4,000,000 | 2,000,000 | ||||||||
Non-Guarantors | Cost Reimbursements | ||||||||||||
Revenues | ||||||||||||
Total revenues | 1,000,000 | 1,000,000 | 3,000,000 | 3,000,000 | ||||||||
Expenses | ||||||||||||
Expenses | 1,000,000 | 1,000,000 | 3,000,000 | 3,000,000 | ||||||||
Non-Guarantors | Cost of VOI Sales | ||||||||||||
Expenses | ||||||||||||
Expenses | 2,000,000 | 9,000,000 | ||||||||||
Non-Guarantors | Sales and Marketing | ||||||||||||
Expenses | ||||||||||||
Expenses | 13,000,000 | $ 2,000,000 | $ 35,000,000 | $ 6,000,000 | ||||||||
Non-Guarantors | License Fee Expense | ||||||||||||
Expenses | ||||||||||||
Expenses | $ (2,000,000) | |||||||||||
[1] | Net income for the three months ended September 30, 2019 and 2018 was $50,659,927 and $40,533,279, respectively, and for the nine months ended September 30, 2019 |
Condensed Consolidating Guara_5
Condensed Consolidating Guarantor Financial Information - Statements of Cash Flows (Details) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Operating Activities | ||
Net cash provided by (used in) operating activities | $ 148 | $ (205) |
Investing Activities | ||
Capital expenditures for property and equipment | (25) | (29) |
Software capitalization costs | (19) | (12) |
Return of investment from unconsolidated affiliates | 11 | |
Investments in unconsolidated affiliates | (2) | (5) |
Net cash used in investing activities | (46) | (35) |
Financing Activities | ||
Issuance of debt | 455 | 215 |
Issuance of non-recourse debt | 365 | 663 |
Repayment of debt | (272) | (168) |
Repayment of non-recourse debt | (327) | (436) |
Debt issuance costs | (6) | (6) |
Repurchase and retirement of common stock | (283) | (112) |
Payment of withholding taxes on vesting of restricted stock units | (3) | (4) |
Capital contribution | 3 | |
Proceeds from employee stock plan purchases | 2 | |
Other financing activity | (2) | |
Net cash (used in) provided by financing activities | (71) | 155 |
Net increase (decrease) in cash, cash equivalents and restricted cash | 31 | (85) |
Cash, cash equivalents and restricted cash, beginning of period | 180 | 297 |
Cash, cash equivalents and restricted cash, end of period | 211 | 212 |
Eliminations | ||
Operating Activities | ||
Net cash provided by (used in) operating activities | (281) | 46 |
Investing Activities | ||
Dividends from subsidiary | (562) | |
Net cash used in investing activities | (562) | |
Financing Activities | ||
Intercompany transfers | 843 | (46) |
Net cash (used in) provided by financing activities | 843 | (46) |
Cash, cash equivalents and restricted cash, beginning of period | 0 | 0 |
Cash, cash equivalents and restricted cash, end of period | 0 | 0 |
Parent | ||
Investing Activities | ||
Dividends from subsidiary | 281 | |
Net cash used in investing activities | 281 | |
Financing Activities | ||
Repurchase and retirement of common stock | (283) | |
Net cash (used in) provided by financing activities | (283) | |
Net increase (decrease) in cash, cash equivalents and restricted cash | (2) | |
Cash, cash equivalents and restricted cash, beginning of period | 4 | 0 |
Cash, cash equivalents and restricted cash, end of period | 2 | 0 |
Issuers | ||
Operating Activities | ||
Net cash provided by (used in) operating activities | 248 | (20) |
Investing Activities | ||
Dividends from subsidiary | 281 | |
Net cash used in investing activities | 281 | |
Financing Activities | ||
Issuance of debt | 455 | 215 |
Repayment of debt | (272) | (168) |
Repurchase and retirement of common stock | (112) | |
Payment of withholding taxes on vesting of restricted stock units | (4) | |
Capital contribution | 3 | |
Intercompany transfers | (712) | 86 |
Net cash (used in) provided by financing activities | (529) | 20 |
Cash, cash equivalents and restricted cash, beginning of period | 0 | 0 |
Cash, cash equivalents and restricted cash, end of period | 0 | 0 |
Guarantors | ||
Operating Activities | ||
Net cash provided by (used in) operating activities | (50) | 10 |
Investing Activities | ||
Capital expenditures for property and equipment | (22) | (25) |
Software capitalization costs | (19) | (12) |
Return of investment from unconsolidated affiliates | 11 | |
Investments in unconsolidated affiliates | (2) | (5) |
Net cash used in investing activities | (43) | (31) |
Financing Activities | ||
Payment of withholding taxes on vesting of restricted stock units | (3) | |
Proceeds from employee stock plan purchases | 2 | |
Other financing activity | (2) | |
Intercompany transfers | 89 | (63) |
Net cash (used in) provided by financing activities | 86 | (63) |
Net increase (decrease) in cash, cash equivalents and restricted cash | (7) | (84) |
Cash, cash equivalents and restricted cash, beginning of period | 134 | 259 |
Cash, cash equivalents and restricted cash, end of period | 127 | 175 |
Non-Guarantors | ||
Operating Activities | ||
Net cash provided by (used in) operating activities | 231 | (241) |
Investing Activities | ||
Capital expenditures for property and equipment | (3) | (4) |
Net cash used in investing activities | (3) | (4) |
Financing Activities | ||
Issuance of non-recourse debt | 365 | 663 |
Repayment of non-recourse debt | (327) | (436) |
Debt issuance costs | (6) | (6) |
Intercompany transfers | (220) | 23 |
Net cash (used in) provided by financing activities | (188) | 244 |
Net increase (decrease) in cash, cash equivalents and restricted cash | 40 | (1) |
Cash, cash equivalents and restricted cash, beginning of period | 42 | 38 |
Cash, cash equivalents and restricted cash, end of period | $ 82 | $ 37 |