Document and Entity Information
Document and Entity Information | 3 Months Ended |
Mar. 31, 2022shares | |
Cover [Abstract] | |
Document Type | 10-Q |
Document Quarterly Report | true |
Document Transition Report | false |
Document Period End Date | Mar. 31, 2022 |
Entity File Number | 001-38432 |
Entity Registrant Name | Wyndham Hotels & Resorts, Inc. |
Entity Incorporation, State or Country Code | DE |
Entity Tax Identification Number | 82-3356232 |
Entity Address, Address Line One | 22 Sylvan Way |
Entity Address, City or Town | Parsippany, |
Entity Address, State or Province | NJ |
Entity Address, Postal Zip Code | 07054 |
City Area Code | 973 |
Local Phone Number | 753-6000 |
Title of 12(b) Security | Common Stock |
Trading Symbol | WH |
Security Exchange Name | NYSE |
Entity Current Reporting Status | Yes |
Entity Interactive Data Current | Yes |
Entity Filer Category | Large Accelerated Filer |
Entity Small Business | false |
Entity Emerging Growth Company | false |
Entity Shell Company | false |
Entity Common Stock, Shares Outstanding | 92,099,851 |
Current Fiscal Year End Date | --12-31 |
Document Fiscal Period Focus | Q1 |
Entity Central Index Key | 0001722684 |
Amendment Flag | false |
Document Fiscal Year Focus | 2022 |
Condensed Consolidated and Comb
Condensed Consolidated and Combined Statements of Income/(Loss) (Unaudited) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Net revenues | ||
Net revenues | $ 371 | $ 303 |
Expenses | ||
Operating | 35 | 27 |
General and administrative | 29 | 24 |
Depreciation and amortization | 24 | 24 |
Gain on asset sale | (36) | 0 |
Separation-related | 0 | 2 |
Total expenses | 211 | 240 |
Operating income | 160 | 63 |
Interest expense, net | 20 | 28 |
Income before income taxes | 140 | 35 |
Provision for income taxes | 34 | 11 |
Net income | $ 106 | $ 24 |
Earnings per share | ||
Basic (in usd per share) | $ 1.15 | $ 0.26 |
Diluted (in usd per share) | $ 1.14 | $ 0.26 |
Fee-related and other revenues | ||
Net revenues | ||
Net revenues | $ 316 | $ 232 |
Royalties and franchise fees | ||
Net revenues | ||
Net revenues | 110 | 78 |
Marketing, reservation and loyalty | ||
Net revenues | ||
Net revenues | 111 | 85 |
Expenses | ||
Cost of revenues | 104 | 92 |
Management and other fees | ||
Net revenues | ||
Net revenues | 35 | 19 |
License and other fees | ||
Net revenues | ||
Net revenues | 19 | 20 |
Other | ||
Net revenues | ||
Net revenues | 41 | 30 |
Cost reimbursements | ||
Net revenues | ||
Net revenues | 55 | 71 |
Expenses | ||
Cost of revenues | $ 55 | $ 71 |
Condensed Consolidated and Co_2
Condensed Consolidated and Combined Statements of Comprehensive Income (Loss) (Unaudited) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Statement of Comprehensive Income [Abstract] | ||
Net income | $ 106 | $ 24 |
Other comprehensive income, net of tax | ||
Foreign currency translation adjustments | 0 | |
Unrealized gains on cash flow hedges | 31 | 14 |
Other comprehensive income, net of tax | 31 | 14 |
Comprehensive income | $ 137 | $ 38 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) shares in Millions, $ in Millions | Mar. 31, 2022 | Dec. 31, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 416 | $ 171 |
Trade receivables, net | 229 | 246 |
Prepaid expenses | 56 | 51 |
Other current assets | 42 | 98 |
Assets Held-for-sale, Not Part of Disposal Group, Current | 67 | 154 |
Total current assets | 810 | 720 |
Property and equipment, net | 106 | 106 |
Goodwill | 1,525 | 1,525 |
Other non-current assets | 272 | 243 |
Total assets | 4,292 | 4,269 |
Current liabilities: | ||
Current portion of long-term debt | 21 | 21 |
Accounts payable | 27 | 31 |
Deferred revenues | 84 | 70 |
Accrued expenses and other current liabilities | 235 | 258 |
Total current liabilities | 380 | 397 |
Long-term debt | 2,058 | 2,063 |
Deferred income taxes | 350 | 366 |
Deferred revenues | 169 | 165 |
Other non-current liabilities | 176 | 189 |
Total liabilities | 3,133 | 3,180 |
Commitments and contingencies (Note 12) | ||
Stockholders’ equity: | ||
Preferred stock, $0.01 par value, authorized 6.0 shares, none issued and outstanding | 0 | 0 |
Common stock, $0.01 par value, 101.5 and 101.3 issued at March 31, 2022 and December 31, 2021 | 1 | 1 |
Treasury stock, at cost – 9.5 and 9.0 shares at March 31, 2022 and December 31, 2021 | (557) | (519) |
Additional paid-in capital | 1,544 | 1,543 |
Retained earnings | 155 | 79 |
Accumulated other comprehensive income/(loss) | 16 | (15) |
Total stockholders’ equity | 1,159 | 1,089 |
Total liabilities and stockholders’ equity | $ 4,292 | $ 4,269 |
Treasury stock, shares (in shares) | 9.5 | 9 |
Disposal Group, Including Discontinued Operation, Liabilities, Current | $ 13 | $ 17 |
Trademarks, net | ||
Current assets: | ||
Intangible assets, net | 1,202 | 1,202 |
Franchise agreements and other intangibles, net | ||
Current assets: | ||
Intangible assets, net | $ 377 | $ 473 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Mar. 31, 2022 | Dec. 31, 2021 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in usd per share) | $ 0.01 | $ 0.01 |
Preferred stock, authorized (in shares) | 6,000,000 | 6,000,000 |
Preferred stock, issued (in shares) | 0 | 0 |
Preferred stock, outstanding (in shares) | 0 | 0 |
Common stock, par value (in usd per share) | $ 0.01 | $ 0.01 |
Common stock, shares issued (in shares) | 101,500,000 | 101,300,000 |
Treasury stock, shares (in shares) | 9,500,000 | 9,000,000 |
Condensed Consolidated and Co_3
Condensed Consolidated and Combined Statements of Cash Flows (Unaudited) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Operating activities | ||
Net income | $ 106 | $ 24 |
Adjustments to reconcile net income to net cash provided by/(used in) operating activities: | ||
Depreciation and amortization | 24 | 24 |
Provision for doubtful accounts | 1 | 11 |
Deferred income taxes | (26) | 1 |
Stock-based compensation | 8 | 5 |
Net change in assets and liabilities: | ||
Trade receivables | 17 | 10 |
Prepaid expenses | (4) | (7) |
Other current assets | 60 | 13 |
Accounts payable, accrued expenses and other current liabilities | (32) | (24) |
Deferred revenues | 19 | 9 |
Payments of development advance notes | (7) | (8) |
Other, net | 5 | 6 |
Net cash provided by operating activities | 135 | 64 |
Investing activities | ||
Property and equipment additions | (10) | (5) |
Proceeds from Sale of Productive Assets | 202 | 0 |
Net cash provided by/(used in) investing activities | 192 | (5) |
Financing activities | ||
Principal payments on long-term debt | (4) | (4) |
Dividends to stockholders | (30) | (15) |
Repurchases of common stock | (39) | 0 |
Net share settlement of incentive equity awards | (9) | (5) |
Other, net | 0 | 3 |
Net cash used in financing activities | (82) | (21) |
Net increase in cash, cash equivalents and restricted cash | 245 | 38 |
Cash, cash equivalents and restricted cash, beginning of period | 171 | 493 |
Cash, cash equivalents and restricted cash, end of period | 416 | 531 |
Gain on asset sale | $ (36) | $ 0 |
Condensed Consolidated and Co_4
Condensed Consolidated and Combined Statements of Equity (Unaudited) - USD ($) shares in Millions | Total | Common Stock | Treasury Stock | Additional Paid-in Capital | Retained Earnings/(Accumulated Deficit) | Accumulated Other Comprehensive Loss |
Balance as of beginning of period, shares at Dec. 31, 2020 | 93 | |||||
Balance as of beginning of period, value at Dec. 31, 2020 | $ 963,000,000 | $ 1,000,000 | $ (408,000,000) | $ 1,504,000,000 | $ (82,000,000) | $ (52,000,000) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 24,000,000 | 24,000,000 | ||||
Period change | 14,000,000 | 14,000,000 | ||||
Dividends | (15,000,000) | (15,000,000) | ||||
Net share settlement of incentive equity awards | (5,000,000) | (5,000,000) | ||||
Change in deferred compensation | 5,000,000 | 5,000,000 | ||||
Exercise of stock options | 4,000,000 | 4,000,000 | ||||
Other | 1,000,000 | 1,000,000 | ||||
Ending balance, shares at Mar. 31, 2021 | 93 | |||||
Balance as of end of period, value at Mar. 31, 2021 | 991,000,000 | $ 1,000,000 | (408,000,000) | 1,508,000,000 | (72,000,000) | (38,000,000) |
Balance as of beginning of period, shares at Dec. 31, 2021 | 92 | |||||
Balance as of beginning of period, value at Dec. 31, 2021 | 1,089,000,000 | $ 1,000,000 | (519,000,000) | 1,543,000,000 | 79,000,000 | (15,000,000) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 106,000,000 | |||||
Period change | 31,000,000 | 31,000,000 | ||||
Dividends | (30,000,000) | (30,000,000) | ||||
Stock Repurchased During Period, Value | (38,000,000) | (38,000,000) | ||||
Net share settlement of incentive equity awards | (9,000,000) | (9,000,000) | ||||
Change in deferred compensation | 8,000,000 | 8,000,000 | ||||
Exercise of stock options | 2,000,000 | 2,000,000 | ||||
Ending balance, shares at Mar. 31, 2022 | 92 | |||||
Balance as of end of period, value at Mar. 31, 2022 | $ 1,159,000,000 | $ 1,000,000 | $ (557,000,000) | $ 1,544,000,000 | $ 155,000,000 | $ 16,000,000 |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Mar. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | 1. BASIS OF PRESENTATION Wyndham Hotels & Resorts, Inc. (collectively with its consolidated subsidiaries, “Wyndham Hotels” or the “Company”) is a leading global hotel franchisor, licensing its renowned hotel brands to hotel owners in over 95 countries around the world. The Condensed Consolidated Financial Statements have been prepared on a stand-alone basis. The Condensed Consolidated Financial Statements include the Company’s assets, liabilities, revenues, expenses and cash flows and all entities in which it has a controlling financial interest. The accompanying Condensed Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). All intercompany balances and transactions have been eliminated in the Condensed Consolidated Financial Statements. In presenting the Condensed Consolidated Financial Statements, management makes estimates and assumptions that affect the amounts reported and related disclosures. Estimates, by their nature, are based on judgment and available information. Accordingly, actual results could differ from those estimates. In management’s opinion, the Condensed Consolidated Financial Statements contain all normal recurring adjustments necessary for a fair presentation of interim results reported. The results of operations reported for interim periods are not necessarily indicative of the results of operations for the entire year or any subsequent interim period. These Condensed Consolidated Financial Statements should be read in conjunction with the Company’s 2021 Consolidated Financial Statements included in its most recent Annual Report on Form 10-K filed with the U.S. Securities and Exchange Commission (the “SEC”) and any subsequent reports filed with the SEC. Business Description Wyndham Hotels operates in the following segments: • Hotel Franchising — licenses the Company’s lodging brands and provides related services to third-party hotel owners and others. • Hotel Management — provides hotel management services for full-service hotels. |
New Accounting Pronouncements
New Accounting Pronouncements | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Changes and Error Corrections [Abstract] | |
New Accounting Pronouncements | 2. NEW ACCOUNTING PRONOUNCEMENTS There were no recently issued accounting pronouncements applicable to the Company during the three months ended March 31, 2022. |
Revenue Recognition
Revenue Recognition | 3 Months Ended |
Mar. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | 3. REVENUE RECOGNITION Deferred Revenues Deferred revenues, or contract liabilities, generally represent payments or consideration received in advance for goods or services that the Company has not yet provided to the customer. Deferred revenues as of March 31, 2022 and December 31, 2021 are as follows: March 31, 2022 December 31, 2021 Deferred initial franchise fee revenues $ 149 $ 145 Deferred loyalty program revenues 79 76 Deferred co-branded credit card program revenues 11 — Deferred other revenues 14 14 Total $ 253 $ 235 Deferred initial franchise fees represent payments received in advance from prospective franchisees upon the signing of a franchise agreement and are generally recognized to revenue within 13 years. Deferred loyalty revenues represent the portion of loyalty program fees charged to franchisees, net of redemption costs, that have been deferred and will be recognized over time based upon loyalty point redemption patterns. Deferred co-branded credit card program revenue represents payments received in advance from the Company’s co-branded credit card partners, primarily for card member activity, which is typically recognized within one year. Performance Obligations A performance obligation is a promise in a contract to transfer a distinct good or service to a customer. The consideration received from a customer is allocated to each distinct performance obligation and recognized as revenue when, or as, each performance obligation is satisfied. The following table summarizes the Company’s remaining performance obligations for the twelve-month periods set forth below: 4/1/2022 - 3/31/2023 4/1/2023 - 3/31/2024 4/1/2024 - 3/31/2025 Thereafter Total Initial franchise fee revenues $ 16 $ 8 $ 7 $ 118 $ 149 Loyalty program revenues 49 20 8 2 79 Co-branded credit card program revenues 11 — — — 11 Other revenues 8 1 1 4 14 Total $ 84 $ 29 $ 16 $ 124 $ 253 Disaggregation of Net Revenues The table below presents a disaggregation of the Company’s net revenues from contracts with customers by major services and products for each of the Company’s segments: Three Months Ended March 31, 2022 2021 Hotel Franchising Royalties and franchise fees $ 103 $ 75 Marketing, reservation and loyalty 111 85 License and other fees 19 20 Other 39 29 Total Hotel Franchising 272 209 Hotel Management Royalties and franchise fees 7 3 Owned hotel revenues 30 13 Management fees 5 6 Cost reimbursements 55 71 Other 2 1 Total Hotel Management 99 94 Net revenues $ 371 $ 303 Capitalized Contract Costs |
Earnings Per Share
Earnings Per Share | 3 Months Ended |
Mar. 31, 2022 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | 4. EARNINGS PER SHARE The computation of basic and diluted earnings per share (“EPS”) is based on net income divided by the basic weighted average number of common shares and diluted weighted average number of common shares, respectively. The following table sets forth the computation of basic and diluted EPS (in millions, except per share data): Three Months Ended March 31, 2022 2021 Net income $ 106 $ 24 Basic weighted average shares outstanding 92.5 93.4 Stock options and restricted stock units (“RSUs”) 0.7 0.4 Diluted weighted average shares outstanding 93.2 93.8 Earnings per share: Basic $ 1.15 $ 0.26 Diluted 1.14 0.26 Dividends: Cash dividends declared per share $ 0.32 $ 0.16 Aggregate dividends paid to stockholders $ 30 $ 15 Stock Repurchase Program The following table summarizes stock repurchase activity under the current stock repurchase program (in millions, except per share data): Shares Cost Average Price Per Share As of December 31, 2021 9.0 $ 519 $ 57.55 For the three months ended March 31, 2022 0.5 38 83.72 As of March 31, 2022 9.5 $ 557 $ 58.81 |
Accounts Receivable
Accounts Receivable | 3 Months Ended |
Mar. 31, 2022 | |
Credit Loss [Abstract] | |
Accounts Receivable | 5. ACCOUNTS RECEIVABLE Allowance for Doubtful Accounts The following table sets forth the activity in the Company’s allowance for doubtful accounts on trade accounts receivables for the three months ended: 2022 2021 Balance as of January 1, $ 81 $ 72 Provision for doubtful accounts 1 11 Bad debt write-offs (2) (4) Balance as of March 31, $ 80 $ 79 |
Assets and Liabilities Held for
Assets and Liabilities Held for Sale | 3 Months Ended |
Mar. 31, 2022 | |
Property, Plant and Equipment [Abstract] | |
Disposal Groups, Including Discontinued Operations, Disclosure | 6. ASSETS AND LIABILITIES HELD FOR SALE During the fourth quarter of 2021, the Company’s Board approved a plan to sell its two owned hotels. In March 2022, the Company completed the sale of its Wyndham Grand Bonnet Creek Resort. See Note 15 - Other Expenses and Charges for more information on the sale. As of March 31, 2022, the assets and liabilities of its remaining owned hotel were reported in assets held for sale and liabilities held for sale on the Condensed Consolidated Balance Sheet. The Company’s Condensed Consolidated Balance Sheets include the following with respect to assets and liabilities held for sale: March 31, 2022 December 31, 2021 Assets: Trade receivables, net $ 3 $ 4 Other current assets 2 4 Property and equipment, net 62 146 Total assets held for sale $ 67 $ 154 Liabilities: Accrued expenses and other current liabilities $ 5 $ 8 Deferred revenues 5 6 Other liabilities 3 3 Total liabilities held for sale $ 13 $ 17 |
Intangible Assets
Intangible Assets | 3 Months Ended |
Mar. 31, 2022 | |
Long-Lived Assets [Abstract] | |
Long-Lived Assets | 7. INTANGIBLE ASSETS Intangible assets as of March 31, 2022 and December 31, 2021 consisted of the following: March 31, 2022 December 31, 2021 Gross Accumulated Net Gross Accumulated Net Goodwill $ 1,539 $ 14 $ 1,525 $ 1,539 $ 14 $ 1,525 March 31, 2022 December 31, 2021 Gross Accumulated Net Gross Accumulated Net Unamortized intangible assets: Trademarks $ 1,201 $ 1,201 Amortized intangible assets: Franchise agreements $ 895 $ 520 $ 375 $ 895 $ 513 $ 382 Management agreements 16 14 2 135 44 91 Trademarks 2 1 1 2 1 1 Other — — — 1 1 — $ 913 $ 535 $ 378 $ 1,033 $ 559 $ 474 In March 2022, the Company completed the exit of its select-service hotel management business and received an $84 million termination fee, under the terms of the agreement with CorePoint Lodging (“CPLG”) which effectively resulted in the sale of the rights to the management contracts which were acquired as part of the La Quinta Holdings purchase in 2018. The termination fee proceeds were completely offset by the write-off of the remaining balance resulting in a full recovery of the related hotel management contract intangible asset. Such proceeds were reported in proceeds from asset sales on the Condensed Consolidated Statement of Cash Flows. The franchise agreements for these hotels remained in place at their stated fee structure. |
Franchising, Marketing and Rese
Franchising, Marketing and Reservation Activities | 3 Months Ended |
Mar. 31, 2022 | |
Franchisors [Abstract] | |
Franchising and Marketing and Reservation Activities | 8. FRANCHISING, MARKETING AND RESERVATION ACTIVITIES Royalties and franchise fee revenues on the Condensed Consolidated Statements of Income include initial franchise fees of $3 million for the three months ended March 31, 2022 and 2021. In accordance with its franchise agreements, the Company is generally contractually obligated to expend the marketing and reservation fees it collects from franchisees for the operation of an international, centralized, brand-specific reservation system and for marketing purposes such as advertising, promotional and co-marketing programs, and training for the respective franchisees. Development Advance Notes The Company may, at its discretion, provide development advance notes to certain franchisees or hotel owners in order to assist them in converting to one of its brands, in building a new hotel to be flagged under one of its brands or in assisting in other franchisee expansion efforts. Provided the franchisee/hotel owner is in compliance with the terms of the franchise/management agreement, all or a portion of the development advance notes may be forgiven by the Company over the period of the franchise/management agreement, which typically ranges from 10 to 20 years. Otherwise, the related principal is due and payable to the Company. In certain instances, the Company may earn interest on unpaid franchisee development advance notes. The Company’s Condensed Consolidated Financial Statements include the following with respect to development advances: Condensed Consolidated Balance Sheets: March 31, 2022 December 31, 2021 Other non-current assets $ 112 $ 108 Condensed Consolidated Statements of Income: Three Months Ended March 31, 2022 2021 Forgiveness of notes (a) $ 3 $ 2 Bad debt expense related to notes 1 — ______________________ (a) Amounts are recorded as a reduction of royalties and franchise fees and marketing, reservation and loyalty revenues. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | The Company files income tax returns in the U.S. federal and state jurisdictions, as well as in foreign jurisdictions. Through May 31, 2018, the Company was part of a consolidated U.S. federal income tax return and consolidated and combined state returns with Wyndham Worldwide (“former Parent”), now known as Travel + Leisure Co. The Company is no longer subject to U.S. federal income tax examinations for years prior to 2015. The Company is no longer subject to state and local, or foreign, income tax examinations for years prior to 2014. The Company made cash income tax payments, net of refunds, of $2 million and received income tax refunds, net of payments, of $1 million for the three months ended March 31, 2022 and 2021, respectively. Additionally, the Company had $5 million and $48 million of income tax receivables as of March 31, 2022 and December 31, 2021, respectively, which was reported on other current assets on the Consolidated Balance Sheets. The Company’s effective tax rates were 24.3% and 31.4% during the three months ended March 31, 2022 and 2021, respectively. During 2022, the lower effective tax rate was primarily related to a higher tax benefit associated with stock-based compensation. During 2021, the higher effective tax rate was primarily related to the remeasurement of net deferred tax liabilities as a result of changes in certain state tax rates and non-deductible separation costs. |
Long-Term Debt and Borrowing Ar
Long-Term Debt and Borrowing Arrangements | 3 Months Ended |
Mar. 31, 2022 | |
Debt Disclosure [Abstract] | |
Long-Term Debt and Borrowing Arrangements | 10. LONG-TERM DEBT AND BORROWING ARRANGEMENTS The Company’s indebtedness consisted of: March 31, 2022 December 31, 2021 Long-term debt: (a) Amount Weighted Average Rate (b) Amount Weighted Average Rate (b) $750 million revolving credit facility (due May 2023) $ — $ — Term loan (due May 2025) 1,537 3.17% 1,541 3.07% 4.375% senior unsecured notes (due August 2028) 493 4.38% 493 4.38% Finance leases 49 4.50% 50 4.50% Total long-term debt 2,079 2,084 Less: Current portion of long-term debt 21 21 Long-term debt $ 2,058 $ 2,063 ______________________ (a) The carrying amount of the term loan and senior unsecured notes are net of deferred debt issuance costs of $14 million and $15 million as of March 31, 2022 and December 31, 2021, respectively. (b) Weighted average interest rates are based on period-end balances, including the effects from hedging. The Company amended its term loan and revolving credit facility in April 2022. See Note 17 - Subsequent Event for more information. Maturities and Capacity The Company’s outstanding debt as of March 31, 2022 matures as follows: Long-Term Debt Within 1 year $ 21 Between 1 and 2 years 22 Between 2 and 3 years 22 Between 3 and 4 years (a) 1,495 Between 4 and 5 years 7 Thereafter 512 Total $ 2,079 ______________________ (a) In connection with the term loan A issuance in April 2022 (see Note 17 - Subsequent Event), $400 million of this amount was extended two additional years. As of March 31, 2022, the available capacity under the Company’s revolving credit facility was as follows: Revolving Credit Facility Total capacity $ 750 Less: Letters of credit 9 Available capacity $ 741 Deferred Debt Issuance Costs The Company classifies deferred debt issuance costs related to its revolving credit facility within other non-current assets on the Condensed Consolidated Balance Sheets. Such deferred debt issuance costs were $2 million as of both March 31, 2022 and December 31, 2021. Cash Flow Hedge In 2018, the Company hedged a portion of its $1.6 billion term loan. The pay-fixed/receive-variable interest rate swaps hedge $1.1 billion of the Company’s term loan interest rate exposure, of which $600 million expires in the second quarter of 2024 and has a weighted average fixed rate of 2.51% and $500 million expires in the fourth quarter of 2024 and has a weighted average fixed rate of 0.99%. The variable rates of the swap agreements are based on one-month LIBOR. The aggregate fair value of these interest rate swaps was an asset of $18 million and a liability of $23 million as of March 31, 2022 and December 31, 2021, respectively, which was included within other non-current assets and non-current liabilities on the Condensed Consolidated Balance Sheets, respectively. The effect of interest rate swaps on interest expense, net on the Condensed Consolidated Statements of Income was $5 million and $6 million of expense for the three months ended March 31, 2022 and 2021, respectively. There was no hedging ineffectiveness recognized in the three months ended March 31, 2022 or 2021. The Company expects to reclassify immaterial gains from accumulated other comprehensive income (“AOCI”) (loss) to interest expense during the next 12 months. Interest Expense, Net The Company incurred net interest expense of $20 million and $28 million for the three months ended March 31, 2022 and 2021, respectively. Cash paid related to such interest was $24 million and $26 million for the three months ended March 31, 2022 and 2021, respectively. |
Fair Value
Fair Value | 3 Months Ended |
Mar. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value | 11. FAIR VALUE The Company measures its financial assets and liabilities at fair value on a recurring basis and utilizes the fair value hierarchy to determine such fair values. Financial assets and liabilities carried at fair value are classified and disclosed in one of the following three categories: Level 1: Quoted prices for identical instruments in active markets. Level 2: Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations whose inputs are observable or whose significant value driver is observable. Level 3: Unobservable inputs used when little or no market data is available. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, the level in the fair value hierarchy within which the fair value measurement falls has been determined based on the lowest level input (closest to Level 3) that is significant to the fair value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the asset or liability. The fair value of financial instruments is generally determined by reference to market values resulting from trading on a national securities exchange or in an over-the-counter market. In cases where quoted market prices are not available, fair value is based on estimates using present value or other valuation techniques, as appropriate. The carrying amounts of cash and cash equivalents, trade receivables, accounts payable and accrued expenses and other current liabilities approximate fair value due to the short-term maturities of these assets and liabilities. The carrying amounts and estimated fair values of all other financial instruments are as follows: March 31, 2022 Carrying Amount Estimated Fair Value Debt $ 2,079 $ 2,062 The Company estimates the fair value of its debt using Level 2 inputs based on indicative bids from investment banks or quoted market prices with the exception of finance leases, which are estimated at carrying value. Financial Instruments Changes in interest rates and foreign exchange rates expose the Company to market risk. The Company uses cash flow hedges as part of its overall strategy to manage its exposure to market risks associated with fluctuations in interest rates and foreign currency exchange rates. As a matter of policy, the Company only enters into transactions that it believes will be highly effective at offsetting the underlying risk, and it does not use derivatives for trading or speculative purposes. The Company estimates the fair value of its derivatives using Level 2 inputs. Interest Rate Risk A portion of debt used to finance the Company’s operations is exposed to interest rate fluctuations. The Company uses various hedging strategies and derivative financial instruments to create a desired mix of fixed and floating rate assets and liabilities. Derivative instruments currently used in these hedging strategies include interest rate swaps. The derivatives used to manage the risk associated with the Company’s floating rate debt are derivatives designated as cash flow hedges. See Note 10 - Long-Term Debt and Borrowing Arrangements for the impact of such cash flow hedges. Foreign Currency Risk The Company has foreign currency rate exposure to exchange rate fluctuations worldwide, particularly with respect to the Canadian Dollar, Chinese Yuan, Euro, British Pound, Brazilian Real and Argentine Peso. The Company uses foreign currency forward contracts at various times to manage and reduce the foreign currency exchange rate risk associated with its foreign currency denominated receivables and payables, forecasted royalties and forecasted earnings and cash flows of foreign subsidiaries and other transactions. Gains from freestanding foreign currency exchange contracts were not material and $2 million during the three months ended March 31, 2022 and 2021, respectively. Such gains are included in operating expenses in the Condensed Consolidated Statements of Income. The Company accounts for Argentina as a highly inflationary economy. Foreign currency exchange losses related to Argentina were not material and $1 million during the three months ended March 31, 2022 and 2021, respectively. Such losses are included in operating expenses in the Condensed Consolidated Statements of Income. Credit Risk and Exposure The Company is exposed to counterparty credit risk in the event of nonperformance by counterparties to various agreements and sales transactions. The Company manages such risk by evaluating the financial position and creditworthiness of such counterparties and often by requiring collateral in instances in which financing is provided. The Company mitigates counterparty credit risk associated with its derivative contracts by monitoring the amounts at risk with each counterparty to such contracts, periodically evaluating counterparty creditworthiness and financial position, and where possible, dispersing its risk among multiple counterparties. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 12. COMMITMENTS AND CONTINGENCIES Litigation The Company is involved, at times, in claims, legal and regulatory proceedings and governmental inquiries arising in the ordinary course of its business, including but not limited to: breach of contract, fraud and bad faith claims with franchisees in connection with franchise agreements and with owners in connection with management contracts, as well as negligence, breach of contract, fraud, employment, consumer protection and other statutory claims asserted in connection with alleged acts or occurrences at owned, franchised or managed properties or in relation to guest reservations and bookings. The Company may also at times be involved in claims, legal and regulatory proceedings and governmental inquiries relating to bankruptcy proceedings involving efforts to collect receivables from a debtor in bankruptcy, employment matters, claims of infringement upon third parties’ intellectual property rights, claims relating to information security, privacy and consumer protection, fiduciary duty/trust claims, tax claims, environmental claims and landlord/tenant disputes. Along with many of its competitors, the Company and/or certain of its subsidiaries have been named as defendants in litigation matters filed in state and federal courts, alleging statutory and common law claims related to purported incidents of sex trafficking at certain franchised and managed hotel facilities. These matters are in the pleading or discovery stages at this time. As of March 31, 2022, the Company is aware of approximately 30 pending matters filed naming the Company and/or subsidiaries. Based upon the status of these matters, the Company has not made a determination as to the likelihood of loss of any one of these matters and is unable to estimate a range of losses at this time. The Company records an accrual for legal contingencies when it determines, after consultation with outside counsel, that it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. In making such determinations, the Company evaluates, among other things, the degree of probability of an unfavorable outcome, and when it is probable that a liability has been incurred, its ability to make a reasonable estimate of loss. The Company reviews these accruals each reporting period and makes revisions based on changes in facts and circumstances, including changes to its strategy in dealing with these matters. The Company believes that it has adequately accrued for such matters with reserves of $6 million as of both March 31, 2022 and December 31, 2021. The Company also had receivables of $4 million and $3 million as of March 31, 2022 and December 31, 2021, respectively, for certain matters which are covered by insurance and were included in other current assets on its Condensed Consolidated Balance Sheets. Litigation is inherently unpredictable and, although the Company believes that its accruals are adequate and/or that it has valid defenses in these matters, unfavorable results could occur. As such, an adverse outcome from such proceedings for which claims are awarded in excess of the amounts accrued, if any, could be material to the Company with respect to earnings and/or cash flows in any given reporting period. As of March 31, 2022, the potential exposure resulting from adverse outcomes of such legal proceedings could, in the aggregate, range up to approximately $4 million in excess of recorded accruals. However, the Company does not believe that the impact of such litigation will result in a material liability to the Company in relation to its combined financial position or liquidity. Guarantees Separation-related guarantees The Company assumed one-third of certain contingent and other corporate liabilities of former Parent incurred prior to the spin-off, including liabilities of former Parent related to, arising out of or resulting from certain terminated or divested businesses, certain general corporate matters of former Parent and any actions with respect to the separation plan or the distribution made or brought by any third party. Former Parent’s Sale of its European Vacation Rentals Business In connection with the sale of the European Vacation Rentals business, the Company was entitled to one-third of the excess of net proceeds from the sale above a pre-set amount. During 2019, the Buyer notified former Parent of certain proposed post-closing adjustments of approximately $44 million which could serve to reduce the net consideration received from the sale of the European Vacation Rentals business. On December 13, 2021, former Parent entered into a settlement agreement, contingent upon regulatory approval, to settle the post-closing adjustment claims for $7 million which will be split one-third and two-thirds between the Company and former Parent, respectively. The Company had a $2 million reserve for such settlement as of both March 31, 2022 and December 31, 2021. |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Mar. 31, 2022 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation | 13. STOCK-BASED COMPENSATION The Company has a stock-based compensation plan available to grant non-qualified stock options, incentive stock options, stock-settled appreciation rights (“SSARs”), RSUs, performance-vesting restricted stock units (“PSUs”) and/or other stock-based awards to key employees and non-employee directors. Under the Wyndham Hotels & Resorts, Inc. 2018 Equity and Incentive Plan (“Stock Plan”), which became effective on May 14, 2018, a maximum of 10.0 million shares of common stock may be awarded. As of March 31, 2022, 5.1 million shares remained available. During March 2022, the Company granted incentive equity awards totaling $27 million to key employees and senior officers in the form of RSUs. The RSUs generally vest ratable over a period of four years based on continuous service. Additionally, the Company approved incentive equity awards to key employees and senior officers in the form of PSUs with a maximum grant value of $12 million. The PSUs generally cliff vest on the third anniversary of the grant date based on continuous service with the number of shares earned (0% to 200% of the target award) depending on the extent of the Company achieving certain performance metrics. Incentive Equity Awards Granted by the Company The activity related to the Company’s incentive equity awards for the three months ended March 31, 2022 consisted of the following: RSUs PSUs Number of Weighted Number Weighted Balance as of December 31, 2021 1.2 $ 60.37 0.3 $ 57.51 Granted (a) 0.3 82.74 0.1 (b) 82.74 Vested (0.3) 52.99 — — Canceled — — (0.1) 52.71 Balance as of March 31, 2022 1.2 (c) $ 67.05 0.3 (d) $ 73.04 ______________________ (a) Represents awards granted by the Company primarily in March 2022. (b) Represents awards granted by the Company at the maximum achievement level of 200% of target payout. Actual shares that may be issued can range from 0% to 200% of target. (c) RSUs outstanding as of March 31, 2022 have an aggregate unrecognized compensation expense of $70 million, which is expected to be recognized over a weighted average period of 3.0 years. (d) PSUs outstanding as of March 31, 2022 have an aggregate maximum potential unrecognized compensation expense of $21 million, which may be recognized over a weighted average period of 2.3 years based on attainment of targets. There were no stock options granted in 2022. The activity related to stock options for the three months ended March 31, 2022 consisted of the following: Number of Options Weighted Average Exercise Price Weighted Average Remaining Contractual Life (Years) Aggregate Intrinsic Value (in millions) Outstanding as of December 31, 2021 1.1 $ 56.04 Granted — — Exercised — — Canceled — — Outstanding as of March 31, 2022 1.1 $ 55.93 4.4 $ 31 Unvested as of March 31, 2022 0.5 (a) $ 56.13 4.3 $ 13 Exercisable as of March 31, 2022 0.6 $ 55.79 4.4 $ 18 ______________________ (a) Unvested options as of March 31, 2022 are expected to vest over time and have an aggregate unrecognized compensation expense of $4 million, which will be recognized over a weighted average period of 2.0 years. |
Segment Information
Segment Information | 3 Months Ended |
Mar. 31, 2022 | |
Segment Reporting [Abstract] | |
Segment Information | 14. SEGMENT INFORMATION The reportable segments presented below represent the Company’s operating segments for which separate financial information is available and is utilized on a regular basis by its chief operating decision maker to assess performance and allocate resources. In identifying its reportable segments, the Company also considers the nature of services provided by its operating segments. Management evaluates the operating results of each of its reportable segments based upon net revenues and “adjusted EBITDA”, which is defined as net income/(loss) excluding net interest expense, depreciation and amortization, early extinguishment of debt charges, impairment charges, restructuring and related charges, contract termination costs, transaction-related items (acquisition-, disposition- or separation-related), gain/(loss) on asset sale, foreign currency impacts of highly inflationary countries, stock-based compensation expense, income taxes and development advance notes amortization. The Company believes that adjusted EBITDA is a useful measure of performance for its segments which, when considered with U.S. GAAP measures, allows a more complete understanding of its operating performance. The Company uses this measure internally to assess operating performance, both absolutely and in comparison to other companies, and to make day to day operating decisions, including in the evaluation of selected compensation decisions. The Company’s presentation of adjusted EBITDA may not be comparable to similarly-titled measures used by other companies. Three Months Ended March 31, 2022 2021 Net Revenues Adjusted EBITDA Net Revenues Adjusted EBITDA Hotel Franchising $ 272 $ 155 $ 209 $ 105 Hotel Management 99 20 94 5 Total Reportable Segments 371 175 303 110 Corporate and Other — (16) — (13) Total Company $ 371 $ 159 $ 303 $ 97 The table below is a reconciliation of net income to adjusted EBITDA. Three Months Ended March 31, 2022 2021 Net income $ 106 $ 24 Provision for income taxes 34 11 Depreciation and amortization 24 24 Interest expense, net 20 28 Stock-based compensation expense 8 5 Development advance notes amortization 3 2 Gain on asset sale (36) — Separation-related expenses — 2 Foreign currency impact of highly inflationary countries — 1 Adjusted EBITDA $ 159 $ 97 |
Other Expenses and Charges
Other Expenses and Charges | 3 Months Ended |
Mar. 31, 2022 | |
Other Expenses [Abstract] | |
Other Expenses and Charges | 15. OTHER EXPENSES AND CHARGES Gain on Asset Sale In March 2022, the Company completed the sale of its Wyndham Grand Bonnet Creek Resort for gross proceeds of $121 million ($118 million, net of transaction costs) and recognized a $36 million gain on sale, net of transaction costs, which was attributable to the Company's hotel management business. Such gain was reported within gain on asset sale on the Condensed Consolidated Statement of Income for the three months ended March 31, 2022. Additionally, the Company entered into a 20 year franchise agreement with the buyer of the property. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) | 3 Months Ended |
Mar. 31, 2022 | |
Statement of Stockholders' Equity [Abstract] | |
Accumulated Other Comprehensive Income (Loss) | 16. ACCUMULATED OTHER COMPREHENSIVE INCOME/(LOSS) The components of AOCI are as follows: Net of Tax Foreign Currency Translation Adjustments Cash Flow Hedges Accumulated Other Comprehensive Income/(Loss) Balance as of December 31, 2021 $ 2 $ (17) $ (15) Period change — 31 31 Balance as of March 31, 2022 $ 2 $ 14 $ 16 Net of Tax Balance as of December 31, 2020 $ 2 $ (54) $ (52) Period change — 14 14 Balance as of March 31, 2021 $ 2 $ (40) $ (38) |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Events | 17. SUBSEQUENT EVENT In April 2022, the Company amended its $750 million revolving credit facility, extending the maturity from May 2023 to April 2027 on similar terms as the previous facility, and issued a new $400 million senior secured term loan A facility, which matures in April 2027. The proceeds from the term loan A were used to repay a portion of the Company's existing $1.5 billion term loan facility, which is scheduled to mature in May 2025. There was no increase in rates from the existing $1.5 billion term loan facility to the new term loan A. |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 3 Months Ended |
Mar. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Consolidation | The Condensed Consolidated Financial Statements have been prepared on a stand-alone basis. The Condensed Consolidated Financial Statements include the Company’s assets, liabilities, revenues, expenses and cash flows and all entities in which it has a controlling financial interest.All intercompany balances and transactions have been eliminated in the Condensed Consolidated Financial Statements. |
Basis of Accounting | The accompanying Condensed Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). |
Use of Estimate | In presenting the Condensed Consolidated Financial Statements, management makes estimates and assumptions that affect the amounts reported and related disclosures. Estimates, by their nature, are based on judgment and available information. Accordingly, actual results could differ from those estimates. |
Recently Issued and Adopted Accounting Pronouncements | There were no recently issued accounting pronouncements applicable to the Company during the three months ended March 31, 2022. |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Contract Liabilities | Deferred revenues as of March 31, 2022 and December 31, 2021 are as follows: March 31, 2022 December 31, 2021 Deferred initial franchise fee revenues $ 149 $ 145 Deferred loyalty program revenues 79 76 Deferred co-branded credit card program revenues 11 — Deferred other revenues 14 14 Total $ 253 $ 235 |
Schedule of Performance Obligations | The following table summarizes the Company’s remaining performance obligations for the twelve-month periods set forth below: 4/1/2022 - 3/31/2023 4/1/2023 - 3/31/2024 4/1/2024 - 3/31/2025 Thereafter Total Initial franchise fee revenues $ 16 $ 8 $ 7 $ 118 $ 149 Loyalty program revenues 49 20 8 2 79 Co-branded credit card program revenues 11 — — — 11 Other revenues 8 1 1 4 14 Total $ 84 $ 29 $ 16 $ 124 $ 253 |
Schedule of Disaggregation of Net Revenues | The table below presents a disaggregation of the Company’s net revenues from contracts with customers by major services and products for each of the Company’s segments: Three Months Ended March 31, 2022 2021 Hotel Franchising Royalties and franchise fees $ 103 $ 75 Marketing, reservation and loyalty 111 85 License and other fees 19 20 Other 39 29 Total Hotel Franchising 272 209 Hotel Management Royalties and franchise fees 7 3 Owned hotel revenues 30 13 Management fees 5 6 Cost reimbursements 55 71 Other 2 1 Total Hotel Management 99 94 Net revenues $ 371 $ 303 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Earnings Per Share [Abstract] | |
Schedule of Computation of Basic and Diluted EPS | The following table sets forth the computation of basic and diluted EPS (in millions, except per share data): Three Months Ended March 31, 2022 2021 Net income $ 106 $ 24 Basic weighted average shares outstanding 92.5 93.4 Stock options and restricted stock units (“RSUs”) 0.7 0.4 Diluted weighted average shares outstanding 93.2 93.8 Earnings per share: Basic $ 1.15 $ 0.26 Diluted 1.14 0.26 Dividends: Cash dividends declared per share $ 0.32 $ 0.16 Aggregate dividends paid to stockholders $ 30 $ 15 |
Schedule of Stock Repurchase Activity | The following table summarizes stock repurchase activity under the current stock repurchase program (in millions, except per share data): Shares Cost Average Price Per Share As of December 31, 2021 9.0 $ 519 $ 57.55 For the three months ended March 31, 2022 0.5 38 83.72 As of March 31, 2022 9.5 $ 557 $ 58.81 |
Accounts Receivable (Tables)
Accounts Receivable (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Credit Loss [Abstract] | |
Accounts Receivable, Allowance for Credit Loss | The following table sets forth the activity in the Company’s allowance for doubtful accounts on trade accounts receivables for the three months ended: 2022 2021 Balance as of January 1, $ 81 $ 72 Provision for doubtful accounts 1 11 Bad debt write-offs (2) (4) Balance as of March 31, $ 80 $ 79 |
Assets and Liabilities Held f_2
Assets and Liabilities Held for Sale (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Property, Plant and Equipment [Abstract] | |
Disclosure of Long Lived Assets Held-for-sale | The Company’s Condensed Consolidated Balance Sheets include the following with respect to assets and liabilities held for sale: March 31, 2022 December 31, 2021 Assets: Trade receivables, net $ 3 $ 4 Other current assets 2 4 Property and equipment, net 62 146 Total assets held for sale $ 67 $ 154 Liabilities: Accrued expenses and other current liabilities $ 5 $ 8 Deferred revenues 5 6 Other liabilities 3 3 Total liabilities held for sale $ 13 $ 17 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Long-Lived Assets [Abstract] | |
Schedule of Intangible Assets and Goodwill | Intangible assets as of March 31, 2022 and December 31, 2021 consisted of the following: March 31, 2022 December 31, 2021 Gross Accumulated Net Gross Accumulated Net Goodwill $ 1,539 $ 14 $ 1,525 $ 1,539 $ 14 $ 1,525 March 31, 2022 December 31, 2021 Gross Accumulated Net Gross Accumulated Net Unamortized intangible assets: Trademarks $ 1,201 $ 1,201 Amortized intangible assets: Franchise agreements $ 895 $ 520 $ 375 $ 895 $ 513 $ 382 Management agreements 16 14 2 135 44 91 Trademarks 2 1 1 2 1 1 Other — — — 1 1 — $ 913 $ 535 $ 378 $ 1,033 $ 559 $ 474 |
Long-Term Debt and Borrowing _2
Long-Term Debt and Borrowing Arrangements (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of Company's Indebtedness | The Company’s indebtedness consisted of: March 31, 2022 December 31, 2021 Long-term debt: (a) Amount Weighted Average Rate (b) Amount Weighted Average Rate (b) $750 million revolving credit facility (due May 2023) $ — $ — Term loan (due May 2025) 1,537 3.17% 1,541 3.07% 4.375% senior unsecured notes (due August 2028) 493 4.38% 493 4.38% Finance leases 49 4.50% 50 4.50% Total long-term debt 2,079 2,084 Less: Current portion of long-term debt 21 21 Long-term debt $ 2,058 $ 2,063 ______________________ (a) The carrying amount of the term loan and senior unsecured notes are net of deferred debt issuance costs of $14 million and $15 million as of March 31, 2022 and December 31, 2021, respectively. (b) Weighted average interest rates are based on period-end balances, including the effects from hedging. The Company amended its term loan and revolving credit facility in April 2022. See Note 17 - Subsequent Event for more information. |
Schedule of Outstanding Debt Maturities | The Company’s outstanding debt as of March 31, 2022 matures as follows: Long-Term Debt Within 1 year $ 21 Between 1 and 2 years 22 Between 2 and 3 years 22 Between 3 and 4 years (a) 1,495 Between 4 and 5 years 7 Thereafter 512 Total $ 2,079 ______________________ (a) In connection with the term loan A issuance in April 2022 (see Note 17 - Subsequent Event), $400 million of this amount was extended two additional years. |
Schedule of Available Capacity Under Borrowing Arrangements | As of March 31, 2022, the available capacity under the Company’s revolving credit facility was as follows: Revolving Credit Facility Total capacity $ 750 Less: Letters of credit 9 Available capacity $ 741 |
Fair Value (Tables)
Fair Value (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Schedule of Carrying Amount and Estimated Fair Value of Financial Instruments | The carrying amounts and estimated fair values of all other financial instruments are as follows: March 31, 2022 Carrying Amount Estimated Fair Value Debt $ 2,079 $ 2,062 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Share-based Payment Arrangement [Abstract] | |
Activity Related to Incentive Equity Awards | The activity related to the Company’s incentive equity awards for the three months ended March 31, 2022 consisted of the following: RSUs PSUs Number of Weighted Number Weighted Balance as of December 31, 2021 1.2 $ 60.37 0.3 $ 57.51 Granted (a) 0.3 82.74 0.1 (b) 82.74 Vested (0.3) 52.99 — — Canceled — — (0.1) 52.71 Balance as of March 31, 2022 1.2 (c) $ 67.05 0.3 (d) $ 73.04 ______________________ (a) Represents awards granted by the Company primarily in March 2022. (b) Represents awards granted by the Company at the maximum achievement level of 200% of target payout. Actual shares that may be issued can range from 0% to 200% of target. (c) RSUs outstanding as of March 31, 2022 have an aggregate unrecognized compensation expense of $70 million, which is expected to be recognized over a weighted average period of 3.0 years. (d) PSUs outstanding as of March 31, 2022 have an aggregate maximum potential unrecognized compensation expense of $21 million, which may be recognized over a weighted average period of 2.3 years based on attainment of targets. There were no stock options granted in 2022. The activity related to stock options for the three months ended March 31, 2022 consisted of the following: Number of Options Weighted Average Exercise Price Weighted Average Remaining Contractual Life (Years) Aggregate Intrinsic Value (in millions) Outstanding as of December 31, 2021 1.1 $ 56.04 Granted — — Exercised — — Canceled — — Outstanding as of March 31, 2022 1.1 $ 55.93 4.4 $ 31 Unvested as of March 31, 2022 0.5 (a) $ 56.13 4.3 $ 13 Exercisable as of March 31, 2022 0.6 $ 55.79 4.4 $ 18 ______________________ (a) Unvested options as of March 31, 2022 are expected to vest over time and have an aggregate unrecognized compensation expense of $4 million, which will be recognized over a weighted average period of 2.0 years. |
Segment Information (Tables)
Segment Information (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Segment Reporting [Abstract] | |
Summary of Net Revenues and Adjusted EBITDA by Segment | Three Months Ended March 31, 2022 2021 Net Revenues Adjusted EBITDA Net Revenues Adjusted EBITDA Hotel Franchising $ 272 $ 155 $ 209 $ 105 Hotel Management 99 20 94 5 Total Reportable Segments 371 175 303 110 Corporate and Other — (16) — (13) Total Company $ 371 $ 159 $ 303 $ 97 |
Reconciliation of Net Income to Adjusted EBITDA | The table below is a reconciliation of net income to adjusted EBITDA. Three Months Ended March 31, 2022 2021 Net income $ 106 $ 24 Provision for income taxes 34 11 Depreciation and amortization 24 24 Interest expense, net 20 28 Stock-based compensation expense 8 5 Development advance notes amortization 3 2 Gain on asset sale (36) — Separation-related expenses — 2 Foreign currency impact of highly inflationary countries — 1 Adjusted EBITDA $ 159 $ 97 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Income (Loss) (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Statement of Stockholders' Equity [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) | The components of AOCI are as follows: Net of Tax Foreign Currency Translation Adjustments Cash Flow Hedges Accumulated Other Comprehensive Income/(Loss) Balance as of December 31, 2021 $ 2 $ (17) $ (15) Period change — 31 31 Balance as of March 31, 2022 $ 2 $ 14 $ 16 Net of Tax Balance as of December 31, 2020 $ 2 $ (54) $ (52) Period change — 14 14 Balance as of March 31, 2021 $ 2 $ (40) $ (38) |
Basis of Presentation (Details)
Basis of Presentation (Details) | Mar. 31, 2022 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of countries operating in (approximately) | 95 |
Revenue Recognition (Narrative)
Revenue Recognition (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2022 | Dec. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | ||
Franchise agreement, revenue recognition period (within) | 13 years | |
Capitalized Contract Cost [Line Items] | ||
Capitalized contract cost, net | $ 33 | $ 33 |
Revenue Recognition Period, Co-branded Credit Card Program | 1 year | |
Other Current Assets | ||
Capitalized Contract Cost [Line Items] | ||
Capitalized contract cost, net | $ 4 | 5 |
Other Noncurrent Assets | ||
Capitalized Contract Cost [Line Items] | ||
Capitalized contract cost, net | $ 29 | $ 28 |
Revenue Recognition (Contract L
Revenue Recognition (Contract Liabilities) (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2022 | Dec. 31, 2021 | |
Disaggregation of Revenue [Line Items] | ||
Contract liabilities | $ 253 | $ 235 |
Revenue Recognition Period, Co-branded Credit Card Program | 1 year | |
Deferred initial franchise fee revenues | ||
Disaggregation of Revenue [Line Items] | ||
Contract liabilities | $ 149 | 145 |
Deferred loyalty program revenues | ||
Disaggregation of Revenue [Line Items] | ||
Contract liabilities | 79 | 76 |
Deferred other revenues | ||
Disaggregation of Revenue [Line Items] | ||
Contract liabilities | 14 | 14 |
Deferred co-branded credit card program revenues | ||
Disaggregation of Revenue [Line Items] | ||
Contract liabilities | $ 11 | $ 0 |
Revenue Recognition (Performanc
Revenue Recognition (Performance Obligations) (Details) $ in Millions | Mar. 31, 2022USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-04-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 84 |
Remaining performance obligation, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-04-01 | Initial franchise fee revenues | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 16 |
Remaining performance obligation, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-04-01 | Loyalty program revenues | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 49 |
Remaining performance obligation, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-04-01 | Other revenues | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 8 |
Remaining performance obligation, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-04-01 | Co-branded credit cards program [Member] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 11 |
Remaining performance obligation, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-04-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 29 |
Remaining performance obligation, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-04-01 | Initial franchise fee revenues | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 8 |
Remaining performance obligation, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-04-01 | Loyalty program revenues | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 20 |
Remaining performance obligation, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-04-01 | Other revenues | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 1 |
Remaining performance obligation, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-04-01 | Co-branded credit cards program [Member] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 0 |
Remaining performance obligation, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-04-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 16 |
Remaining performance obligation, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-04-01 | Initial franchise fee revenues | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 7 |
Remaining performance obligation, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-04-01 | Loyalty program revenues | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 8 |
Remaining performance obligation, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-04-01 | Other revenues | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 1 |
Remaining performance obligation, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-04-01 | Co-branded credit cards program [Member] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 0 |
Remaining performance obligation, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-04-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 124 |
Remaining performance obligation, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-04-01 | Initial franchise fee revenues | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 118 |
Remaining performance obligation, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-04-01 | Loyalty program revenues | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 2 |
Remaining performance obligation, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-04-01 | Other revenues | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 4 |
Remaining performance obligation, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-04-01 | Co-branded credit cards program [Member] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 0 |
Remaining performance obligation, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-04-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 253 |
Remaining performance obligation, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-04-01 | Initial franchise fee revenues | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 149 |
Remaining performance obligation, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-04-01 | Loyalty program revenues | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 79 |
Remaining performance obligation, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-04-01 | Other revenues | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 14 |
Remaining performance obligation, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-04-01 | Co-branded credit cards program [Member] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 11 |
Remaining performance obligation, period | 1 year |
Revenue Recognition (Disaggrega
Revenue Recognition (Disaggregation of Net Revenues) (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Disaggregation of Revenue [Line Items] | ||
Net Revenues | $ 371 | $ 303 |
Royalties and franchise fees | ||
Disaggregation of Revenue [Line Items] | ||
Net Revenues | 110 | 78 |
Marketing, reservation and loyalty | ||
Disaggregation of Revenue [Line Items] | ||
Net Revenues | 111 | 85 |
Cost reimbursements | ||
Disaggregation of Revenue [Line Items] | ||
Net Revenues | 55 | 71 |
Other | ||
Disaggregation of Revenue [Line Items] | ||
Net Revenues | 41 | 30 |
Reportable Segments | ||
Disaggregation of Revenue [Line Items] | ||
Net Revenues | 371 | 303 |
Reportable Segments | Hotel Franchising | ||
Disaggregation of Revenue [Line Items] | ||
Net Revenues | 272 | 209 |
Reportable Segments | Hotel Franchising | Royalties and franchise fees | ||
Disaggregation of Revenue [Line Items] | ||
Net Revenues | 103 | 75 |
Reportable Segments | Hotel Franchising | Marketing, reservation and loyalty | ||
Disaggregation of Revenue [Line Items] | ||
Net Revenues | 111 | 85 |
Reportable Segments | Hotel Franchising | License and other fees | ||
Disaggregation of Revenue [Line Items] | ||
Net Revenues | 19 | 20 |
Reportable Segments | Hotel Franchising | Other | ||
Disaggregation of Revenue [Line Items] | ||
Net Revenues | 39 | 29 |
Reportable Segments | Hotel Management | ||
Disaggregation of Revenue [Line Items] | ||
Net Revenues | 99 | 94 |
Reportable Segments | Hotel Management | Royalties and franchise fees | ||
Disaggregation of Revenue [Line Items] | ||
Net Revenues | 7 | 3 |
Reportable Segments | Hotel Management | Owned hotel revenues | ||
Disaggregation of Revenue [Line Items] | ||
Net Revenues | 30 | 13 |
Reportable Segments | Hotel Management | Management fees | ||
Disaggregation of Revenue [Line Items] | ||
Net Revenues | 5 | 6 |
Reportable Segments | Hotel Management | Cost reimbursements | ||
Disaggregation of Revenue [Line Items] | ||
Net Revenues | 55 | 71 |
Reportable Segments | Hotel Management | Other | ||
Disaggregation of Revenue [Line Items] | ||
Net Revenues | $ 2 | $ 1 |
Earnings Per Share (Computation
Earnings Per Share (Computation of Basic and Diluted EPS) (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Earnings Per Share [Abstract] | ||
Net income | $ 106 | $ 24 |
Basic weighted average shares outstanding (in shares) | 92.5 | 93.4 |
Stock Options and restricted stock units (RSUs) (in shares) | 0.7 | 0.4 |
Diluted weighted average shares outstanding (in shares) | 93.2 | 93.8 |
Earnings per share | ||
Basic (in usd per share) | $ 1.15 | $ 0.26 |
Diluted (in usd per share) | 1.14 | 0.26 |
Cash dividends declared per share (in usd per share) | $ 0.32 | $ 0.16 |
Dividends: | ||
Aggregate dividends paid to stockholders | $ 30 | $ 15 |
Earnings Per Share (Stock Repur
Earnings Per Share (Stock Repurchase Activity) (Details) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended |
Mar. 31, 2022USD ($)$ / sharesshares | |
Shares | |
Treasury stock, beginning (in shares) | shares | 9 |
Treasury stock, acquired (in shares) | shares | 0.5 |
Treasury stock, ending (in shares) | shares | 9.5 |
Cost | |
Treasury stock, cost, beginning | $ | $ 519 |
Treasury stock, cost, acquired | $ | 38 |
Treasury stock, cost, ending | $ | $ 557 |
Average Price Per Share | |
Treasury stock, average price per share, beginning (in usd per share) | $ / shares | $ 57.55 |
Treasury stock, average price per share, acquired (in usd per share) | $ / shares | 83.72 |
Treasury stock, average price per share, ending (in usd per share) | $ / shares | $ 58.81 |
Earnings Per Share (Narrative)
Earnings Per Share (Narrative) (Details) $ in Millions | Mar. 31, 2022USD ($) |
Earnings Per Share [Abstract] | |
Share repurchase, remaining availability | $ 443 |
Accounts Receivable - Narrative
Accounts Receivable - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | |||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | |
Credit Loss [Abstract] | ||||
Accounts receivable, allowance for credit loss | $ 80 | $ 79 | $ 81 | $ 72 |
Income tax benefit | $ 34 | $ 11 |
Accounts Receivable - Allowance
Accounts Receivable - Allowance for Doubtful Accounts (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | ||
Balance as of January 1, | $ 81 | $ 72 |
Provision for doubtful accounts | 1 | 11 |
Bad debt write-offs | (2) | (4) |
Balance as of March 31, | $ 80 | $ 79 |
Assets and Liabilities Held f_3
Assets and Liabilities Held for Sale (Details) - USD ($) $ in Millions | Mar. 31, 2022 | Dec. 31, 2021 |
Property, Plant and Equipment [Abstract] | ||
Disposal Group, Including Discontinued Operation, Accounts, Notes and Loans Receivable, Net | $ 3 | $ 4 |
Disposal Group, Including Discontinued Operation, Other Assets, Current | 2 | 4 |
Disposal Group, Including Discontinued Operation, Property, Plant and Equipment, Current | 62 | 146 |
Assets Held-for-sale, Not Part of Disposal Group, Current | 67 | 154 |
Disposal Group, Including Discontinued Operation, Accounts Payable and Accrued Liabilities | 5 | 8 |
Disposal Group, Including Discontinued Operation, Deferred Revenue | 5 | 6 |
Disposal Group, Including Discontinued Operation, Other Liabilities | 3 | 3 |
Disposal Group, Including Discontinued Operation, Liabilities, Current | $ 13 | $ 17 |
Intangible Assets - Narrative (
Intangible Assets - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2022 | Dec. 31, 2021 | |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, net | $ 106 | $ 106 |
CorePoint payment for management contract rights [Line Items] | $ 84 |
Intangible Assets - Schedule of
Intangible Assets - Schedule of Impairment of Intangible Assets (Details) - USD ($) $ in Millions | Mar. 31, 2022 | Dec. 31, 2021 |
Indefinite-lived Intangible Assets [Line Items] | ||
Goodwill, Gross | $ 1,539 | $ 1,539 |
Goodwill | $ 1,525 | $ 1,525 |
Intangible Assets - Schedule _2
Intangible Assets - Schedule of Goodwill and Intangible Assets (Details) - USD ($) $ in Millions | Mar. 31, 2022 | Dec. 31, 2021 |
Indefinite-lived Intangible Assets [Line Items] | ||
Goodwill, Gross | $ 1,539 | $ 1,539 |
Goodwill, Impaired, Accumulated Impairment Loss | 14 | 14 |
Goodwill | 1,525 | 1,525 |
Finite-Lived Intangible Assets, Gross | 913 | 1,033 |
Finite-Lived Intangible Assets, Accumulated Amortization | 535 | 559 |
Finite-Lived Intangible Assets, Net | 378 | 474 |
Trademarks | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Indefinite-lived Intangible Assets (Excluding Goodwill) | 1,201 | 1,201 |
Franchise agreements | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Finite-Lived Intangible Assets, Gross | 895 | 895 |
Finite-Lived Intangible Assets, Accumulated Amortization | 520 | 513 |
Finite-Lived Intangible Assets, Net | 375 | 382 |
Management agreements | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Finite-Lived Intangible Assets, Gross | 16 | 135 |
Finite-Lived Intangible Assets, Accumulated Amortization | 14 | 44 |
Finite-Lived Intangible Assets, Net | 2 | 91 |
Trademarks | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Finite-Lived Intangible Assets, Gross | 2 | 2 |
Finite-Lived Intangible Assets, Accumulated Amortization | 1 | 1 |
Finite-Lived Intangible Assets, Net | 1 | 1 |
Other | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Finite-Lived Intangible Assets, Gross | 0 | 1 |
Finite-Lived Intangible Assets, Accumulated Amortization | 0 | 1 |
Finite-Lived Intangible Assets, Net | $ 0 | $ 0 |
Franchising, Marketing and Re_2
Franchising, Marketing and Reservation Activities (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Disaggregation of Revenue [Line Items] | |||
Net Revenues | $ (371) | $ (303) | |
Bad debt expense related to notes | 1 | 0 | |
Payments of development advance notes | (7) | (8) | |
Franchisees and hotel owners | |||
Disaggregation of Revenue [Line Items] | |||
Development advance notes | $ 112 | $ 108 | |
Minimum | |||
Disaggregation of Revenue [Line Items] | |||
Franchise/management agreement term | 10 years | ||
Maximum | |||
Disaggregation of Revenue [Line Items] | |||
Franchise/management agreement term | 20 years | ||
Forgiveness of note receivable | |||
Disaggregation of Revenue [Line Items] | |||
Net Revenues | $ 3 | 2 | |
Franchise | |||
Disaggregation of Revenue [Line Items] | |||
Net Revenues | $ (3) | $ (3) |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |||
Income taxes paid, net | $ (2) | $ 1 | |
Effective tax rate | 24.30% | 31.40% | |
Income Taxes Receivable | $ 5 | $ 48 |
Long-Term Debt and Borrowing _3
Long-Term Debt and Borrowing Arrangements (Schedule of Company's Indebtedness) (Details) - USD ($) $ in Millions | Mar. 31, 2022 | Dec. 31, 2021 |
Debt Instrument [Line Items] | ||
Total long-term debt | $ 2,079 | $ 2,084 |
Less: Current portion of long-term debt | 21 | 21 |
Long-term debt | $ 2,058 | $ 2,063 |
Finance leases | ||
Debt Instrument [Line Items] | ||
Debt, Weighted Average Interest Rate | 4.50% | 4.50% |
Finance lease liabilities, noncurrent | $ 49 | $ 50 |
$750 million revolving credit facility (due May 2023) | ||
Debt Instrument [Line Items] | ||
Debt issuance costs | 2 | 2 |
Line of Credit | $750 million revolving credit facility (due May 2023) | ||
Debt Instrument [Line Items] | ||
Long-term debt | 0 | 0 |
Long-term Debt | Term loan (due May 2025) | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 1,537 | $ 1,541 |
Debt, Weighted Average Interest Rate | 3.17% | 3.07% |
Senior Notes | Senior Unsecured Notes due August 2028 | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 493 | $ 493 |
Debt, Weighted Average Interest Rate | 4.38% | 4.38% |
Term loan and senior unsecured notes | ||
Debt Instrument [Line Items] | ||
Debt issuance costs | $ 14 | $ 15 |
Long-Term Debt and Borrowing _4
Long-Term Debt and Borrowing Arrangements (Schedule of Outstanding Debt Maturities) (Details) $ in Millions | Mar. 31, 2022USD ($) |
Debt Disclosure [Abstract] | |
Within 1 year | $ 21 |
Between 1 and 2 years | 22 |
Between 2 and 3 years | 22 |
Between 3 and 4 years (a) | 1,495 |
Between 4 and 5 years | 7 |
Thereafter | 512 |
Total | $ 2,079 |
Long-Term Debt and Borrowing _5
Long-Term Debt and Borrowing Arrangements (Schedule of Available Capacity Under Borrowing Arrangements) (Details) - $750 million revolving credit facility (due May 2023) $ in Millions | Mar. 31, 2022USD ($) |
Debt Instrument [Line Items] | |
Total capacity | $ 750 |
Less: Letters of credit | 9 |
Available capacity | $ 741 |
Long-Term Debt and Borrowing _6
Long-Term Debt and Borrowing Arrangements (Narrative) (Details) - USD ($) | 3 Months Ended | |||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | May 30, 2018 | |
Debt Instrument [Line Items] | ||||
Interest rate cash flow hedge liability at fair value | $ 23,000,000 | |||
Gain (loss) on interest rate cash flow hedge ineffectiveness | $ 0 | |||
Interest rate cash flow hedge gain (loss) to be reclassified during next 12 months, net | 0 | |||
Interest expense, net | 20,000,000 | $ 28,000,000 | ||
Interest paid | 24,000,000 | 26,000,000 | ||
Interest Rate Cash Flow Hedge Asset at Fair Value | 18,000,000 | |||
Interest Rate Swap | ||||
Debt Instrument [Line Items] | ||||
Total notional amount | 1,100,000,000 | |||
Interest rate cash flow hedge gain (loss) reclassified to earnings, net | (5,000,000) | $ (6,000,000) | ||
Interest Rate Swap 1 | ||||
Debt Instrument [Line Items] | ||||
Total notional amount | $ 600,000,000 | |||
Fixed interest rate on interest rate swap | 2.51% | |||
Interest Rate Swap 2 | ||||
Debt Instrument [Line Items] | ||||
Total notional amount | $ 500,000,000 | |||
Fixed interest rate on interest rate swap | 0.99% | |||
Term loan (due May 2025) | Long-term Debt | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, face amount | 1,500,000,000 | $ 1,600,000,000 | ||
$750 million revolving credit facility (due May 2023) | ||||
Debt Instrument [Line Items] | ||||
Debt issuance costs | $ 2,000,000 | $ 2,000,000 |
Fair Value (Details)
Fair Value (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Loss on foreign currency derivatives recorded in earnings | $ 0 | $ 2 |
Translation Adjustment Functional to Reporting Currency, Increase (Decrease), Gross of Tax | 0 | $ 1 |
Carrying Amount | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Debt | 2,079 | |
Estimated Fair Value | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Debt | $ 2,062 |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Mar. 31, 2022 | Dec. 31, 2021 | |
Loss Contingencies [Line Items] | |||
Litigation reserves | $ 6 | $ 6 | |
Litigation receivable covered by insurance | 4 | 3 | |
Accrued expenses and other current liabilities | 235 | 258 | |
Sale of European Vacation Rentals Business | Affiliated Entity | |||
Loss Contingencies [Line Items] | |||
Accrued expenses and other current liabilities | 2 | $ 2 | |
Related Party Transaction, Post Closing-Adjustment to Reduce Net Consideration | $ 44 | ||
Former Parent's Post-Closing Adjustment | 7 | ||
Maximum | |||
Loss Contingencies [Line Items] | |||
Range of possible loss, portion not accrued (up to) | $ 4 |
Stock-Based Compensation (Narra
Stock-Based Compensation (Narrative) (Details) - USD ($) shares in Millions, $ in Millions | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | May 14, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | $ 8 | $ 5 | |
Wyndham Hotels & Resorts, Inc. 2018 Equity and Incentive Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Maximum number of shares approved (in shares) | 10 | ||
Remaining shares available (in shares) | 5.1 | ||
Stock-based compensation expense | $ 8 | $ 5 |
Stock-Based Compensation (Incen
Stock-Based Compensation (Incentive Equity Awards Activity) (Details) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended |
Mar. 31, 2022USD ($)$ / sharesshares | |
RSUs | |
Number of RSUs | |
Beginning balance (in shares) | shares | 1.2 |
Granted (in shares) | shares | 0.3 |
Vested/exercised (in shares) | shares | (0.3) |
Canceled (in shares) | shares | 0 |
Ending balance (in shares) | shares | 1.2 |
Weighted Average Grant Price | |
Beginning balance (in dollars per share) | $ / shares | $ 60.37 |
Granted (in dollars per share) | $ / shares | 82.74 |
Vested/exercised (in dollars per share) | $ / shares | 52.99 |
Canceled (in dollars per share) | $ / shares | 0 |
Ending balance (in dollars per share) | $ / shares | $ 67.05 |
Weighted Average Exercise Price | |
Aggregate unrecognized compensation expense | $ | $ 70 |
Compensation expense not yet recognized, weighted average period | 3 years |
Performance Shares | |
Number of RSUs | |
Beginning balance (in shares) | shares | 0.3 |
Granted (in shares) | shares | 0.1 |
Ending balance (in shares) | shares | 0.3 |
Weighted Average Grant Price | |
Beginning balance (in dollars per share) | $ / shares | $ 57.51 |
Granted (in dollars per share) | $ / shares | 82.74 |
Ending balance (in dollars per share) | $ / shares | $ 73.04 |
Weighted Average Exercise Price | |
Aggregate unrecognized compensation expense | $ | $ 21 |
Compensation expense not yet recognized, weighted average period | 2 years 3 months 18 days |
Options | |
Number of Options | |
Beginning balance (in shares) | shares | 1.1 |
Granted (in shares) | shares | 0 |
Exercised (in shares) | shares | 0 |
Forfeited (in shares) | shares | 0 |
Ending balance (in shares) | shares | 1.1 |
Weighted Average Exercise Price | |
Beginning balance (in dollars per share) | $ / shares | $ 56.04 |
Granted (in dollars per share) | $ / shares | 0 |
Exercised (in dollars per share) | $ / shares | 0 |
Canceled (in dollars per share) | $ / shares | 0 |
Ending balance (in dollars per share) | $ / shares | $ 55.93 |
Unvested options outstanding | shares | 0.5 |
Options exercisable | shares | 0.6 |
Unvested options weighted average exercise price (in dollars per share) | $ / shares | $ 56.13 |
Exercisable options weighted average exercise price (in dollars per share) | $ / shares | $ 55.79 |
Weighted average remaining contractual term, outstanding | 4 years 4 months 24 days |
Weighted average remaining contractual term, unvested | 4 years 3 months 18 days |
Weighted average remaining contractual term, exercisable | 4 years 4 months 24 days |
Aggregate Intrinsic Value, Outstanding | $ | $ 31 |
Aggregate Intrinsic Value, Unvested | $ | 13 |
Aggregate Intrinsic Value, Exercisable | $ | 18 |
Aggregate unrecognized compensation expense | $ | $ 4 |
Compensation expense not yet recognized, weighted average period | 2 years |
Segment Information (Summary of
Segment Information (Summary of Net Revenues and Adjusted EBITDA by Segment) (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Segment Reporting Information [Line Items] | ||
Net Revenues | $ 371 | $ 303 |
Adjusted EBITDA | 159 | 97 |
Reportable Segments | ||
Segment Reporting Information [Line Items] | ||
Net Revenues | 371 | 303 |
Adjusted EBITDA | 175 | 110 |
Reportable Segments | Hotel Franchising | ||
Segment Reporting Information [Line Items] | ||
Net Revenues | 272 | 209 |
Adjusted EBITDA | 155 | 105 |
Reportable Segments | Hotel Management | ||
Segment Reporting Information [Line Items] | ||
Net Revenues | 99 | 94 |
Adjusted EBITDA | 20 | 5 |
Corporate, Non-Segment | ||
Segment Reporting Information [Line Items] | ||
Net Revenues | 0 | 0 |
Adjusted EBITDA | $ (16) | $ (13) |
Segment Information (Reconcilia
Segment Information (Reconciliation of Net Income to Adjusted EBITDA) (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Segment Reporting Information [Line Items] | ||
Net income | $ 106 | $ 24 |
Provision for income taxes | 34 | 11 |
Depreciation and amortization | 24 | 24 |
Interest expense, net | 20 | 28 |
Stock-based compensation expense | 8 | 5 |
Severance Costs | 0 | 2 |
Translation Adjustment Functional to Reporting Currency, Increase (Decrease), Gross of Tax | 0 | 1 |
Net Revenues | (371) | (303) |
Adjusted EBITDA | 159 | 97 |
Gain on asset sale | (36) | 0 |
Forgiveness of note receivable | ||
Segment Reporting Information [Line Items] | ||
Net Revenues | 3 | 2 |
Wyndham Hotels & Resorts, Inc. 2018 Equity and Incentive Plan | ||
Segment Reporting Information [Line Items] | ||
Stock-based compensation expense | $ 8 | $ 5 |
Other Expenses and Charges - Na
Other Expenses and Charges - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Restructuring Cost and Reserve [Line Items] | ||
Separation-related | $ 0 | $ 2 |
Proceeds from Sale of Productive Assets | 202 | $ 0 |
Wyndham Grand Bonnet Creek Resort Sale | ||
Restructuring Cost and Reserve [Line Items] | ||
Proceeds from Sale of Productive Assets | $ 121 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2022 | Sep. 30, 2021 | Mar. 31, 2021 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Balance as of beginning of period, value | $ 1,089 | $ 963 | |
Balance as of beginning of period | (15) | (52) | |
Period change | 0 | $ 0 | |
Period change | 31 | 14 | 14 |
Period change | 31 | 14 | 14 |
Balance as of end of period | 16 | 16 | (38) |
Balance as of end of period, value | 1,159 | 991 | |
Foreign Currency Translation Adjustments | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Balance as of beginning of period, value | 2 | 2 | |
Balance as of end of period, value | 2 | 2 | |
Cash Flow Hedges | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Balance as of beginning of period, value | $ (17) | (54) | |
Balance as of end of period, value | $ 14 | $ (40) |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) | Apr. 30, 2022 | Mar. 31, 2022 | Dec. 31, 2021 | May 30, 2018 |
$750 million revolving credit facility (due May 2023) | ||||
Subsequent Event [Line Items] | ||||
Total capacity | $ 750,000,000 | |||
Subsequent Event | $750 million revolving credit facility (due May 2023) | ||||
Subsequent Event [Line Items] | ||||
Total capacity | $ 750,000,000 | |||
Term loan (due May 2025) | Long-term Debt | ||||
Subsequent Event [Line Items] | ||||
Long-term debt | $ 1,537,000,000 | $ 1,541,000,000 | ||
Debt instrument, face amount | $ 1,500,000,000 | $ 1,600,000,000 | ||
Term Loan due 2027 | Long-term Debt | Subsequent Event | ||||
Subsequent Event [Line Items] | ||||
Long-term debt | $ 400,000,000 |