Cover Page
Cover Page - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Jan. 31, 2023 | Jun. 30, 2022 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2022 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Transition Report | false | ||
Entity File Number | 001-38432 | ||
Entity Registrant Name | Wyndham Hotels & Resorts, Inc. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Address, Address Line One | 22 Sylvan Way | ||
Entity Address, City or Town | Parsippany, | ||
Entity Address, State or Province | NJ | ||
Entity Tax Identification Number | 82-3356232 | ||
Entity Address, Postal Zip Code | 07054 | ||
City Area Code | 973 | ||
Local Phone Number | 753-6000 | ||
Title of 12(b) Security | Common Stock, Par Value $0.01 per share | ||
Trading Symbol | WH | ||
Security Exchange Name | NYSE | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
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 | ||
ICFR Auditor Attestation Flag | true | ||
Entity Shell Company | false | ||
Entity Public Float | $ 5,880,000,000 | ||
Entity Common Stock, Shares Outstanding | 86,359,043 | ||
Documents Incorporated by Reference | Portions of the Proxy Statement prepared for the 2023 Annual Meeting of Stockholders are incorporated by reference into Part III of this report. | ||
Amendment Flag | false | ||
Document Fiscal Year Focus | 2022 | ||
Document Fiscal Period Focus | FY | ||
Entity Central Index Key | 0001722684 |
Audit Information
Audit Information | 12 Months Ended |
Dec. 31, 2022 | |
Auditor Information [Abstract] | |
Auditor Name | Deloitte & Touche LLP |
Auditor Location | New York, New York |
Auditor Firm ID | 34 |
Consolidated Statements of Inco
Consolidated Statements of Income - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Net revenues | |||
Fee-related and other revenues | $ 1,354 | $ 1,245 | $ 950 |
Net revenues | 1,498 | 1,565 | 1,300 |
Expenses | |||
Operating | 106 | 132 | 109 |
General and administrative | 123 | 113 | 116 |
Depreciation and amortization | 77 | 95 | 98 |
Gain on asset sale, net | (35) | 0 | 0 |
Separation-related | 1 | 3 | 2 |
Impairments, net | 0 | 6 | 206 |
Restructuring | 0 | 0 | 34 |
Transaction-related, net | 0 | 0 | 12 |
Total expenses | 940 | 1,119 | 1,346 |
Operating income/(loss) | 558 | 446 | (46) |
Interest expense, net | 80 | 93 | 112 |
Early extinguishment of debt | 2 | 18 | 0 |
Income/(loss) before income taxes | 476 | 335 | (158) |
Provision for/(benefit from) income taxes | 121 | 91 | (26) |
Net income/(loss) | $ 355 | $ 244 | $ (132) |
Earnings/(loss) per share | |||
Basic (in usd per share) | $ 3.93 | $ 2.61 | $ (1.42) |
Diluted (in usd per share) | $ 3.91 | $ 2.60 | $ (1.42) |
Royalties and franchise fees | |||
Net revenues | |||
Fee-related and other revenues | $ 512 | $ 461 | $ 328 |
Marketing, reservation and loyalty | |||
Net revenues | |||
Fee-related and other revenues | 544 | 468 | 370 |
Expenses | |||
Cost of revenues | 524 | 450 | 419 |
Management and other fees | |||
Net revenues | |||
Fee-related and other revenues | 57 | 117 | 64 |
License and other fees | |||
Net revenues | |||
Fee-related and other revenues | 100 | 79 | 84 |
Cost reimbursements | |||
Net revenues | |||
Cost reimbursements | 144 | 320 | 350 |
Expenses | |||
Cost of revenues | 144 | 320 | 350 |
Other | |||
Net revenues | |||
Fee-related and other revenues | $ 141 | $ 120 | $ 104 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Statement of Comprehensive Income [Abstract] | |||
Net income/(loss) | $ 355 | $ 244 | $ (132) |
Other comprehensive income/(loss), net of tax | |||
Foreign currency translation adjustments | (5) | 0 | 3 |
Unrealized gains/(losses) on cash flow hedges | 58 | 37 | (28) |
Other comprehensive income/(loss), net of tax | 53 | 37 | (25) |
Comprehensive income/(loss) | $ 408 | $ 281 | $ (157) |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 161 | $ 171 |
Trade receivables, net | 234 | 246 |
Prepaid expenses | 59 | 51 |
Other current assets | 91 | 98 |
Total assets held for sale | 0 | 154 |
Total current assets | 545 | 720 |
Property and equipment, net | 99 | 106 |
Goodwill | 1,525 | 1,525 |
Other non-current assets | 348 | 243 |
Total assets | 4,123 | 4,269 |
Current liabilities: | ||
Current portion of long-term debt | 20 | 21 |
Accounts payable | 39 | 31 |
Deferred revenues | 83 | 70 |
Accrued expenses and other current liabilities | 264 | 258 |
Total liabilities held for sale | 0 | 17 |
Total current liabilities | 406 | 397 |
Long-term debt | 2,057 | 2,063 |
Deferred income taxes | 345 | 366 |
Deferred revenues | 164 | 165 |
Other non-current liabilities | 189 | 189 |
Total liabilities | 3,161 | 3,180 |
Commitments and contingencies (Note 15) | ||
Stockholders’ equity: | ||
Preferred stock, $0.01 par value, authorized 6.0 shares, none issued and outstanding | 0 | 0 |
Common stock, $0.01 par value, 101.6 and 101.3 issued at December 31, 2022 and 2021 | 1 | 1 |
Treasury stock, at cost – 15.2 and 9.0 shares at December 31, 2022 and 2021 | (964) | (519) |
Additional paid-in capital | 1,569 | 1,543 |
Retained earnings | 318 | 79 |
Accumulated other comprehensive income/(loss) | 38 | (15) |
Total stockholders’ equity | 962 | 1,089 |
Total liabilities and stockholders’ equity | 4,123 | 4,269 |
Trademarks, net | ||
Current assets: | ||
Intangible assets, net | 1,232 | 1,202 |
Franchise agreements and other intangibles, net | ||
Current assets: | ||
Intangible assets, net | $ 374 | $ 473 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 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) | 101,600,000 | 101,300,000 |
Common stock, shares outstanding (in shares) | 101,600,000 | 101,300,000 |
Treasury stock, shares (in shares) | 15,200,000 | 9,000,000 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Operating activities | |||
Net income/(loss) | $ 355 | $ 244 | $ (132) |
Adjustments to reconcile net income/(loss) to net cash provided by/(used in) operating activities: | |||
Depreciation and amortization | 77 | 95 | 98 |
(Recovery of)/provision for doubtful accounts | (2) | 21 | 37 |
Impairments, net | 0 | 6 | 209 |
Deferred income taxes | (39) | (1) | (23) |
Stock-based compensation | 33 | 28 | 21 |
Gain on asset sale, net | (35) | 0 | 0 |
Early extinguishment of debt | 2 | 18 | 0 |
Net change in assets and liabilities: | |||
Trade receivables | 16 | 25 | (38) |
Prepaid expenses | (6) | (9) | 3 |
Other current assets | (3) | (45) | 1 |
Accounts payable, accrued expenses and other current liabilities | 14 | 39 | (46) |
Deferred revenues | 22 | 16 | (54) |
Payments of development advance notes | (52) | (32) | (17) |
Proceeds from development advance notes | 4 | 2 | 1 |
Other, net | 13 | 19 | 7 |
Net cash provided by operating activities | 399 | 426 | 67 |
Investing activities | |||
Property and equipment additions | (39) | (37) | (33) |
Acquisition of hotel brand | (44) | 0 | 0 |
Loan advances | 0 | 0 | (1) |
Loan repayments | 0 | 3 | 3 |
Proceeds from asset sales, net | 263 | 0 | 0 |
Other, net | (1) | 0 | 0 |
Net cash provided by/(used in) investing activities | 179 | (34) | (31) |
Financing activities | |||
Proceeds from borrowings | 400 | 45 | 1,244 |
Principal payments on long-term debt | (404) | (574) | (760) |
Finance lease, principal payments | (5) | (5) | (5) |
Debt issuance costs | (4) | 0 | (10) |
Dividends to stockholders | (116) | (82) | (53) |
Repurchases of common stock | (448) | (107) | (50) |
Exercise of stock options | 4 | 17 | 0 |
Net share settlement of incentive equity awards | (11) | (7) | (4) |
Other, net | 0 | 0 | 1 |
Net cash (used in)/provided by financing activities | (584) | (713) | 363 |
Effect of changes in exchange rates on cash, cash equivalents and restricted cash | (4) | (1) | 0 |
Net (decrease)/increase in cash, cash equivalents and restricted cash | (10) | (322) | 399 |
Cash, cash equivalents and restricted cash, beginning of period | 171 | 493 | 94 |
Cash, cash equivalents and restricted cash, end of period | $ 161 | $ 171 | $ 493 |
Consolidated Statements of Equi
Consolidated Statements of Equity - USD ($) shares in Millions, $ in Millions | Total | Cumulative Effect, Period of Adoption, Adjustment | Common Stock | Treasury Stock | Additional Paid-in Capital | Retained Earnings/(Accumulated Deficit) | Retained Earnings/(Accumulated Deficit) Cumulative Effect, Period of Adoption, Adjustment | Accumulated Other Comprehensive Income/(Loss) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Shares, Outstanding | 94 | |||||||
Balance as of beginning of period, value at Dec. 31, 2019 | $ 1,212 | $ (10) | $ 1 | $ (363) | $ 1,488 | $ 113 | $ (10) | $ (27) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net income/(loss) | (132) | (132) | ||||||
Other comprehensive income (loss) | (25) | (25) | ||||||
Dividends, Common Stock | (53) | (53) | ||||||
Stock Repurchased During Period, Shares | (1) | |||||||
Other | (45) | (45) | ||||||
Net Share Settlement of Incentive Equity Awards | (4) | (4) | ||||||
Net income | 21 | 21 | ||||||
Stockholders' Equity, Other | (1) | (1) | ||||||
Balance as of end of period, value at Dec. 31, 2020 | 963 | $ 1 | (408) | 1,504 | (82) | (52) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Shares, Outstanding | 93 | |||||||
Net income/(loss) | 244 | 244 | ||||||
Other comprehensive income (loss) | 37 | 37 | ||||||
Dividends, Common Stock | (83) | (83) | ||||||
Stock Repurchased During Period, Shares | (2) | |||||||
Other | (110) | (110) | ||||||
Net Share Settlement of Incentive Equity Awards | (7) | (7) | ||||||
Net income | 28 | 28 | ||||||
Stock Issued During Period, Value, Stock Options Exercised | 17 | 17 | ||||||
Stock Issued During Period, Shares, Restricted Stock Award, Net of Forfeitures | 1 | |||||||
Stock Issued During Period, Value, Restricted Stock Award, Gross | 0 | |||||||
Stockholders' Equity, Other | 0 | (1) | 1 | |||||
Balance as of end of period, value at Dec. 31, 2021 | 1,089 | $ 1 | (519) | 1,543 | 79 | (15) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Shares, Outstanding | 92 | |||||||
Net income/(loss) | 355 | |||||||
Other comprehensive income (loss) | 53 | 53 | ||||||
Dividends, Common Stock | (116) | (116) | ||||||
Stock Repurchased During Period, Shares | (6) | |||||||
Other | (445) | (445) | ||||||
Net Share Settlement of Incentive Equity Awards | (11) | (11) | ||||||
Net income | 33 | 33 | ||||||
Stock Issued During Period, Value, Stock Options Exercised | 4 | 4 | ||||||
Balance as of end of period, value at Dec. 31, 2022 | $ 962 | $ 1 | $ (964) | $ 1,569 | $ 318 | $ 38 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Shares, Outstanding | 86 |
Basis of Presentation
Basis of Presentation | 12 Months Ended |
Dec. 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 Consolidated Financial Statements have been prepared on a stand-alone basis. The 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 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 Consolidated Financial Statements. In presenting the 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 Consolidated Financial Statements contain all normal recurring adjustments necessary for a fair presentation of annual results reported. Business Description The Company 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. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Changes and Error Corrections [Abstract] | |
Summary of Significant Accounting Policies | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Principles of Consolidation When evaluating an entity for consolidation, the Company first determines whether an entity is within the scope of the guidance for consolidation of variable interest entities (“VIEs”) and if it is deemed to be a VIE. If the entity is considered to be a VIE, the Company determines whether it would be considered the entity’s primary beneficiary. The Company consolidates those VIEs for which it has determined that it is the primary beneficiary. The Company will consolidate an entity not deemed a VIE upon a determination that it has a controlling financial interest. For entities where the Company does not have a controlling financial interest, the investments in such entities are classified as available-for-sale securities or accounted for using the equity or cost method, as appropriate. Use of Estimates and Assumptions The preparation of the Consolidated Financial Statements requires the Company to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses and the disclosure of contingent assets and liabilities in the Consolidated Financial Statements and accompanying notes. Although these estimates and assumptions are based on Company’s knowledge of current events and actions it may undertake in the future, actual results may ultimately differ from estimates and assumptions. Revenue Recognition The principal source of revenues from franchising hotels is ongoing royalty, marketing and reservation fees, which are typically a percentage of gross room revenues of each franchised hotel. For a more detailed description of revenue recognition see Note 3 - Revenue Recognition. Loyalty Program The Company operates the Wyndham Rewards loyalty program. Loyalty members primarily accumulate points by staying in hotels operated under one of the Company’s brands. Wyndham Rewards members may also accumulate points by purchasing everyday services and products with their Wyndham Rewards co-branded credit card. The Company earns revenue from these programs (i) when a member stays at a participating hotel or club resort or vacation rental from a fee charged by the Company to the property owner or manager, which is based upon a percentage of room revenues generated from such stay which the Company recognizes, net of redemptions, over time based upon loyalty point redemption patterns, including an estimate of loyalty points that will expire or will never be redeemed, and (ii) based upon a percentage of the member’s spending on the Wyndham Rewards co-branded credit cards for which revenues are paid to the Company by a third-party issuing bank which the Company primarily recognizes over time based upon the redemption patterns of the loyalty points earned under the program, including an estimate of loyalty points that will expire or will never be redeemed. As members earn points through the loyalty program, the Company records a liability for the estimated future redemption costs, which is calculated based on (i) an estimated cost per point and (ii) an estimated redemption rate of the overall points earned, which is determined with the assistance of a third-party actuarial firm through historical experience, current trends and the use of an actuarial analysis. The Company estimates the value of the future redemption obligations by projecting the timing of future point redemptions based on historical levels, including an estimate of the points that will expire or never be redeemed, and an estimate of the points members will eventually redeem. The recorded liability related to the program totals $118 million and $109 million as of December 31, 2022 and 2021, respectively, of which $74 million and $67 million, respectively, are included in accrued expenses and other current liabilities, and $44 million and $42 million, respectively, are included in other non-current liabilities on the Company’s Consolidated Balance Sheets. Cash and Cash Equivalents The Company considers highly-liquid investments purchased with an original maturity of three months or less to be cash equivalents. Valuation of Accounts Receivable The Company measures the expected credit losses of its receivables on a collective (pool) basis which aggregates receivables with similar risk characteristics and uses historical collection attrition rates for periods ranging from seven Advertising Expense Advertising costs are expensed in the period incurred. Advertising expenses, which are primarily recorded within marketing and reservation expenses on the Consolidated Statements of Income/(Loss), were $124 million, $85 million and $57 million in 2022, 2021 and 2020, respectively. Property and Equipment Property and equipment (including leasehold improvements) are recorded at cost, and presented net of accumulated depreciation and amortization. Depreciation, recorded as a component of depreciation and amortization on the Consolidated Statements of Income/(Loss), is calculated utilizing the straight-line method over the lesser of the lease terms or estimated useful lives of the related assets. Amortization of leasehold improvements, also recorded as a component of depreciation and amortization, is calculated utilizing the straight-line method over the lesser of the estimated benefit period of the related assets or the lease terms. Useful lives are generally up to 20 years for leasehold improvements and from three The Company capitalizes the costs of software developed for internal use in accordance with the guidance for accounting for costs of computer software developed or obtained for internal use. Capitalization of software developed for internal use commences during the development phase of the project. The Company amortizes software developed or obtained for internal use on a straight-line basis over its estimated useful life, which is generally three The net carrying value of software developed or obtained for internal use was $56 million and $52 million as of December 31, 2022 and 2021, respectively. Impairment of Long-Lived Assets Goodwill is reviewed annually (during the fourth quarter of each year subsequent to completing the Company’s annual forecasting process), or more frequently if circumstances indicate that the value of goodwill may be impaired, to the reporting units’ carrying values as required by the guidance. This is done either by performing a qualitative assessment or utilizing the one-step impairment test, with an impairment being recognized only where the fair value is less than carrying value. In any given year, the Company can elect to perform a qualitative assessment to determine whether it is more likely than not that the fair value of a reporting unit is in excess of its carrying value. If it is not more likely than not that the fair value is in excess of the carrying value, or the Company elects to bypass the qualitative assessment, the Company would use the one-step impairment test. The qualitative factors evaluated include macroeconomic conditions, industry and market considerations, cost factors, overall financial performance, its historical share price as well as other industry-specific considerations. The Company performed its annual quantitative assessment for impairment on each reporting unit’s goodwill as of October 1, 2022 and determined that no impairments existed and that it was more likely than not that the fair value of its reporting units continued to substantially exceed their carrying values. The Company also determines whether the carrying values of other indefinite-lived intangible assets are impaired on an annual basis or more frequently if indicators of potential impairment exist. Application of the other indefinite-lived intangible assets impairment test requires judgment in the assumptions underlying the approach used to determine fair value. The fair value of each other indefinite-lived intangible asset is estimated using a discounted cash flow methodology. This analysis requires significant judgments, including estimation of future cash flows, which are dependent on internal forecasts, discount rates and to a lesser extent, estimation of long-term rates of growth. The estimates used to calculate the fair value of other indefinite-lived intangible assets change from year to year based on operating results and market conditions. Changes in these estimates and assumptions could materially affect the determination of fair value and the other indefinite-lived intangible assets’ impairment. The Company performed its annual quantitative assessment for impairment on its indefinite-lived intangible assets as of October 1, 2022 and determined that no impairments existed and that it was more likely than not that the fair value of its indefinite-lived intangible assets continued to exceed their carrying values. The Company also evaluates the recoverability of each of its definite-lived intangible assets by performing a qualitative assessment to determine if circumstances indicate that impairment may have occurred. If such circumstances exist, the Company performs a quantitative assessment by comparing the respective carrying value of the assets to the expected future cash flows, on an undiscounted basis, to be generated from such assets. The Company also evaluates the recoverability of its other long-lived assets, including property and equipment, if circumstances indicate impairment may have occurred, pursuant to guidance for impairment or disposal of long-lived assets. This analysis is performed by comparing the respective carrying values of the assets to the current and expected future cash flows, on an undiscounted basis, to be generated from such assets. If such analysis indicates that the carrying value of these assets is not recoverable, the carrying value of such assets is reduced to fair value. Business Combinations The Company accounts for business combinations in accordance with the guidance for business combinations and related literature. Accordingly, the Company allocates the purchase price of acquired companies to the tangible and intangible assets acquired and liabilities assumed based upon their estimated fair values at the date of purchase. The difference between the purchase price and the fair value of the net assets acquired is recorded as goodwill. In determining the fair values of assets acquired and liabilities assumed in a business combination, the Company uses various recognized valuation methods including present value modeling and referenced market values, where available. Further, the Company makes assumptions within certain valuation techniques including discount rates and timing of future cash flows. Valuations are performed by management or external valuation specialists under management’s supervision, where appropriate. The Company believes that the estimated fair values assigned to the assets acquired and liabilities assumed are based on reasonable assumptions that marketplace participants would use. However, such assumptions are inherently uncertain and actual results could differ from those estimates. Income Taxes The Company recognizes deferred tax assets and liabilities based on the differences between the financial statement carrying amounts and the tax basis of assets and liabilities using currently enacted tax rates. The Company regularly reviews its deferred tax assets to assess their potential realization and establishes a valuation allowance for portions of such assets that the Company believes will not be ultimately realized. In performing this review, the Company makes estimates and assumptions regarding projected future taxable income, the expected timing of the reversals of existing temporary differences and the implementation of tax planning strategies. A change in these assumptions may increase or decrease the Company’s valuation allowance resulting in an increase or decrease in its effective tax rate, which could materially impact the Company’s results of operations. For tax positions the Company has taken or expects to take in a tax return, it applies a more likely than not threshold, under which the Company must conclude a tax position is more likely than not to be sustained, based on the technical merits, assuming that the position will be examined by the appropriate taxing authority that has full knowledge of all relevant information, in order to recognize or continue to recognize the benefit. In determining the Company’s provision for income taxes, the Company uses judgment, reflecting its estimates and assumptions, in applying the more likely than not threshold. The Company accounts for the global intangible low-taxed income provisions under the period cost method. Stock-Based Compensation In accordance with the guidance for stock-based compensation, the Company measures all employee stock-based compensation awards using a fair value method and records the related expense in its Consolidated Statements of Income/(Loss). The Company recognizes the cost of stock-based compensation awards to employees as they provide services and the expense is recognized ratably over the requisite service period. The requisite service period is the period during which an employee is required to provide services in exchange for an award. Forfeitures are recorded upon the actual employee termination for each outstanding grant. Derivative Instruments The Company uses derivative instruments as part of its overall strategy to manage its exposure to market risks primarily associated with fluctuations in interest rates and currency exchange rates. As a matter of policy, the Company does not use derivatives for trading or speculative purposes. All derivatives are recorded at fair value as either assets or liabilities. Changes in fair value of derivatives not designated as hedging instruments and of derivatives designated as fair value hedging instruments are recognized currently in operating income/(loss) and interest expense, net in the Consolidated Statements of Income/(Loss), based upon the nature of the hedged item. The effective portion of changes in fair value of derivatives designated as cash flow hedging instruments is recorded as a component of other comprehensive income/(loss). The ineffective portion is reported immediately in earnings as a component of operating or interest expense, based upon the nature of the hedged item. Amounts included in other comprehensive income/(loss) are reclassified into earnings in the same period during which the hedged item affects earnings. Accumulated Other Comprehensive Income/(Loss) Accumulated other comprehensive income (“AOCI”) (loss) consists of accumulated foreign currency translation adjustments and unrealized gains or losses on the Company’s cash flow hedges. Foreign currency translation adjustments exclude income taxes related to indefinite investments in foreign subsidiaries. Assets and liabilities of foreign subsidiaries having non-U.S.-dollar functional currencies are translated at exchange rates at the balance sheet dates. Revenues and expenses are translated at average exchange rates during the periods presented. The gains or losses resulting from translating foreign currency financial statements into U.S. dollars, net of hedging gains or losses and taxes, are included in AOCI on the Consolidated Balance Sheets. Recently Adopted Accounting Pronouncements Simplifying the Accounting for Income Taxes. On December 18, 2019, the FASB issued guidance which simplifies the accounting standards for income taxes. The amendment clarifies and simplifies aspects of the accounting for income taxes to help promote consistent application of GAAP by eliminating certain exceptions to the general principles of ASC 740, Income Taxes . This guidance is effective for fiscal years beginning after December 15, 2020 and interim periods within those fiscal years, with early adoption permitted. The Company adopted the guidance on January 1, 2021, as required. There was no material impact on the Company’s Consolidated Financial Statements and related disclosures as a result of adopting this new standard. Reference Rate Reform: Facilitation of the Effects of Reference Rate Reform on Financial Reporting. In March 2020, the FASB issued optional guidance for a limited time to ease the potential burden in accounting for reference rate reform. The new guidance provides optional expedients and exceptions for applying U.S. GAAP to contracts, hedging relationships and other transactions affected by reference rate reform if certain criteria are met. The amendments apply only to contracts and hedging relationships that reference LIBOR or another reference rate expected to be discontinued due to reference rate reform. These amendments are effective immediately and may be applied prospectively to contract modifications made and hedging relationships entered into or evaluated on or before December 31, 2022. The Company adopted the guidance upon issuance, as required and there was no material impact on its Consolidated Financial Statements and related disclosures. Measurement of Credit Losses on Financial Instruments. In June 2016, the FASB issued guidance to replace the existing methodology for estimating credit losses with a methodology that reflects lifetime expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. This guidance is effective for fiscal years beginning after December 15, 2019 and interim periods within those fiscal years. The Company adopted the guidance on January 1, 2020, as required using the modified retrospective approach through a cumulative-effect adjustment to retained earnings as of the effective date to align the Company’s current processes for establishing an allowance for credit losses with the new guidance. See Note 5 - Accounts Receivable for the impact of adoption. Simplifying the Test for Goodwill Impairment. In January 2017, the FASB issued guidance which simplifies the current two-step goodwill impairment test by eliminating Step 2 of the test. The guidance requires a one-step impairment test in which an entity compares the fair value of a reporting unit with its carrying amount and recognizes an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value, if any. This guidance is effective for fiscal years beginning after December 15, 2019 and interim periods within those fiscal years, and should be applied on a prospective basis. The Company adopted the guidance on January 1, 2020, as required and there was no material impact on its Consolidated Financial Statements and related disclosures. |
Revenue Recognition
Revenue Recognition | 12 Months Ended |
Dec. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | 3. REVENUE RECOGNITION The principal source of revenues from franchising hotels is ongoing royalty fees, which are typically a percentage of gross room revenues of each franchised hotel. The Company recognizes royalty fee revenues as and when the underlying sales occur. The Company also receives non-refundable initial franchise fees, which are recognized as revenues over the initial non-cancellable period of the franchise agreement, commencing when all material services or conditions have been substantially performed. This occurs when a hotel opens for business in the Company’s system or when a franchise agreement is terminated after it has been determined that the hotel will not open. The Company’s standard franchise agreement typically has a term of 10 to 20 years. The Company’s franchise agreements also require the payment of marketing and reservation fees, which are intended to reimburse the Company for expenses associated with operating an international, centralized reservation system, e-commerce channels such as the Company’s brand.com websites, as well as access to third-party distribution channels, such as online travel agents, advertising and marketing programs, global sales efforts, operations support, training and other related services. Marketing and reservation fees are recognized as revenue when the underlying sales occur. Although the Company is generally contractually obligated to spend the marketing and reservation fees it collects from franchisees, in accordance with the franchise agreements, marketing and reservations costs are expensed as incurred. The Company earns revenues from its Wyndham Rewards loyalty program when a member stays at a participating hotel, club resort or vacation rental. These revenues are derived from a fee the Company charges a franchised or managed hotel based upon a percentage of room revenues generated from a Wyndham Rewards member’s stay. These fees are to reimburse the Company for expenses associated with member redemptions and activities that are related to the administering and marketing of the program. Revenues related to the loyalty program represent variable consideration and are recognized net of redemptions over time based upon loyalty point redemption patterns, which include an estimate of loyalty points that will expire or will never be redeemed. As a result of the negative impact that COVID-19 had on travel demand in 2020, the Company’s assumptions related to redemptions, including estimated member redemption rate, member redemption pattern, and the estimated cost to satisfy such redemptions, changed. Accordingly, the Company recognized a $16 million cumulative adjustment, which resulted in an increase to loyalty revenues during the second quarter of 2020. Such increase was included within marketing, reservation and loyalty and other revenues on the Consolidated Statement of Income/(Loss) for the year ended December 31, 2020. The Company earns revenue from its Wyndham Rewards co-branded credit card program, which is primarily generated by cardholder spending and the enrollment of new cardholders. The advance payments received under the program are recognized as a contract liability. The program primarily contains two performance obligations: (i) brand performance services, for which revenue is recognized over the contract term on a straight-line basis, and (ii) issuance and redemption of loyalty points, for which revenue is recognized over time based upon the redemption patterns of the loyalty points earned under the program, including an estimate of loyalty points that will expire or will never be redeemed. The Company provides management services for hotels under management contracts, which offer hotel owners all the benefits of a global brand and a full range of management, marketing and reservation services. In addition to the standard franchise services described above, the Company’s hotel management business provides hotel owners with professional oversight and comprehensive operations support services. The Company’s standard management agreement typically has a term of 10 to 20 years. The Company’s management fees are comprised of base fees, which are typically a specified percentage of gross revenues from hotel operations, and, in some cases, incentive fees, which are typically a specified percentage of a hotel’s gross operating profit. The base fees are recognized when the underlying sales occur and the management services are performed. Incentive fees are recognized when determinable, which is when the Company has met hotel operating performance metrics and the Company has determined that a significant reversal of revenues recognized will not occur. The Company also recognizes reimbursable payroll costs for operational employees and other reimbursable costs at certain of the Company’s managed hotels as revenue. Although these costs are funded by hotel owners, accounting guidance requires the Company to report these fees on a gross basis as both revenues and expenses. Additionally, the Company recognizes occupancy taxes on a net basis. The Company recognizes license and other revenues from Wyndham Worldwide (“former Parent”), now known as Travel + Leisure Co., for use of the “Wyndham” trademark and certain other trademarks. In addition, the Company earned revenues from its previously two owned hotels (sold in 2022), which consisted primarily of (i) gross room rentals, (ii) food and beverage services and (iii) on-site spa, casino, golf and shop revenues. These revenues were recognized upon the completion of services. 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 December 31, 2022 and December 31, 2021 are as follows: December 31, 2022 December 31, 2021 Deferred initial franchise fee revenues $ 143 $ 145 Deferred loyalty program revenues 85 76 Deferred other revenues 19 14 Total $ 247 $ 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. 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 years set forth below: 2023 2024 2025 Thereafter Total Initial franchise fee revenues $ 15 $ 8 $ 7 $ 113 $ 143 Loyalty program revenues 54 21 8 2 85 Other revenues 14 1 1 3 19 Total $ 83 $ 30 $ 16 $ 118 $ 247 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: Year Ended December 31, 2022 2021 2020 Hotel Franchising Royalties and franchise fees $ 496 $ 436 $ 309 Marketing, reservation and loyalty 543 467 369 License and other fees 100 79 84 Other 138 117 101 Total Hotel Franchising 1,277 1,099 863 Hotel Management Royalties and franchise fees 16 25 19 Marketing, reservation and loyalty 1 1 1 Owned hotel revenues 42 82 37 Management fees 15 35 27 Cost reimbursements 144 320 350 Other 3 3 3 Total Hotel Management 221 466 437 Net revenues $ 1,498 $ 1,565 $ 1,300 Capitalized Contract Costs |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Dec. 31, 2022 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | 4. EARNINGS PER SHARE The computation of basic and diluted earnings/(loss) per share (“EPS”) is based on net income/(loss) 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) for the years ended December 31: 2022 2021 2020 Net income/(loss) $ 355 $ 244 $ (132) Basic weighted average shares outstanding 90.3 93.4 93.4 Stock options and restricted stock units (“RSUs”) (a) 0.5 0.5 — Diluted weighted average shares outstanding 90.8 93.9 93.4 Earnings/(loss) per share: Basic $ 3.93 $ 2.61 $ (1.42) Diluted 3.91 2.60 (1.42) Dividends: Cash dividends declared per share $ 1.28 $ 0.88 $ 0.56 Aggregate dividends paid to stockholders $ 116 $ 82 $ 53 _____________________ (a) Due to the anti-dilutive effect resulting from the reported net loss for the year ended December 31, 2020, 0.1 million of anti-dilutive shares were omitted from the calculation of weighted average shares outstanding for the period. 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 January 1, 2021 9.0 $ 519 $ 57.55 For the twelve months ended December 31, 2022 6.2 445 71.70 As of December 31, 2022 15.2 $ 964 $ 63.32 The Company had $436 million of remaining availability under its program as of December 31, 2022. |
Accounts Receivables
Accounts Receivables | 12 Months Ended |
Dec. 31, 2022 | |
Receivables [Abstract] | |
Accounts and Nontrade Receivable | 5. ACCOUNTS RECEIVABLE Allowance for Doubtful Accounts The Company generates trade receivables in the ordinary course of its business and provides for estimated bad debts on such receivables. The Company adopted the new accounting guidance, ASU 2016-13, Measurement of Credit Losses on Financial Instruments on January 1, 2020. As a result of adopting the new guidance, the Company recorded a $10 million (net of a $2 million income tax benefit) cumulative effect adjustment to retained earnings at January 1, 2020. Since adoption, the Company measures the expected credit losses of its receivables on a collective (pool) basis which aggregates receivables with similar risk characteristics and uses historical collection attrition rates for periods ranging from seven The following table sets forth the activity in the Company’s allowance for doubtful accounts on trade accounts receivables for the years ended: December 31, 2022 December 31, 2021 December 31, 2020 Beginning balance $ 81 $ 72 $ 47 Cumulative effect of change in accounting standard — — 12 (Recovery of)/provision for doubtful accounts (2) 21 37 Bad debt write-offs (15) (12) (24) Ending balance $ 64 $ 81 $ 72 Notes Receivable |
Hotel Brand Acquisition
Hotel Brand Acquisition | 12 Months Ended |
Dec. 31, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Asset Acquisition | 6. HOTEL BRAND ACQUISITION During September 2022, the Company completed the acquisition of the Vienna House hotel brand for a total purchase price of $44 million. Vienna House’s portfolio consisted of 41 franchised hotels across Europe, predominantly in Germany. This acquisition enables the Company to grow the Vienna House brand by leveraging its global scale and franchise expertise and is consistent with the Company’s strategy to expand its brand portfolio and total system size. The purchase price was allocated based on the fair value of the indefinite lived trademark and franchise agreements acquired, which have a 20 year life. The following table summarizes the fair value of the assets acquired in connection with Wyndham's acquisition of Vienna House: Amount Franchise agreements $ 16 Trademark 28 Total assets acquired $ 44 This asset acquisition was assigned to the Company’s Hotel Franchising segment. The results of operations of Vienna House have been included in the Consolidated Statements of Income since its date of acquisition. Such results were not material to the Company's results of operations for the three months and year ended December 31, 2022. |
Assets and Liabilities Held for
Assets and Liabilities Held for Sale | 12 Months Ended |
Dec. 31, 2022 | |
Property, Plant and Equipment [Abstract] | |
Assets and Liabilities Held for Sale | 7. 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 and May 2022, the Company completed the sale of its Wyndham Grand Bonnet Creek Resort and Wyndham Grand Rio Mar Resort, respectively, resulting in no assets or liabilities left held for sale. See Note 18 - Other Expenses and Charges for more information on the sales. The Company’s Consolidated Balance Sheets include the following with respect to assets and liabilities held for sale: December 31, 2021 Assets: Trade receivables, net $ 4 Other current assets 4 Property and equipment, net 146 Total assets held for sale $ 154 Liabilities: Accrued expenses and other current liabilities $ 8 Deferred revenues 6 Other liabilities 3 Total liabilities held for sale $ 17 |
Property and Equipment, Net Pro
Property and Equipment, Net Property and Equipment, Net | 12 Months Ended |
Dec. 31, 2022 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, net | 8. PROPERTY AND EQUIPMENT, NET Property and equipment, net consisted of: As of December 31, 2022 2021 Leasehold improvements 30 30 Capitalized software 290 326 Furniture, fixtures and equipment 24 32 Finance leases 64 64 Construction in progress 9 12 417 464 Less: Accumulated depreciation 318 358 $ 99 $ 106 During the fourth quarter of 2021, the Company’s Board approved a plan to sell its two owned hotels. As of December 31, 2021 the Company reported $146 million of net property and equipment in assets held for sale on the Consolidated Balance Sheets. In addition, as a result of the Board approval, the Company evaluated the recoverability of its owned hotels’ long-lived assets and in the fourth quarter of 2021, the Company recorded a $6 million impairment charge which was reported within impairments, net on the Consolidated Statement of Income/(Loss). The Company recorded depreciation expense of $46 million, $57 million, and $61 million during 2022, 2021 and 2020, respectively, related to property and equipment. |
Intangible Assets
Intangible Assets | 12 Months Ended |
Dec. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | 9. INTANGIBLE ASSETS Intangible assets consisted of the following: December 31, 2022 December 31, 2021 Gross (a) Gross Accumulated Net Goodwill $ 1,525 $ 1,539 $ 14 $ 1,525 December 31, 2022 December 31, 2021 Gross Accumulated Net Gross Accumulated Net Unamortized intangible assets: Trademarks $ 1,231 $ 1,201 Amortized intangible assets: Franchise agreements $ 913 $ 541 $ 372 $ 895 $ 513 $ 382 Management agreements 15 14 1 135 44 91 Trademarks 1 — 1 2 1 1 Other 1 — 1 1 1 — $ 930 $ 555 $ 375 $ 1,033 $ 559 $ 474 ______________________ (a) Due to the sale of its two owned hotels in 2022, the Company derecognized $14 million from its gross carrying value and accumulated impairment goodwill balances. The changes in the carrying amount of goodwill are as follows: Balance as of January 1, 2021 2022 and 2021 Adjustments to Goodwill Balance as of December 31, 2022 Hotel Franchising $ 1,441 $ — $ 1,441 Hotel Management 84 — 84 Total $ 1,525 $ — $ 1,525 Amortization expense relating to amortizable intangible assets was as follows for the years ended December 31: 2022 2021 2020 Franchise agreements $ 26 $ 27 $ 27 Management agreements 5 11 10 Total (a) $ 31 $ 38 $ 37 ______________________ (a) Included as a component of depreciation and amortization on the Consolidated Statements of Income/(Loss). Based on the Company’s amortizable intangible assets as of December 31, 2022, the Company expects related amortization expense as follows: Amount 2023 $ 28 2024 27 2025 27 2026 26 2027 26 In March 2022, the Company completed the exit of its select-service hotel management business and received an $84 million termination fee, which under the terms of the agreement with CorePoint Lodging (“CPLG”) effectively resulted in the sale of the rights to the management contracts that 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 of the related hotel management contract intangible asset and thus resulted in a full recovery of such asset. The proceeds were reported in proceeds from asset sales, net on the Consolidated Statement of Cash Flows. The franchise agreements for these hotels remained in place at their stated fee structure. As a result of the impact COVID-19 had on the Company’s operations during 2020, the Company performed quantitative assessments on intangible assets in the second quarter of 2020. As a result of the assessments, the Company incurred a $14 million charge in the second quarter of 2020 to fully write-down the goodwill balance for its owned hotel reporting unit. Such charge was reported within impairments, net The following is the breakout of the intangible impairment charges recorded in the second quarter of 2020: Intangible Asset Book Value Impairment Charges Adjusted Fair Value Owned hotel reporting unit goodwill $ 14 $ (14) $ — La Quinta trademark 710 (155) 555 Other trademarks (a) 103 (36) 67 Total $ 827 $ (205) $ 622 _____________________ (a) Represents the impairments of three of the Company’s trademarks. |
Franchising, Marketing and Rese
Franchising, Marketing and Reservation Activities | 12 Months Ended |
Dec. 31, 2022 | |
Franchisors [Abstract] | |
Franchising and Marketing and Reservation Activities | 10. FRANCHISING, MARKETING AND RESERVATION ACTIVITIES Royalties and franchise fee revenues on the Consolidated Statements of Income/(Loss) include initial franchise fees of $15 million, $14 million and $20 million in 2022, 2021 and 2020, respectively. 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/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. 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 Consolidated Financial Statements include the following with respect to development advances: Consolidated Balance Sheets: As of December 31, 2022 2021 Other non-current assets $ 144 $ 108 Consolidated Statements of Income/(Loss): Year Ended December 31, 2022 2021 2020 Forgiveness of notes (a) $ 12 $ 11 $ 9 Bad debt expense related to notes 1 1 1 _____________________ (a) Amounts are recorded as a reduction of royalties and franchise fees and marketing, reservation and loyalty revenues. |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities Accrued Expenses and Other Current Liabilities | 12 Months Ended |
Dec. 31, 2022 | |
Accrued Expenses and Other Current Liabilities [Abstract] | |
Accrued Expenses and Other Current Liabilities | 11. ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES Accrued expenses and other current liabilities consisted of: As of December 31, 2022 2021 Accrued loyalty program liabilities (Note 2) $ 74 $ 67 Accrued payroll and related expenses 73 74 Accrued taxes payable 38 33 Accrued self-insurance liabilities 20 25 Accrued marketing expenses 10 11 Accrued professional expenses 10 9 Accrued interest 9 9 Accrued legal settlements (Note 15) 8 6 Operating lease liabilities (Note 20) 4 4 Due to former Parent (Note 19) 3 5 Other 15 15 $ 264 $ 258 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 12. INCOME TAXES The income tax provision/(benefit) consists of the following: Year Ended December 31, 2022 2021 2020 Current Federal $ 116 $ 65 $ (5) State 22 16 (2) Foreign 22 11 4 160 92 (3) Deferred Federal (30) (5) (10) State (9) — (8) Foreign — 4 (5) (39) (1) (23) Provision for/(benefit from) income taxes $ 121 $ 91 $ (26) Pretax income/(loss) for domestic and foreign operations consisted of the following: Year Ended December 31, 2022 2021 2020 Domestic $ 432 $ 312 $ (113) Foreign 44 23 (45) Pretax income/(loss) $ 476 $ 335 $ (158) Deferred Taxes Deferred income tax assets and liabilities are comprised of the following: As of December 31, 2022 2021 Deferred income tax assets: Accrued liabilities and deferred revenues $ 85 $ 77 Tax credits (a) 7 7 Other comprehensive income and other 14 14 Provision for doubtful accounts 7 10 Net operating loss carryforward (b) 22 21 Valuation allowance (c) (23) (27) Deferred income tax assets 112 102 Deferred income tax liabilities: Depreciation and amortization 417 444 Other comprehensive income and other 35 19 Deferred income tax liabilities 452 463 Net deferred income tax liabilities $ 340 $ 361 Reported in: Other non-current assets $ 5 $ 5 Deferred income taxes 345 366 Net deferred income tax liabilities $ 340 $ 361 _____________________ (a) As of December 31, 2022, the Company had $7 million of foreign tax credits. The foreign tax credits expire no later than 2032. (b) As of December 31, 2022, the Company’s net operating loss carryforwards primarily relate to state net operating losses, which are due to expire at various dates, but no later than 2042. (c) The valuation allowance of $23 million at December 31, 2022 relates to net operating loss carryforwards, certain deferred tax assets and foreign tax credits of $14 million, $2 million and $7 million, respectively. The valuation allowance of $27 million at December 31, 2021 relates to net operating loss carryforwards, certain deferred tax assets and foreign tax credits of $17 million, $6 million and $4 million, respectively. The valuation allowance will be reduced when and if the Company determines it is more likely than not that the related deferred income tax assets will be realized. Although the one-time mandatory deemed repatriation tax during 2017 and the territorial tax system created as a result of U.S. tax reform generally eliminate U.S. federal income taxes on dividends from foreign subsidiaries, the Company continues to assert that all of the undistributed foreign earnings of $48 million will be reinvested indefinitely as of December 31, 2022. In the event the Company determines not to continue to assert that all or part of its undistributed foreign earnings are permanently reinvested, such a determination in the future could result in the accrual and payment of additional foreign withholding taxes and U.S. taxes on currency transaction gains and losses, the determination of which is not practicable due to the complexities associated with the hypothetical calculation. The Company’s effective income tax rate differs from the U.S. federal statutory rate as follows for the years ended December 31: 2022 2021 2020 Federal statutory rate 21.0 % 21.0 % 21.0 % State and local income taxes, net of federal tax benefits 2.8 3.1 5.5 Taxes on foreign operations at rates different than U.S. federal statutory rates 1.9 2.0 (2.1) Taxes on foreign income, net of tax credits 0.4 0.3 1.2 Nondeductible executive compensation 0.7 0.7 (1.9) Nondeductible goodwill impairment — — (1.8) Foreign-derived intangible income (0.5) (0.2) 0.2 Valuation allowances (0.6) 0.5 (5.2) Other (0.3) (0.2) (0.4) 25.4 % 27.2 % 16.5 % The effective income tax rate for 2022, 2021 and 2020 differs from the U.S. Federal income tax rate of 21% primarily due to state taxes and U.S. and foreign taxes, including withholding taxes on the Company’s international operations. During 2020, our effective tax rate was lower primarily related to goodwill impairment charges that are nondeductible for tax purposes and valuation allowances for certain deferred tax attributes. The following table summarizes the activity related to the Company’s unrecognized tax benefits as of December 31: 2022 2021 2020 Beginning balance $ 7 $ 9 $ 11 Increases related to tax positions taken during a prior period 4 1 — Increases related to tax positions taken during the current period — — 1 Decreases related to settlements with taxing authorities — — — Decreases as a result of a lapse of the applicable statute of limitations (3) (2) (3) Decreases related to tax positions taken during a prior period — (1) — Ending balance $ 8 $ 7 $ 9 The gross amount of the unrecognized tax benefits that, if recognized, would affect the Company’s effective tax rate was $8 million, $7 million and $9 million as of December 31, 2022, 2021 and 2020, respectively. The Company recorded both accrued interest and penalties related to unrecognized tax benefits as a component of provision for/(benefit from) income taxes on the Consolidated Statements of Income/(Loss). The amount of potential penalties and interest related to these unrecognized tax benefits recorded in the provision for income taxes was immaterial during 2022 and 2021 and a benefit of $1 million during 2020. The Company had a liability for potential penalties of $1 million as of December 31, 2022, 2021 and 2020, and potential interest of $2 million as of December 31, 2022, 2021 and 2020. Such liabilities are reported as a component of accrued expenses and other current liabilities and other non-current liabilities on the Consolidated Balance Sheets. The Company does not expect the unrecognized tax benefits to change significantly over the next 12 months. The Company files income tax returns in the U.S. federal and state jurisdictions, as well as in foreign jurisdictions. With certain exceptions, the Company is no longer subject to federal income tax examinations for years prior to 2019. The 2017 through 2021 tax years generally remain subject to examination by many state tax authorities. In significant foreign jurisdictions, the 2015 through the 2021 tax years generally remain subject to examination by their respective tax authorities. The statute of limitations is scheduled to expire within 12 months of the reporting date in certain taxing jurisdictions, and the Company therefore believes that it is reasonably possible that the total amount of its unrecognized tax benefits could decrease by $4 million to $5 million. The Company made cash income tax payments, net of refunds, of $123 million during 2022 and $114 million during 2021. The Company received income tax refunds, net of payments, of $9 million during 2020. Additionally, the Company had $15 million and $48 million of income tax receivables as of December 31, 2022 and 2021, respectively, which was reported within other current assets on the Consolidated Balance Sheets. |
Long-Term Debt and Borrowing Ar
Long-Term Debt and Borrowing Arrangements | 12 Months Ended |
Dec. 31, 2022 | |
Debt Disclosure [Abstract] | |
Long-Term Debt and Borrowing Arrangements | 13. LONG-TERM DEBT AND BORROWING ARRANGEMENTS The Company’s indebtedness consisted of: As of December 31, 2022 2021 Long-term debt: (a) Amount Weighted Average Rate (b) Amount Weighted Average Rate (b) $750 million revolving credit facility (due April 2027) $ — $ — $400 million term loan A (due April 2027) 399 5.92% — $1.6 billion term loan B (due May 2025) 1,139 3.70% 1,541 3.07% 4.375% senior unsecured notes (due August 2028) 494 4.38% 493 4.38% Finance leases 45 4.50% 50 4.50% Total long-term debt 2,077 2,084 Less: Current portion of long-term debt 20 21 Long-term debt $ 2,057 $ 2,063 _____________________ (a) The carrying amount of the term loan and senior unsecured notes are net of deferred debt issuance costs of $11 million and $15 million as of December 31, 2022 and 2021, respectively. (b) Weighted average interest rate based on year-end balances, including the effects from hedging. Maturities and Capacity The Company’s outstanding debt as of December 31, 2022 matures as follows: Long-Term Debt Within 1 year $ 20 Between 1 and 2 years 26 Between 2 and 3 years 1,173 Between 3 and 4 years 37 Between 4 and 5 years 313 Thereafter 508 Total $ 2,077 As of December 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 Long-Term Debt $750 million Revolving Credit Facility During May 2018, the Company entered into an agreement for a $750 million revolving credit facility expiring in May 2023. This facility is subject to an interest rate per annum equal to, at the Company’s option, either a base rate plus a margin ranging from 0.50% to 1.00% or LIBOR plus a margin ranging from 1.50% to 2.00%, in either case based upon the total leverage ratio of the Company and its restricted subsidiaries. In addition, the Company will pay a commitment fee on the unused portion of the revolving credit facility of 0.20% per annum. In April 2020, the Company completed an amendment to its revolving credit facility agreement to waive the quarterly-tested leverage covenant until April 1, 2021. The covenant was also modified for the second, third and fourth quarters of 2021 to use a form of annualized EBITDA, as defined in the credit agreement, rather than the last twelve months EBITDA, as previously required. In return for this modification, the Company agreed to temporarily maintain minimum liquidity of $200 million, which is defined in the credit agreement as the total of unrestricted cash on hand and available capacity under the Company’s revolving credit facility, pay a higher interest rate on outstanding borrowings, restrict share repurchases and reduce payment of dividends, or restrict dividends to $0.01 per share in the event the Company’s liquidity was below $300 million. As of December 31, 2021 all restrictions have been lifted. In April 2022, the Company entered into the Third Amendment to the Credit Agreement dated May 30, 2018 which amended its original five-year $750 million revolver to extend the term to April 2027. The benchmark rate applicable to the revolver has changed from LIBOR to Secured Overnight Funding Rate (“SOFR”). The revolver is subject to an interest rate equal to, at the Company’s option, either (i) a base rate plus a margin ranging from 0.50% to 1.00% or (ii) SOFR, plus a margin ranging from 1.50% to 2.00% and an additional 0.10% SOFR adjustment, in either case based upon the total leverage ratio of the Company and its restricted subsidiaries. The revolver is subject to the same prepayment provisions and covenants applicable to the previous revolver. $400 million Term Loan A Agreement In April 2022, the Company entered into the Third Amendment to the Credit Agreement dated May 30, 2018. The amendment provides for a new senior secured term loan A facility (“Term Loan A”) in an aggregate principal amount of $400 million maturing in April 2027, the proceeds of which were used to repay a portion of the existing Term Loan B facility. The Term Loan A is subject to an interest rate equal to, at the Company’s option, either (i) a base rate plus a margin ranging from 0.50% to 1.00% or (ii) SOFR, plus a margin ranging from 1.50% to 2.00% and an additional 0.10% SOFR adjustment, in either case based upon the total leverage ratio of the Company and its restricted subsidiaries. The term loan A is subject to the same prepayment provisions and covenants applicable to the existing Term Loan B. The Term Loan A is subject to quarterly principal payments as follows: (i) 0.0% per year of the initial principal amount during the first year, (ii) 5.0% per year of the initial principal amount payable in equal quarterly installments during the second and third years and (iii) 7.5% per year of the initial principal amount payable in equal quarterly installments during the fourth and fifth years, with final payments of all amounts outstanding, plus accrued interest, being due on the maturity date in April 2027. $1.6 billion Term Loan B Agreement During May 2018, the Company entered a credit agreement for a $1.6 billion term loan (the “Term Loan B”) expiring in May 2025. The interest rate per annum applicable to the Term Loan B is equal to, at the Company’s option, either a base rate plus a margin of 0.75% or LIBOR plus a margin of 1.75%. The LIBOR rate with respect to the Term Loan B is subject to a “floor” of 0.00%. The Term Loan B began amortizing in equal quarterly installments beginning in the fourth quarter of 2018 in aggregate annual amounts equal to 1.00% of the original principal amount thereof. The Term Loan B is subject to standard mandatory prepayment provisions including (i) 100% of the net cash proceeds from issuances or incurrence of debt by the Company or any of its restricted subsidiaries (other than with respect to certain permitted indebtedness); (ii) 100% (with step-downs to 50% and 0% based upon achievement of specified first-lien leverage ratios) of the net cash proceeds from certain sales or other dispositions of assets by the Company or any of its restricted subsidiaries in excess of a certain amount and subject to customary reinvestment provisions and certain other exceptions; and (iii) 50% (with step-downs to 25% and 0% based upon achievement of specified first-lien leverage ratios) of annual (commencing with the 2019 fiscal year) excess cash flow of the Company and its restricted subsidiaries, subject to customary exceptions and limitations. During 2022, the Company prepaid $400 million of the Term Loan B with proceeds from the issuance of the Term Loan A and as a result, the Company is no longer subject to quarterly principal payments on Term Loan B. The revolving credit facility and term loan (the “Credit Facilities”) are guaranteed, jointly and severally, by certain of the Company’s wholly-owned domestic subsidiaries and secured by a first-priority security interest in substantially all of the assets of the Company and those subsidiaries. The Credit Facilities were initially guaranteed by former Parent, which guarantee was released immediately prior to the consummation of the spin-off. The Credit Facilities contain customary covenants that, among other things, restrict, subject to certain exceptions, the Company and its restricted subsidiaries’ ability to grant liens on the Company and its restricted subsidiaries’ assets, incur indebtedness, sell assets, make investments, engage in acquisitions, mergers or consolidations and pay certain dividends and other restricted payments. The Credit Facilities require the Company to comply with financial maintenance covenants to be tested quarterly, consisting of a maximum first-lien leverage ratio. Subject to customary conditions and restrictions, the Company may obtain incremental term loans and/or revolving loans in an aggregate amount not to exceed (i) the greater of $550 million and 100% of EBITDA, plus (ii) the amount of all voluntary prepayments and commitment reductions under the Credit Facilities, plus (iii) additional amounts subject to certain leverage-based ratio tests. The Credit Facilities also contain certain customary events of default, including, but not limited to: (i) failure to pay principal, interest, fees or other amounts under the Credit Facilities when due, taking into account any applicable grace period; (ii) any representation or warranty proving to have been incorrect in any material respect when made; (iii) failure to perform or observe covenants or other terms of the Credit Facilities subject to certain grace periods; (iv) a cross-default and cross-acceleration with certain other material debt; (v) bankruptcy events; (vi) certain defaults under ERISA; and (vii) the invalidity or impairment of security interests. 5.375% Senior Unsecured Notes On April 15, 2021, the Company redeemed all of its $500 million 5.375% senior unsecured notes due 2026, which was primarily funded through cash on hand. Due to this redemption, the Company incurred an $18 million charge in the second quarter of 2021, including $13 million of call premiums and $5 million from the acceleration of deferred financing fees. Such charge is reported as early extinguishment of debt on the Consolidated Statements of Income/(Loss). 4.375% Senior Unsecured Notes In August 2020, the Company issued $500 million of senior unsecured notes, which mature in 2028 and bear interest at a rate of 4.375% per year, for net proceeds of $492 million. Interest is payable semi-annually in arrears on February 15 and August 15 of each year, commencing on February 15, 2021. The notes are redeemable in whole or in part at various times and premiums per their indenture, with the first call date of August 15, 2023 at a price of 102.188%. The Company used the net cash proceeds from the notes to reduce the borrowings outstanding under its revolving credit facility. Finance Leases The Company’s finance leases primarily consist of the lease of its corporate headquarters. In connection with the Company’s separation from former Parent, it was assigned the lease for its corporate headquarters located in Parsippany, New Jersey from its former Parent, which resulted in the Company recording a finance lease obligation and asset. Deferred Debt Issuance Costs The Company classifies deferred debt issuance costs related to its revolving credit facility within other non-current assets on the Consolidated Balance Sheets. Such deferred debt issuance costs were $4 million and $2 million as of December 31, 2022 and 2021, respectively. 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 2.58% 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 $53 million and a liability of $23 million as of December 31, 2022 and 2021, respectively, which was included within other non-current assets and other non-current liabilities on the Consolidated Balance Sheets, respectively. The effect of interest rate swaps on interest expense, net on the Consolidated Statements of Income/(Loss) were $2 million, $26 million and $22 million of expense during 2022, 2021 and 2020, respectively. There was no hedging ineffectiveness recognized in 2022, 2021 or 2020. The Company expects to reclassify approximately $34 million of gains from AOCI to interest expense during the next 12 months. Interest Expense, Net The Company incurred interest expense of $85 million, $94 million and $114 million in 2022, 2021 and 2020, respectively. Cash paid related to such interest was $82 million, $96 million and $101 million for 2022, 2021 and 2020, respectively. Interest income was $5 million, $1 million and $2 million for 2022, 2021 and 2020, respectively. Early Extinguishment of Debt The Company incurred non-cash early extinguishment of debt costs of $2 million in 2022 relating to the credit agreement amendment and $400 million partial pay down of its term loan B, as discussed above, for the year ended December 31, 2022. For the year ended December 31, 2021 the Company incurred early extinguishment of debt costs of $18 million relating to the redemption of its $500 million 5.375% senior unsecured notes redeemed in 2021. |
Fair Value
Fair Value | 12 Months Ended |
Dec. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value | 14. 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: December 31, 2022 Carrying Amount Estimated Fair Value Debt $ 2,077 $ 2,035 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 13 - 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, the Chinese Yuan, the Euro, the Brazilian Real and the 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. The Company recognized gains from freestanding foreign currency exchange contracts of $2 million during 2022 and 2021 and losses of $3 million during 2020. Such gains and losses are included in operating expenses in the Consolidated Statements of Income/(Loss). The Company accounts for Argentina as a highly inflationary economy. The Company incurred foreign currency exchange losses related to Argentina of $4 million, $1 million and $2 million during 2022, 2021 and 2020, respectively. Such losses are included in operating expenses in the Consolidated Statements of Income/(Loss). 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. Market Risk The Company is subject to risks relating to the geographic concentration of its hotel properties, which may result in the Company’s results of operations being more sensitive to local and regional economic conditions and other factors, including competition, natural disasters and economic downturns, than the Company’s results of operations would be, absent such geographic concentrations. Local and regional economic conditions and other factors may differ materially from prevailing conditions in other parts of the world. Excluding cost-reimbursement revenues, which are offset by cost-reimbursement expense, revenues from transactions in the states of Texas and Florida as a percent of U.S. revenues were approximately 10% and 24%, respectively, during 2022, 10% and 18%, respectively, during 2021 and 10% and 19%, respectively, during 2020. Revenues in the state of Florida include license and other fees from the Company’s former Parent. Excluding these revenues, revenues in the state of Florida as a percent of U.S. revenues were 16%, 12% and 9% during 2022, 2021 and 2020, respectively. During 2021 and 2020 CorePoint accounted for 20% and 25%, respectively, of revenues. Excluding cost-reimbursement revenues, which are offset by cost-reimbursement expenses, CorePoint accounted for 8% and 10% during 2021 and 2020, respectively. During the first quarter of 2022, CorePoint terminated its management contracts with the Company. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 15. 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. Many of these matters are in the pleading or discovery stages at this time. In certain matters, discovery has closed and the parties are engaged in dispositive motion practice. As of December 31, 2022, the Company is aware of approximately 35 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 any probable 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 $8 million and $6 million as of December 31, 2022 and 2021, respectively. The Company also had receivables of $6 million and $3 million as of December 31, 2022 and 2021, respectively, for certain matters which are covered by insurance and were included in other current assets on its 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 December 31, 2022, the potential exposure resulting from adverse outcomes of such legal proceedings could, in the aggregate, range up to approximately $3 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. Credit Support Provided and Other Indemnifications Relating to former Parent’s Sale of its European Vacation Rentals Business In May 2018, former Parent completed the sale of its European Vacation Rentals business to Compass IV Limited, an affiliate of Platinum Equity, LLC (“Buyer”). In connection with the sale of the European Vacation Rentals business, the Company provided certain post-closing credit support in the form of guarantees to help ensure that the business meets the requirements of certain credit card service providers, travel association and regulatory authorities. Such post-closing credit support may be enforced or called upon if the European vacation rentals business fails to meet its primary obligation to pay certain amounts when due. The European vacation rentals business has provided an indemnity to former Parent in the event that the post-closing credit support is enforced or called upon. Pursuant to the terms of the Separation and Distribution Agreement that was entered into in connection with the Company’s spin-off, the Company will assume one-third and former Parent will assume two-thirds of losses that may be incurred by former Parent or the Company in the event that these credit support arrangements are enforced or called upon by any beneficiary in respect of any indemnification claims made. The table below summarizes the post-closing credit support guarantees related to the sale of the European Vacation Rentals business, the fair values of such guarantees and the receivables from its former Parent representing two-thirds of such guarantees at December 31, 2022: Guarantees Fair Value of Guarantees Receivable from former Parent Post-closing credit support at time of sale $ 81 $ 39 $ 26 Additional post-closing credit support 46 22 15 Total $ 127 $ 61 $ 41 The fair value of the guarantees was $61 million as of December 31, 2022 and 2021 and were included in other non-current liabilities on the Consolidated Balance Sheets. In connection with these guarantees the Company had receivables from its former Parent of $41 million as of December 31, 2022 and 2021, which were included in other non-current assets on its Consolidated Balance Sheets. Hotel-Management Guarantees The Company had previously entered into hotel-management agreements that provided the hotel owner with a guarantee of a certain level of profitability based upon various metrics. Under such agreements, the Company was required to compensate the hotel owner for any profitability shortfall over the life of the management agreement up to a specified aggregate amount. For certain agreements, the Company may have been able to recapture all or a portion of the shortfall payments in the event that future operating results exceeded targets. As a result of COVID-19, on June 30, 2020, the Company provided notice of termination of its one remaining hotel performance guarantee pursuant to a force majeure provision in the hotel-management agreement. The hotel’s owner disputed such termination and the Company and the hotel owner engaged in alternate dispute resolution. The matter was resolved during 2022 which resulted in the termination of the management agreement. As a result of the Company’s notice of |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-Based Compensation | 16. 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 December 31, 2022, 5.2 million shares remained available. During 2022, the Company granted incentive equity awards totaling $30 million to key employees and senior officers in the form of RSUs. The RSUs generally vest ratably 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 to which the Company achieves the specified performance metrics. Incentive Equity Awards Granted by the Company The activity related to the Company’s incentive equity awards for the year ended December 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 81.71 0.1 (b) 82.74 Vested (0.4) 58.58 — — Canceled (0.1) 66.08 (0.1) 55.26 Balance as of December 31, 2022 1.0 (c) $ 67.90 0.3 (d) $ 69.82 _____________________ (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 December 31, 2022 have an unrecognized compensation expense of $48 million, which is expected to be recognized over a weighted average period of 2.5 years. (d) PSUs outstanding as of December 31, 2022 have an aggregate maximum potential unrecognized compensation expense of $16 million, which may be recognized over a weighted average period of 1.6 years based on attainment of targets. The activity related to stock options granted by the Company for the year ended December 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 (0.1) 58.87 Canceled — — Outstanding as of December 31, 2022 1.0 $ 55.90 3.6 $ 16 Unvested as of December 31, 2022 0.4 (a) $ 55.17 3.9 $ 6 Exercisable as of December 31, 2022 0.6 $ 56.30 3.5 $ 10 _____________________ (a) Unvested options as of December 31, 2022 are expected to vest over time and have an aggregate unrecognized compensation expense of $2 million, which will be recognized over a weighted average period of 1.5 years. The fair value of stock options granted by the Company were estimated on the date of the grant using the Black-Scholes option-pricing model with the relevant assumptions outlined in the table below. Expected volatility is based on both historical and implied volatilities of the stock of comparable companies over the estimated expected life of the options. The expected life represents the period of time the options are expected to be outstanding. The risk-free interest rate is based on yields on U.S. Treasury strips with a maturity similar to the estimated expected life of the options. The projected dividend yield was based on the Company’s anticipated annual dividend divided by the price of the Company’s stock on the date of the grant. 2021 2020 Grant date fair value $19.58 $8.59 Grant date strike price $65.21 $53.40 Expected volatility 40.18% 24.30% Expected life 4.25 years 4.25 years Risk-free interest rate 0.40% 1.21% Projected dividend yield 0.98% 2.40% Stock-Based Compensation Expense Stock-based compensation expense was $33 million, $28 million and $21 million for 2022, 2021 and 2020, respectively. In 2020, $2 million was recorded within restructuring costs on the Consolidated Statements of Income/(Loss). |
Segment Information
Segment Information | 12 Months Ended |
Dec. 31, 2022 | |
Segment Reporting [Abstract] | |
Segment Information | 17. 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 sales, 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. During the first quarter of 2021, the Company modified the definition of adjusted EBITDA to exclude the amortization of development advance notes to reflect how the Company’s chief operating decision maker reviews operating performance beginning in 2021. The Company has applied the modified definition of adjusted EBITDA to all periods presented. Hotel Franchising Hotel Management Corporate and Other (a) Total Year Ended or as of December 31, 2022 Net revenues $ 1,277 $ 221 $ — $ 1,498 Adjusted EBITDA 679 37 (66) 650 Depreciation and amortization 63 5 9 77 Segment assets 3,711 113 299 4,123 Capital expenditures 33 — 6 39 Year Ended or as of December 31, 2021 Net revenues $ 1,099 $ 466 $ — $ 1,565 Adjusted EBITDA 592 57 (59) 590 Depreciation and amortization 60 26 9 95 Segment assets 3,575 394 300 4,269 Capital expenditures 30 4 3 37 Year Ended or as of December 31, 2020 Net revenues $ 863 $ 437 $ — $ 1,300 Adjusted EBITDA (b) 392 13 (69) 336 Depreciation and amortization 63 25 10 98 Segment assets 3,629 418 597 4,644 Capital expenditures 24 4 5 33 _____________________ (a) Includes the elimination of transactions between segments. (b) Adjusted EBITDA for 2020 has been recasted to conform with the current year presentation. Provided below is a reconciliation of net income/(loss) to adjusted EBITDA. Year Ended December 31, 2022 2021 2020 (a) Net income/(loss) $ 355 $ 244 $ (132) Provision for/(benefit from) income taxes 121 91 (26) Depreciation and amortization 77 95 98 Interest expense, net 80 93 112 Early extinguishment of debt 2 18 — Stock-based compensation expense 33 28 19 Development advance notes amortization 12 11 9 Gain on asset sale, net (35) — — Separation-related expenses 1 3 2 Impairments, net — 6 206 Restructuring costs — — 34 Transaction-related expenses, net — — 12 Foreign currency impact of highly inflationary countries 4 1 2 Adjusted EBITDA $ 650 $ 590 $ 336 (a) Adjusted EBITDA for 2020 has been recasted to conform with the current year presentation. The geographic segment information provided below is classified based on the geographic location of the Company’s subsidiaries. United States All Other Countries (a) Total Year Ended or As of December 31, 2022 Net revenues $ 1,271 $ 227 $ 1,498 Net long-lived assets 3,126 104 3,230 Year Ended or As of December 31, 2021 Net revenues $ 1,366 $ 199 $ 1,565 Net long-lived assets 3,199 107 3,306 Year Ended or As of December 31, 2020 Net revenues $ 1,159 $ 141 $ 1,300 Net long-lived assets 3,334 184 3,518 _____________________ (a) Includes U.S. territories. |
Other Expenses and Charges
Other Expenses and Charges | 12 Months Ended |
Dec. 31, 2022 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Other Expenses and Charges | 18. OTHER EXPENSES AND CHARGES Gain on Asset Sale, Net 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 $35 million gain, net of transaction costs, for the year ended December 31, 2022 which was attributable to the Company’s hotel management business and was reported within gain on asset sale, net on the Consolidated Statement of Income/(Loss). Additionally, the Company entered into a 20 year franchise agreement with the buyer. In May 2022, the Company completed the sale of its Wyndham Grand Rio Mar Resort for gross proceeds of $62 million ($61 million, net of transaction costs). There was no gain or loss on the sale as the proceeds approximated adjusted net book value. Additionally, the Company entered into a 20 year franchise agreement with the buyer. Separation-Related The Company incurred separation-related costs associated with its spin-off from former Parent of $1 million, $3 million and $2 million during 2022, 2021 and 2020, respectively. During 2022 and 2021 these costs primarily consisted of legal and tax-related costs. During 2020 these costs primarily consisted of severance and other employee-related costs. Impairments, Net During the fourth quarter of 2021, the Company’s Board approved a plan to sell its two owned hotels. As a result of the Board approval, the Company evaluated the recoverability of its owned hotels long-lived assets and in the fourth quarter of 2021, the Company recorded a $6 million impairment charge which was reported within impairments, net on the Consolidated Statement of Income/(Loss). For more information, see Note 7 - Assets and Liabilities Held for Sale. As a result of COVID-19 and the significant negative impact it has had on travel demand during 2020, the Company reviewed its intangible assets for potential impairment and determined that the carrying value of certain intangible assets were in excess of their fair values. Accordingly, the Company recorded impairment charges of $205 million, in 2020, primarily related to certain trademarks and goodwill associated with its owned hotel reporting unit. See Note 9 - Intangible Assets for more information. Additionally, in 2020, the Company incurred a $4 million non-cash impairment charge for the write-off of a receivable as a result of the Company’s notice of termination of an unprofitable management agreement. In 2020, the Company also received $3 million of cash related to a previously impaired asset. These charges were all reported within impairments, net on the Consolidated Statement of Income/(Loss). Restructuring The Company incurred $34 million of charges during 2020, related to four restructuring initiatives implemented in response to COVID-19. Such plans resulted in a reduction of 846 employees during 2020. In addition, during 2019, the Company had implemented restructuring initiatives, primarily focused on enhancing its organizational efficiency and rationalizing its operations, as discussed below. Restructuring charges by segment for the year ended December 31, 2020 were as follows: Year Ended December 31, 2020 Hotel Franchising $ 15 Hotel Management 3 Corporate and Other 16 Total $ 34 Below is the activity for the year ended December 31, 2021 relating to all four of the Company’s restructuring plans implemented in 2020: 2021 Activity Liability as of December 31, 2020 Cash Payments Liability as of December 31, 2021 Personnel-related $ 7 $ (7) $ — Facility-related 3 (3) — Total accrued restructuring $ 10 $ (10) $ — The following table presents activity for the year ended December 31, 2020 relating to restructuring activities by plan: 2020 Activity Liability as of December 31, 2019 Costs Recognized Cash Payments Other (a) Liability as of December 31, 2020 2019 Plan Personnel-related $ 8 $ — $ (7) $ (1) $ — 2020 Plans Personnel-related — 28 (20) (1) 7 Facility-related — 5 (2) — 3 Other — 1 (1) — — Total 2020 Plans — 34 (23) (1) 10 Total accrued restructuring $ 8 $ 34 $ (30) $ (2) $ 10 _____________________ (a) Represents non-cash payments in Company stock. Transaction-Related, Net The Company incurred $12 million of transaction-related expenses during the year ended December 31, 2020, which were primarily related to integration activities for the acquisition of La Quinta. |
Transactions With Former Parent
Transactions With Former Parent | 12 Months Ended |
Dec. 31, 2020 | |
Related Party Transactions [Abstract] | |
Transactions With Former Parent | 19. TRANSACTIONS WITH FORMER PARENT The Company has a number of arrangements with its former Parent for services provided between both parties as described below. License Agreement and Other Agreements with Former Parent In connection with the Company’s spin-off, the Company and former Parent entered into long-term exclusive license agreements to retain former Parents’ affiliations with one of the hospitality industry’s top-rated loyalty programs, Wyndham Rewards, as well as to continue to collaborate on inventory-sharing and customer cross-sell initiatives. In connection with the Company’s license, development and non-competition agreement, the Company recorded license fees from former Parent in the amounts of $83 million during 2022 and $65 million during both 2021 and 2020. Further, the Company recorded revenues of $10 million, $9 million and $13 million during 2022, 2021 and 2020, respectively, for activities associated with the Wyndham Rewards program. The Company also recorded license fees from a former affiliate of $7 million, $5 million and $6 million during 2022, 2021 and 2020, respectively. Such fees are recorded within license and other fees on the Consolidated Statements of Income/(Loss). Transfer of Former Parent Liabilities and Issuances of Guarantees to Former Parent and Affiliates Upon the distribution of the Company’s common stock to former Parent stockholders, the Company entered into certain guarantee commitments with its former Parent. These guarantee arrangements relate to certain former Parent contingent tax and other corporate liabilities. The Company assumed and is responsible for one-third of such contingent liabilities while its former Parent is responsible for the remaining two-thirds. The amount of liabilities assumed by the Company in connection with the spin-off was $17 million and $18 million as of December 31, 2022 and 2021, respectively, which were included within other non-current liabilities on its Consolidated Balance Sheets. The Company also had a $3 million and $5 million liability due to its former Parent which was included within accrued expenses and other current liabilities on its Consolidated Balance Sheets as of December 31, 2022 and 2021, respectively. In addition, the Company had $3 million and $4 million of receivables due from former Parent as of December 31, 2022 and 2021, respectively, which were included within current assets on its Consolidated Balance Sheets. 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 |
Leases
Leases | 12 Months Ended |
Dec. 31, 2022 | |
Leases [Abstract] | |
Leases | 20. LEASES The Company leases property and equipment under finance and operating leases. For leases with terms greater than one year, the Company records the related asset and obligation at the present value of lease payments over the term. The Company does not separate lease and non-lease components of equipment leases. The table below presents the lease-related assets and liabilities recorded on the Consolidated Balance Sheets. Classification on the Balance Sheets December 31, 2022 December 31, 2021 Assets Operating lease assets Other non-current assets $ 11 $ 14 Finance lease assets Property and equipment, net 26 29 Total lease assets $ 37 $ 43 Liabilities Current Operating lease liabilities Accrued expenses and other current liabilities $ 4 $ 4 Finance lease liabilities Current portion of long-term debt 5 5 Non-current Operating lease liabilities Other non-current liabilities 7 10 Finance lease liabilities Long-term debt 40 45 Total lease liabilities $ 56 $ 64 The table below presents the remaining lease term and discount rates for finance and operating leases. December 31, 2022 December 31, 2021 Weighted-average remaining lease term Operating leases 4.1 years 4.7 years Finance leases 6.7 years 7.7 years Weighted-average discount rate Operating leases 4.2 % 3.9 % Finance leases 4.3 % 4.3 % Undiscounted Cash Flows The table below reconciles the undiscounted cash flows for each of the first five years and total of the remaining years to the finance lease liabilities and operating lease liabilities recorded on the Company’s Consolidated Balance Sheet as of December 31, 2022. Operating Leases Finance Leases 2023 $ 4 $ 7 2024 3 7 2025 2 8 2026 1 8 2027 1 8 Thereafter 1 13 Total minimum lease payments 12 51 Less: amount of lease payments representing interest 1 6 Present value of future minimum lease payments 11 45 Less: current obligations under leases 4 5 Long-term lease obligations $ 7 $ 40 Other Information Under the new accounting standard for leases, the Company recorded the following related to leases on the Consolidated Financial Statements: Consolidated Statements of Cash Flows: Year Ended December 31, 2022 2021 2020 Operating activities Cash payments related to operating and finance leases $ 6 $ 7 $ 8 Financing activities Cash payments related to finance leases 5 5 5 Consolidated Statements of Income/(Loss): Year Ended December 31, 2022 2021 2020 Operating lease expense $ 4 $ 4 $ 5 Finance lease expense Amortization of right-of-use assets 4 4 4 Interest expense 2 2 2 |
Leases | 20. LEASES The Company leases property and equipment under finance and operating leases. For leases with terms greater than one year, the Company records the related asset and obligation at the present value of lease payments over the term. The Company does not separate lease and non-lease components of equipment leases. The table below presents the lease-related assets and liabilities recorded on the Consolidated Balance Sheets. Classification on the Balance Sheets December 31, 2022 December 31, 2021 Assets Operating lease assets Other non-current assets $ 11 $ 14 Finance lease assets Property and equipment, net 26 29 Total lease assets $ 37 $ 43 Liabilities Current Operating lease liabilities Accrued expenses and other current liabilities $ 4 $ 4 Finance lease liabilities Current portion of long-term debt 5 5 Non-current Operating lease liabilities Other non-current liabilities 7 10 Finance lease liabilities Long-term debt 40 45 Total lease liabilities $ 56 $ 64 The table below presents the remaining lease term and discount rates for finance and operating leases. December 31, 2022 December 31, 2021 Weighted-average remaining lease term Operating leases 4.1 years 4.7 years Finance leases 6.7 years 7.7 years Weighted-average discount rate Operating leases 4.2 % 3.9 % Finance leases 4.3 % 4.3 % Undiscounted Cash Flows The table below reconciles the undiscounted cash flows for each of the first five years and total of the remaining years to the finance lease liabilities and operating lease liabilities recorded on the Company’s Consolidated Balance Sheet as of December 31, 2022. Operating Leases Finance Leases 2023 $ 4 $ 7 2024 3 7 2025 2 8 2026 1 8 2027 1 8 Thereafter 1 13 Total minimum lease payments 12 51 Less: amount of lease payments representing interest 1 6 Present value of future minimum lease payments 11 45 Less: current obligations under leases 4 5 Long-term lease obligations $ 7 $ 40 Other Information Under the new accounting standard for leases, the Company recorded the following related to leases on the Consolidated Financial Statements: Consolidated Statements of Cash Flows: Year Ended December 31, 2022 2021 2020 Operating activities Cash payments related to operating and finance leases $ 6 $ 7 $ 8 Financing activities Cash payments related to finance leases 5 5 5 Consolidated Statements of Income/(Loss): Year Ended December 31, 2022 2021 2020 Operating lease expense $ 4 $ 4 $ 5 Finance lease expense Amortization of right-of-use assets 4 4 4 Interest expense 2 2 2 |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income/(Loss) | 12 Months Ended |
Dec. 31, 2022 | |
Statement of Other Comprehensive Income [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) [Table Text Block] | 21. 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, 2019 $ (1) $ (26) $ (27) Period change 3 (28) (25) Balance as of December 31, 2020 $ 2 $ (54) $ (52) Period change — 37 37 Balance as of December 31, 2021 $ 2 $ (17) $ (15) Period change (5) 58 53 Balance as of December 31, 2022 $ (3) $ 41 $ 38 |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 12 Months Ended |
Dec. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Consolidation | The Consolidated Financial Statements have been prepared on a stand-alone basis. The 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 Consolidated Financial Statements. Principles of Consolidation When evaluating an entity for consolidation, the Company first determines whether an entity is within the scope of the guidance for consolidation of variable interest entities (“VIEs”) and if it is deemed to be a VIE. If the entity is considered to be a VIE, the Company determines whether it would be considered the entity’s primary beneficiary. The Company consolidates those VIEs for which it has determined that it is the primary beneficiary. The Company will consolidate an entity not deemed a VIE upon a determination that it has a controlling financial interest. For entities where the Company does not have a controlling financial interest, the investments in such entities are classified as available-for-sale securities or accounted for using the equity or cost method, as appropriate. |
Basis of Accounting | The accompanying Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Consolidation | The Consolidated Financial Statements have been prepared on a stand-alone basis. The 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 Consolidated Financial Statements. Principles of Consolidation When evaluating an entity for consolidation, the Company first determines whether an entity is within the scope of the guidance for consolidation of variable interest entities (“VIEs”) and if it is deemed to be a VIE. If the entity is considered to be a VIE, the Company determines whether it would be considered the entity’s primary beneficiary. The Company consolidates those VIEs for which it has determined that it is the primary beneficiary. The Company will consolidate an entity not deemed a VIE upon a determination that it has a controlling financial interest. For entities where the Company does not have a controlling financial interest, the investments in such entities are classified as available-for-sale securities or accounted for using the equity or cost method, as appropriate. |
Use of Estimate | Use of Estimates and Assumptions The preparation of the Consolidated Financial Statements requires the Company to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses and the disclosure of contingent assets and liabilities in the Consolidated Financial Statements and accompanying notes. Although these estimates and assumptions are based on Company’s knowledge of current events and actions it may undertake in the future, actual results may ultimately differ from estimates and assumptions. |
Revenue Recognition and Loyalty Programs | Revenue Recognition The principal source of revenues from franchising hotels is ongoing royalty, marketing and reservation fees, which are typically a percentage of gross room revenues of each franchised hotel. For a more detailed description of revenue recognition see Note 3 - Revenue Recognition. Loyalty Program The Company operates the Wyndham Rewards loyalty program. Loyalty members primarily accumulate points by staying in hotels operated under one of the Company’s brands. Wyndham Rewards members may also accumulate points by purchasing everyday services and products with their Wyndham Rewards co-branded credit card. The Company earns revenue from these programs (i) when a member stays at a participating hotel or club resort or vacation rental from a fee charged by the Company to the property owner or manager, which is based upon a percentage of room revenues generated from such stay which the Company recognizes, net of redemptions, over time based upon loyalty point redemption patterns, including an estimate of loyalty points that will expire or will never be redeemed, and (ii) based upon a percentage of the member’s spending on the Wyndham Rewards co-branded credit cards for which revenues are paid to the Company by a third-party issuing bank which the Company primarily recognizes over time based upon the redemption patterns of the loyalty points earned under the program, including an estimate of loyalty points that will expire or will never be redeemed. As members earn points through the loyalty program, the Company records a liability for the estimated future redemption costs, which is calculated based on (i) an estimated cost per point and (ii) an estimated redemption rate of the overall points earned, which is determined with the assistance of a third-party actuarial firm through historical experience, current trends and the use of an actuarial analysis. The Company estimates the value of the future redemption obligations by projecting the timing of future point redemptions based on historical levels, including an estimate of the points that will expire or never be redeemed, and an estimate of the points members will eventually redeem. The recorded liability related to the program totals $118 million and $109 million as of December 31, 2022 and 2021, respectively, of which $74 million and $67 million, respectively, are included in accrued expenses and other current liabilities, and $44 million and $42 million, respectively, are included in other non-current liabilities on the Company’s Consolidated Balance Sheets. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers highly-liquid investments purchased with an original maturity of three months or less to be cash equivalents. |
Valuation of Accounts Receivable | Valuation of Accounts ReceivableThe Company measures the expected credit losses of its receivables on a collective (pool) basis which aggregates receivables with similar risk characteristics and uses historical collection attrition rates for periods ranging from seven |
Advertising Expense | Advertising Expense Advertising costs are expensed in the period incurred. Advertising expenses, which are primarily recorded within marketing and reservation expenses on the Consolidated Statements of Income/(Loss), were $124 million, $85 million and $57 million in 2022, 2021 and 2020, respectively. |
Property and Equipment | Property and Equipment Property and equipment (including leasehold improvements) are recorded at cost, and presented net of accumulated depreciation and amortization. Depreciation, recorded as a component of depreciation and amortization on the Consolidated Statements of Income/(Loss), is calculated utilizing the straight-line method over the lesser of the lease terms or estimated useful lives of the related assets. Amortization of leasehold improvements, also recorded as a component of depreciation and amortization, is calculated utilizing the straight-line method over the lesser of the estimated benefit period of the related assets or the lease terms. Useful lives are generally up to 20 years for leasehold improvements and from three The Company capitalizes the costs of software developed for internal use in accordance with the guidance for accounting for costs of computer software developed or obtained for internal use. Capitalization of software developed for internal use commences during the development phase of the project. The Company amortizes software developed or obtained for internal use on a straight-line basis over its estimated useful life, which is generally three |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets Goodwill is reviewed annually (during the fourth quarter of each year subsequent to completing the Company’s annual forecasting process), or more frequently if circumstances indicate that the value of goodwill may be impaired, to the reporting units’ carrying values as required by the guidance. This is done either by performing a qualitative assessment or utilizing the one-step impairment test, with an impairment being recognized only where the fair value is less than carrying value. In any given year, the Company can elect to perform a qualitative assessment to determine whether it is more likely than not that the fair value of a reporting unit is in excess of its carrying value. If it is not more likely than not that the fair value is in excess of the carrying value, or the Company elects to bypass the qualitative assessment, the Company would use the one-step impairment test. The qualitative factors evaluated include macroeconomic conditions, industry and market considerations, cost factors, overall financial performance, its historical share price as well as other industry-specific considerations. The Company performed its annual quantitative assessment for impairment on each reporting unit’s goodwill as of October 1, 2022 and determined that no impairments existed and that it was more likely than not that the fair value of its reporting units continued to substantially exceed their carrying values. The Company also determines whether the carrying values of other indefinite-lived intangible assets are impaired on an annual basis or more frequently if indicators of potential impairment exist. Application of the other indefinite-lived intangible assets impairment test requires judgment in the assumptions underlying the approach used to determine fair value. The fair value of each other indefinite-lived intangible asset is estimated using a discounted cash flow methodology. This analysis requires significant judgments, including estimation of future cash flows, which are dependent on internal forecasts, discount rates and to a lesser extent, estimation of long-term rates of growth. The estimates used to calculate the fair value of other indefinite-lived intangible assets change from year to year based on operating results and market conditions. Changes in these estimates and assumptions could materially affect the determination of fair value and the other indefinite-lived intangible assets’ impairment. The Company performed its annual quantitative assessment for impairment on its indefinite-lived intangible assets as of October 1, 2022 and determined that no impairments existed and that it was more likely than not that the fair value of its indefinite-lived intangible assets continued to exceed their carrying values. The Company also evaluates the recoverability of each of its definite-lived intangible assets by performing a qualitative assessment to determine if circumstances indicate that impairment may have occurred. If such circumstances exist, the Company performs a quantitative assessment by comparing the respective carrying value of the assets to the expected future cash flows, on an undiscounted basis, to be generated from such assets. The Company also evaluates the recoverability of its other long-lived assets, including property and equipment, if circumstances indicate impairment may have occurred, pursuant to guidance for impairment or disposal of long-lived assets. This analysis is performed by comparing the respective carrying values of the assets to the current and expected future cash flows, on an undiscounted basis, to be generated from such assets. If such analysis indicates that the carrying value of these assets is not recoverable, the carrying value of such assets is reduced to fair value. |
Business Combinations | Business Combinations The Company accounts for business combinations in accordance with the guidance for business combinations and related literature. Accordingly, the Company allocates the purchase price of acquired companies to the tangible and intangible assets acquired and liabilities assumed based upon their estimated fair values at the date of purchase. The difference between the purchase price and the fair value of the net assets acquired is recorded as goodwill. In determining the fair values of assets acquired and liabilities assumed in a business combination, the Company uses various recognized valuation methods including present value modeling and referenced market values, where available. Further, the Company makes assumptions within certain valuation techniques including discount rates and timing of future cash flows. Valuations are performed by management or external valuation specialists under management’s supervision, where appropriate. The Company believes that the estimated fair values assigned to the assets acquired and liabilities assumed are based on reasonable assumptions that marketplace participants would use. However, such assumptions are inherently uncertain and actual results could differ from those estimates. |
Income Taxes | Income Taxes The Company recognizes deferred tax assets and liabilities based on the differences between the financial statement carrying amounts and the tax basis of assets and liabilities using currently enacted tax rates. The Company regularly reviews its deferred tax assets to assess their potential realization and establishes a valuation allowance for portions of such assets that the Company believes will not be ultimately realized. In performing this review, the Company makes estimates and assumptions regarding projected future taxable income, the expected timing of the reversals of existing temporary differences and the implementation of tax planning strategies. A change in these assumptions may increase or decrease the Company’s valuation allowance resulting in an increase or decrease in its effective tax rate, which could materially impact the Company’s results of operations. For tax positions the Company has taken or expects to take in a tax return, it applies a more likely than not threshold, under which the Company must conclude a tax position is more likely than not to be sustained, based on the technical merits, assuming that the position will be examined by the appropriate taxing authority that has full knowledge of all relevant information, in order to recognize or continue to recognize the benefit. In determining the Company’s provision for income taxes, the Company uses judgment, reflecting its estimates and assumptions, in applying the more likely than not threshold. The Company accounts for the global intangible low-taxed income provisions under the period cost method. |
Stock-Based Compensation | Stock-Based Compensation In accordance with the guidance for stock-based compensation, the Company measures all employee stock-based compensation awards using a fair value method and records the related expense in its Consolidated Statements of Income/(Loss). The Company recognizes the cost of stock-based compensation awards to employees as they provide services and the expense is recognized ratably over the requisite service period. The requisite service period is the period during which an employee is required to provide services in exchange for an award. Forfeitures are recorded upon the actual employee termination for each outstanding grant. |
Derivative Instruments | Derivative Instruments The Company uses derivative instruments as part of its overall strategy to manage its exposure to market risks primarily associated with fluctuations in interest rates and currency exchange rates. As a matter of policy, the Company does not use derivatives for trading or speculative purposes. All derivatives are recorded at fair value as either assets or liabilities. Changes in fair value of derivatives not designated as hedging instruments and of derivatives designated as fair value hedging instruments are recognized currently in operating income/(loss) and interest expense, net in the Consolidated Statements of Income/(Loss), based upon the nature of the hedged item. The effective portion of changes in fair value of derivatives designated as cash flow hedging instruments is recorded as a component of other comprehensive income/(loss). The ineffective portion is reported immediately in earnings as a component of operating or interest expense, based upon the nature of the hedged item. Amounts included in other comprehensive income/(loss) are reclassified into earnings in the same period during which the hedged item affects earnings. |
Accumulated Other Comprehensive Income (Loss) | Accumulated Other Comprehensive Income/(Loss) Accumulated other comprehensive income (“AOCI”) (loss) consists of accumulated foreign currency translation adjustments and unrealized gains or losses on the Company’s cash flow hedges. Foreign currency translation adjustments exclude income taxes related to indefinite investments in foreign subsidiaries. Assets and liabilities of foreign subsidiaries having non-U.S.-dollar functional currencies are translated at exchange rates at the balance sheet dates. Revenues and expenses are translated at average exchange rates during the periods presented. The gains or losses resulting from translating foreign currency financial statements into U.S. dollars, net of hedging gains or losses and taxes, are included in AOCI on the Consolidated Balance Sheets. |
Recently Issued and Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements Simplifying the Accounting for Income Taxes. On December 18, 2019, the FASB issued guidance which simplifies the accounting standards for income taxes. The amendment clarifies and simplifies aspects of the accounting for income taxes to help promote consistent application of GAAP by eliminating certain exceptions to the general principles of ASC 740, Income Taxes . This guidance is effective for fiscal years beginning after December 15, 2020 and interim periods within those fiscal years, with early adoption permitted. The Company adopted the guidance on January 1, 2021, as required. There was no material impact on the Company’s Consolidated Financial Statements and related disclosures as a result of adopting this new standard. Reference Rate Reform: Facilitation of the Effects of Reference Rate Reform on Financial Reporting. In March 2020, the FASB issued optional guidance for a limited time to ease the potential burden in accounting for reference rate reform. The new guidance provides optional expedients and exceptions for applying U.S. GAAP to contracts, hedging relationships and other transactions affected by reference rate reform if certain criteria are met. The amendments apply only to contracts and hedging relationships that reference LIBOR or another reference rate expected to be discontinued due to reference rate reform. These amendments are effective immediately and may be applied prospectively to contract modifications made and hedging relationships entered into or evaluated on or before December 31, 2022. The Company adopted the guidance upon issuance, as required and there was no material impact on its Consolidated Financial Statements and related disclosures. Measurement of Credit Losses on Financial Instruments. In June 2016, the FASB issued guidance to replace the existing methodology for estimating credit losses with a methodology that reflects lifetime expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. This guidance is effective for fiscal years beginning after December 15, 2019 and interim periods within those fiscal years. The Company adopted the guidance on January 1, 2020, as required using the modified retrospective approach through a cumulative-effect adjustment to retained earnings as of the effective date to align the Company’s current processes for establishing an allowance for credit losses with the new guidance. See Note 5 - Accounts Receivable for the impact of adoption. Simplifying the Test for Goodwill Impairment. In January 2017, the FASB issued guidance which simplifies the current two-step goodwill impairment test by eliminating Step 2 of the test. The guidance requires a one-step impairment test in which an entity compares the fair value of a reporting unit with its carrying amount and recognizes an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value, if any. This guidance is effective for fiscal years beginning after December 15, 2019 and interim periods within those fiscal years, and should be applied on a prospective basis. The Company adopted the guidance on January 1, 2020, as required and there was no material impact on its Consolidated Financial Statements and related disclosures. |
Revenue Recognition Revenue Rec
Revenue Recognition Revenue Recognition (Policies) | 12 Months Ended |
Dec. 31, 2022 | |
Revenue Recognition [Abstract] | |
Revenue [Policy Text Block] | The principal source of revenues from franchising hotels is ongoing royalty fees, which are typically a percentage of gross room revenues of each franchised hotel. The Company recognizes royalty fee revenues as and when the underlying sales occur. The Company also receives non-refundable initial franchise fees, which are recognized as revenues over the initial non-cancellable period of the franchise agreement, commencing when all material services or conditions have been substantially performed. This occurs when a hotel opens for business in the Company’s system or when a franchise agreement is terminated after it has been determined that the hotel will not open. The Company’s standard franchise agreement typically has a term of 10 to 20 years. The Company’s franchise agreements also require the payment of marketing and reservation fees, which are intended to reimburse the Company for expenses associated with operating an international, centralized reservation system, e-commerce channels such as the Company’s brand.com websites, as well as access to third-party distribution channels, such as online travel agents, advertising and marketing programs, global sales efforts, operations support, training and other related services. Marketing and reservation fees are recognized as revenue when the underlying sales occur. Although the Company is generally contractually obligated to spend the marketing and reservation fees it collects from franchisees, in accordance with the franchise agreements, marketing and reservations costs are expensed as incurred. The Company earns revenues from its Wyndham Rewards loyalty program when a member stays at a participating hotel, club resort or vacation rental. These revenues are derived from a fee the Company charges a franchised or managed hotel based upon a percentage of room revenues generated from a Wyndham Rewards member’s stay. These fees are to reimburse the Company for expenses associated with member redemptions and activities that are related to the administering and marketing of the program. Revenues related to the loyalty program represent variable consideration and are recognized net of redemptions over time based upon loyalty point redemption patterns, which include an estimate of loyalty points that will expire or will never be redeemed. As a result of the negative impact that COVID-19 had on travel demand in 2020, the Company’s assumptions related to redemptions, including estimated member redemption rate, member redemption pattern, and the estimated cost to satisfy such redemptions, changed. Accordingly, the Company recognized a $16 million cumulative adjustment, which resulted in an increase to loyalty revenues during the second quarter of 2020. Such increase was included within marketing, reservation and loyalty and other revenues on the Consolidated Statement of Income/(Loss) for the year ended December 31, 2020. The Company earns revenue from its Wyndham Rewards co-branded credit card program, which is primarily generated by cardholder spending and the enrollment of new cardholders. The advance payments received under the program are recognized as a contract liability. The program primarily contains two performance obligations: (i) brand performance services, for which revenue is recognized over the contract term on a straight-line basis, and (ii) issuance and redemption of loyalty points, for which revenue is recognized over time based upon the redemption patterns of the loyalty points earned under the program, including an estimate of loyalty points that will expire or will never be redeemed. The Company provides management services for hotels under management contracts, which offer hotel owners all the benefits of a global brand and a full range of management, marketing and reservation services. In addition to the standard franchise services described above, the Company’s hotel management business provides hotel owners with professional oversight and comprehensive operations support services. The Company’s standard management agreement typically has a term of 10 to 20 years. The Company’s management fees are comprised of base fees, which are typically a specified percentage of gross revenues from hotel operations, and, in some cases, incentive fees, which are typically a specified percentage of a hotel’s gross operating profit. The base fees are recognized when the underlying sales occur and the management services are performed. Incentive fees are recognized when determinable, which is when the Company has met hotel operating performance metrics and the Company has determined that a significant reversal of revenues recognized will not occur. The Company also recognizes reimbursable payroll costs for operational employees and other reimbursable costs at certain of the Company’s managed hotels as revenue. Although these costs are funded by hotel owners, accounting guidance requires the Company to report these fees on a gross basis as both revenues and expenses. Additionally, the Company recognizes occupancy taxes on a net basis. The Company recognizes license and other revenues from Wyndham Worldwide (“former Parent”), now known as Travel + Leisure Co., for use of the “Wyndham” trademark and certain other trademarks. In addition, the Company earned revenues from its previously two owned hotels (sold in 2022), which consisted primarily of (i) gross room rentals, (ii) food and beverage services and (iii) on-site spa, casino, golf and shop revenues. These revenues were recognized upon the completion of services. 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 December 31, 2022 and December 31, 2021 are as follows: December 31, 2022 December 31, 2021 Deferred initial franchise fee revenues $ 143 $ 145 Deferred loyalty program revenues 85 76 Deferred other revenues 19 14 Total $ 247 $ 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. 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 years set forth below: 2023 2024 2025 Thereafter Total Initial franchise fee revenues $ 15 $ 8 $ 7 $ 113 $ 143 Loyalty program revenues 54 21 8 2 85 Other revenues 14 1 1 3 19 Total $ 83 $ 30 $ 16 $ 118 $ 247 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: Year Ended December 31, 2022 2021 2020 Hotel Franchising Royalties and franchise fees $ 496 $ 436 $ 309 Marketing, reservation and loyalty 543 467 369 License and other fees 100 79 84 Other 138 117 101 Total Hotel Franchising 1,277 1,099 863 Hotel Management Royalties and franchise fees 16 25 19 Marketing, reservation and loyalty 1 1 1 Owned hotel revenues 42 82 37 Management fees 15 35 27 Cost reimbursements 144 320 350 Other 3 3 3 Total Hotel Management 221 466 437 Net revenues $ 1,498 $ 1,565 $ 1,300 Capitalized Contract Costs |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Contract Liabilities | Deferred revenues as of December 31, 2022 and December 31, 2021 are as follows: December 31, 2022 December 31, 2021 Deferred initial franchise fee revenues $ 143 $ 145 Deferred loyalty program revenues 85 76 Deferred other revenues 19 14 Total $ 247 $ 235 |
Schedule of Performance Obligations | 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 years set forth below: 2023 2024 2025 Thereafter Total Initial franchise fee revenues $ 15 $ 8 $ 7 $ 113 $ 143 Loyalty program revenues 54 21 8 2 85 Other revenues 14 1 1 3 19 Total $ 83 $ 30 $ 16 $ 118 $ 247 |
Schedule of Disaggregation of Net Revenues | 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: Year Ended December 31, 2022 2021 2020 Hotel Franchising Royalties and franchise fees $ 496 $ 436 $ 309 Marketing, reservation and loyalty 543 467 369 License and other fees 100 79 84 Other 138 117 101 Total Hotel Franchising 1,277 1,099 863 Hotel Management Royalties and franchise fees 16 25 19 Marketing, reservation and loyalty 1 1 1 Owned hotel revenues 42 82 37 Management fees 15 35 27 Cost reimbursements 144 320 350 Other 3 3 3 Total Hotel Management 221 466 437 Net revenues $ 1,498 $ 1,565 $ 1,300 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Dec. 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) for the years ended December 31: 2022 2021 2020 Net income/(loss) $ 355 $ 244 $ (132) Basic weighted average shares outstanding 90.3 93.4 93.4 Stock options and restricted stock units (“RSUs”) (a) 0.5 0.5 — Diluted weighted average shares outstanding 90.8 93.9 93.4 Earnings/(loss) per share: Basic $ 3.93 $ 2.61 $ (1.42) Diluted 3.91 2.60 (1.42) Dividends: Cash dividends declared per share $ 1.28 $ 0.88 $ 0.56 Aggregate dividends paid to stockholders $ 116 $ 82 $ 53 |
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 January 1, 2021 9.0 $ 519 $ 57.55 For the twelve months ended December 31, 2022 6.2 445 71.70 As of December 31, 2022 15.2 $ 964 $ 63.32 |
Accounts Receivables (Tables)
Accounts Receivables (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Receivables [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 years ended: December 31, 2022 December 31, 2021 December 31, 2020 Beginning balance $ 81 $ 72 $ 47 Cumulative effect of change in accounting standard — — 12 (Recovery of)/provision for doubtful accounts (2) 21 37 Bad debt write-offs (15) (12) (24) Ending balance $ 64 $ 81 $ 72 |
Hotel Brand Acquisition (Tables
Hotel Brand Acquisition (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Asset Acquisition | The following table summarizes the fair value of the assets acquired in connection with Wyndham's acquisition of Vienna House: Amount Franchise agreements $ 16 Trademark 28 Total assets acquired $ 44 |
Assets and Liabilities Held f_2
Assets and Liabilities Held for Sale (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Property, Plant and Equipment [Abstract] | |
Disclosure of Long Lived Assets Held-for-sale | December 31, 2021 Assets: Trade receivables, net $ 4 Other current assets 4 Property and equipment, net 146 Total assets held for sale $ 154 Liabilities: Accrued expenses and other current liabilities $ 8 Deferred revenues 6 Other liabilities 3 Total liabilities held for sale $ 17 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment, Net | Property and equipment, net consisted of: As of December 31, 2022 2021 Leasehold improvements 30 30 Capitalized software 290 326 Furniture, fixtures and equipment 24 32 Finance leases 64 64 Construction in progress 9 12 417 464 Less: Accumulated depreciation 318 358 $ 99 $ 106 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets and Goodwill | Intangible assets consisted of the following: December 31, 2022 December 31, 2021 Gross (a) Gross Accumulated Net Goodwill $ 1,525 $ 1,539 $ 14 $ 1,525 December 31, 2022 December 31, 2021 Gross Accumulated Net Gross Accumulated Net Unamortized intangible assets: Trademarks $ 1,231 $ 1,201 Amortized intangible assets: Franchise agreements $ 913 $ 541 $ 372 $ 895 $ 513 $ 382 Management agreements 15 14 1 135 44 91 Trademarks 1 — 1 2 1 1 Other 1 — 1 1 1 — $ 930 $ 555 $ 375 $ 1,033 $ 559 $ 474 ______________________ (a) Due to the sale of its two owned hotels in 2022, the Company derecognized $14 million from its gross carrying value and accumulated impairment goodwill balances. |
Change in Goodwill | The changes in the carrying amount of goodwill are as follows: Balance as of January 1, 2021 2022 and 2021 Adjustments to Goodwill Balance as of December 31, 2022 Hotel Franchising $ 1,441 $ — $ 1,441 Hotel Management 84 — 84 Total $ 1,525 $ — $ 1,525 |
Amortization Expense of Amortizable Intangible Assets | Amortization expense relating to amortizable intangible assets was as follows for the years ended December 31: 2022 2021 2020 Franchise agreements $ 26 $ 27 $ 27 Management agreements 5 11 10 Total (a) $ 31 $ 38 $ 37 ______________________ (a) Included as a component of depreciation and amortization on the Consolidated Statements of Income/(Loss). |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | Based on the Company’s amortizable intangible assets as of December 31, 2022, the Company expects related amortization expense as follows: Amount 2023 $ 28 2024 27 2025 27 2026 26 2027 26 |
Schedule of Impaired Intangible Assets | The following is the breakout of the intangible impairment charges recorded in the second quarter of 2020: Intangible Asset Book Value Impairment Charges Adjusted Fair Value Owned hotel reporting unit goodwill $ 14 $ (14) $ — La Quinta trademark 710 (155) 555 Other trademarks (a) 103 (36) 67 Total $ 827 $ (205) $ 622 _____________________ |
Franchising, Marketing and Re_2
Franchising, Marketing and Reservation Activities (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Franchisors [Abstract] | |
Schedule of Franchisor Disclosure [Table Text Block] | Consolidated Balance Sheets: As of December 31, 2022 2021 Other non-current assets $ 144 $ 108 Consolidated Statements of Income/(Loss): Year Ended December 31, 2022 2021 2020 Forgiveness of notes (a) $ 12 $ 11 $ 9 Bad debt expense related to notes 1 1 1 _____________________ (a) Amounts are recorded as a reduction of royalties and franchise fees and marketing, reservation and loyalty revenues. |
Accrued Expenses and Other Cu_2
Accrued Expenses and Other Current Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Accrued Expenses and Other Current Liabilities [Abstract] | |
Schedule of Accrued Liabilities | Accrued expenses and other current liabilities consisted of: As of December 31, 2022 2021 Accrued loyalty program liabilities (Note 2) $ 74 $ 67 Accrued payroll and related expenses 73 74 Accrued taxes payable 38 33 Accrued self-insurance liabilities 20 25 Accrued marketing expenses 10 11 Accrued professional expenses 10 9 Accrued interest 9 9 Accrued legal settlements (Note 15) 8 6 Operating lease liabilities (Note 20) 4 4 Due to former Parent (Note 19) 3 5 Other 15 15 $ 264 $ 258 |
Income Taxes Income Taxes (Tabl
Income Taxes Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) | The income tax provision/(benefit) consists of the following: Year Ended December 31, 2022 2021 2020 Current Federal $ 116 $ 65 $ (5) State 22 16 (2) Foreign 22 11 4 160 92 (3) Deferred Federal (30) (5) (10) State (9) — (8) Foreign — 4 (5) (39) (1) (23) Provision for/(benefit from) income taxes $ 121 $ 91 $ (26) |
Schedule of Income before Income Tax, Domestic and Foreign | Pretax income/(loss) for domestic and foreign operations consisted of the following: Year Ended December 31, 2022 2021 2020 Domestic $ 432 $ 312 $ (113) Foreign 44 23 (45) Pretax income/(loss) $ 476 $ 335 $ (158) |
Schedule of Deferred Tax Assets and Liabilities | Deferred income tax assets and liabilities are comprised of the following: As of December 31, 2022 2021 Deferred income tax assets: Accrued liabilities and deferred revenues $ 85 $ 77 Tax credits (a) 7 7 Other comprehensive income and other 14 14 Provision for doubtful accounts 7 10 Net operating loss carryforward (b) 22 21 Valuation allowance (c) (23) (27) Deferred income tax assets 112 102 Deferred income tax liabilities: Depreciation and amortization 417 444 Other comprehensive income and other 35 19 Deferred income tax liabilities 452 463 Net deferred income tax liabilities $ 340 $ 361 Reported in: Other non-current assets $ 5 $ 5 Deferred income taxes 345 366 Net deferred income tax liabilities $ 340 $ 361 _____________________ |
Schedule of Effective Income Tax Rate Reconciliation | The Company’s effective income tax rate differs from the U.S. federal statutory rate as follows for the years ended December 31: 2022 2021 2020 Federal statutory rate 21.0 % 21.0 % 21.0 % State and local income taxes, net of federal tax benefits 2.8 3.1 5.5 Taxes on foreign operations at rates different than U.S. federal statutory rates 1.9 2.0 (2.1) Taxes on foreign income, net of tax credits 0.4 0.3 1.2 Nondeductible executive compensation 0.7 0.7 (1.9) Nondeductible goodwill impairment — — (1.8) Foreign-derived intangible income (0.5) (0.2) 0.2 Valuation allowances (0.6) 0.5 (5.2) Other (0.3) (0.2) (0.4) 25.4 % 27.2 % 16.5 % |
Schedule of Unrecognized Tax Benefits | The following table summarizes the activity related to the Company’s unrecognized tax benefits as of December 31: 2022 2021 2020 Beginning balance $ 7 $ 9 $ 11 Increases related to tax positions taken during a prior period 4 1 — Increases related to tax positions taken during the current period — — 1 Decreases related to settlements with taxing authorities — — — Decreases as a result of a lapse of the applicable statute of limitations (3) (2) (3) Decreases related to tax positions taken during a prior period — (1) — Ending balance $ 8 $ 7 $ 9 |
Long-Term Debt and Borrowing _2
Long-Term Debt and Borrowing Arrangements (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of Company's Indebtedness | The Company’s indebtedness consisted of: As of December 31, 2022 2021 Long-term debt: (a) Amount Weighted Average Rate (b) Amount Weighted Average Rate (b) $750 million revolving credit facility (due April 2027) $ — $ — $400 million term loan A (due April 2027) 399 5.92% — $1.6 billion term loan B (due May 2025) 1,139 3.70% 1,541 3.07% 4.375% senior unsecured notes (due August 2028) 494 4.38% 493 4.38% Finance leases 45 4.50% 50 4.50% Total long-term debt 2,077 2,084 Less: Current portion of long-term debt 20 21 Long-term debt $ 2,057 $ 2,063 _____________________ (a) The carrying amount of the term loan and senior unsecured notes are net of deferred debt issuance costs of $11 million and $15 million as of December 31, 2022 and 2021, respectively. (b) Weighted average interest rate based on year-end balances, including the effects from hedging. |
Schedule of Outstanding Debt Maturities | The Company’s outstanding debt as of December 31, 2022 matures as follows: Long-Term Debt Within 1 year $ 20 Between 1 and 2 years 26 Between 2 and 3 years 1,173 Between 3 and 4 years 37 Between 4 and 5 years 313 Thereafter 508 Total $ 2,077 |
Schedule of Available Capacity Under Borrowing Arrangements | As of December 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) | 12 Months Ended |
Dec. 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: December 31, 2022 Carrying Amount Estimated Fair Value Debt $ 2,077 $ 2,035 |
Commitments and Contingencies P
Commitments and Contingencies Post Closing Credit Support Guarantees (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Guarantor Obligations [Line Items] | |
Schedule of Guarantor Obligations [Table Text Block] | The table below summarizes the post-closing credit support guarantees related to the sale of the European Vacation Rentals business, the fair values of such guarantees and the receivables from its former Parent representing two-thirds of such guarantees at December 31, 2022: Guarantees Fair Value of Guarantees Receivable from former Parent Post-closing credit support at time of sale $ 81 $ 39 $ 26 Additional post-closing credit support 46 22 15 Total $ 127 $ 61 $ 41 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 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 year ended December 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 81.71 0.1 (b) 82.74 Vested (0.4) 58.58 — — Canceled (0.1) 66.08 (0.1) 55.26 Balance as of December 31, 2022 1.0 (c) $ 67.90 0.3 (d) $ 69.82 _____________________ (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 December 31, 2022 have an unrecognized compensation expense of $48 million, which is expected to be recognized over a weighted average period of 2.5 years. (d) PSUs outstanding as of December 31, 2022 have an aggregate maximum potential unrecognized compensation expense of $16 million, which may be recognized over a weighted average period of 1.6 years based on attainment of targets. The activity related to stock options granted by the Company for the year ended December 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 (0.1) 58.87 Canceled — — Outstanding as of December 31, 2022 1.0 $ 55.90 3.6 $ 16 Unvested as of December 31, 2022 0.4 (a) $ 55.17 3.9 $ 6 Exercisable as of December 31, 2022 0.6 $ 56.30 3.5 $ 10 _____________________ (a) Unvested options as of December 31, 2022 are expected to vest over time and have an aggregate unrecognized compensation expense of $2 million, which will be recognized over a weighted average period of 1.5 years. |
Schedule of Valuation Assumptions | 2021 2020 Grant date fair value $19.58 $8.59 Grant date strike price $65.21 $53.40 Expected volatility 40.18% 24.30% Expected life 4.25 years 4.25 years Risk-free interest rate 0.40% 1.21% Projected dividend yield 0.98% 2.40% |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Segment Reporting [Abstract] | |
Summary of Net Revenues and Adjusted EBITDA by Segment | Hotel Franchising Hotel Management Corporate and Other (a) Total Year Ended or as of December 31, 2022 Net revenues $ 1,277 $ 221 $ — $ 1,498 Adjusted EBITDA 679 37 (66) 650 Depreciation and amortization 63 5 9 77 Segment assets 3,711 113 299 4,123 Capital expenditures 33 — 6 39 Year Ended or as of December 31, 2021 Net revenues $ 1,099 $ 466 $ — $ 1,565 Adjusted EBITDA 592 57 (59) 590 Depreciation and amortization 60 26 9 95 Segment assets 3,575 394 300 4,269 Capital expenditures 30 4 3 37 Year Ended or as of December 31, 2020 Net revenues $ 863 $ 437 $ — $ 1,300 Adjusted EBITDA (b) 392 13 (69) 336 Depreciation and amortization 63 25 10 98 Segment assets 3,629 418 597 4,644 Capital expenditures 24 4 5 33 _____________________ (a) Includes the elimination of transactions between segments. (b) Adjusted EBITDA for 2020 has been recasted to conform with the current year presentation. |
Reconciliation of Net Income to Adjusted EBITDA | Provided below is a reconciliation of net income/(loss) to adjusted EBITDA. Year Ended December 31, 2022 2021 2020 (a) Net income/(loss) $ 355 $ 244 $ (132) Provision for/(benefit from) income taxes 121 91 (26) Depreciation and amortization 77 95 98 Interest expense, net 80 93 112 Early extinguishment of debt 2 18 — Stock-based compensation expense 33 28 19 Development advance notes amortization 12 11 9 Gain on asset sale, net (35) — — Separation-related expenses 1 3 2 Impairments, net — 6 206 Restructuring costs — — 34 Transaction-related expenses, net — — 12 Foreign currency impact of highly inflationary countries 4 1 2 Adjusted EBITDA $ 650 $ 590 $ 336 (a) Adjusted EBITDA for 2020 has been recasted to conform with the current year presentation. |
Revenue from External Customers by Geographic Areas | Year Ended December 31, 2022 2021 2020 (a) Net income/(loss) $ 355 $ 244 $ (132) Provision for/(benefit from) income taxes 121 91 (26) Depreciation and amortization 77 95 98 Interest expense, net 80 93 112 Early extinguishment of debt 2 18 — Stock-based compensation expense 33 28 19 Development advance notes amortization 12 11 9 Gain on asset sale, net (35) — — Separation-related expenses 1 3 2 Impairments, net — 6 206 Restructuring costs — — 34 Transaction-related expenses, net — — 12 Foreign currency impact of highly inflationary countries 4 1 2 Adjusted EBITDA $ 650 $ 590 $ 336 (a) Adjusted EBITDA for 2020 has been recasted to conform with the current year presentation. The geographic segment information provided below is classified based on the geographic location of the Company’s subsidiaries. United States All Other Countries (a) Total Year Ended or As of December 31, 2022 Net revenues $ 1,271 $ 227 $ 1,498 Net long-lived assets 3,126 104 3,230 Year Ended or As of December 31, 2021 Net revenues $ 1,366 $ 199 $ 1,565 Net long-lived assets 3,199 107 3,306 Year Ended or As of December 31, 2020 Net revenues $ 1,159 $ 141 $ 1,300 Net long-lived assets 3,334 184 3,518 _____________________ (a) Includes U.S. territories. |
Schedule of Revenue from External Customers and Long-Lived Assets, by Geographical Areas | Year Ended December 31, 2022 2021 2020 (a) Net income/(loss) $ 355 $ 244 $ (132) Provision for/(benefit from) income taxes 121 91 (26) Depreciation and amortization 77 95 98 Interest expense, net 80 93 112 Early extinguishment of debt 2 18 — Stock-based compensation expense 33 28 19 Development advance notes amortization 12 11 9 Gain on asset sale, net (35) — — Separation-related expenses 1 3 2 Impairments, net — 6 206 Restructuring costs — — 34 Transaction-related expenses, net — — 12 Foreign currency impact of highly inflationary countries 4 1 2 Adjusted EBITDA $ 650 $ 590 $ 336 (a) Adjusted EBITDA for 2020 has been recasted to conform with the current year presentation. The geographic segment information provided below is classified based on the geographic location of the Company’s subsidiaries. United States All Other Countries (a) Total Year Ended or As of December 31, 2022 Net revenues $ 1,271 $ 227 $ 1,498 Net long-lived assets 3,126 104 3,230 Year Ended or As of December 31, 2021 Net revenues $ 1,366 $ 199 $ 1,565 Net long-lived assets 3,199 107 3,306 Year Ended or As of December 31, 2020 Net revenues $ 1,159 $ 141 $ 1,300 Net long-lived assets 3,334 184 3,518 _____________________ (a) Includes U.S. territories. |
Long-lived Assets by Geographic Areas | Year Ended December 31, 2022 2021 2020 (a) Net income/(loss) $ 355 $ 244 $ (132) Provision for/(benefit from) income taxes 121 91 (26) Depreciation and amortization 77 95 98 Interest expense, net 80 93 112 Early extinguishment of debt 2 18 — Stock-based compensation expense 33 28 19 Development advance notes amortization 12 11 9 Gain on asset sale, net (35) — — Separation-related expenses 1 3 2 Impairments, net — 6 206 Restructuring costs — — 34 Transaction-related expenses, net — — 12 Foreign currency impact of highly inflationary countries 4 1 2 Adjusted EBITDA $ 650 $ 590 $ 336 (a) Adjusted EBITDA for 2020 has been recasted to conform with the current year presentation. The geographic segment information provided below is classified based on the geographic location of the Company’s subsidiaries. United States All Other Countries (a) Total Year Ended or As of December 31, 2022 Net revenues $ 1,271 $ 227 $ 1,498 Net long-lived assets 3,126 104 3,230 Year Ended or As of December 31, 2021 Net revenues $ 1,366 $ 199 $ 1,565 Net long-lived assets 3,199 107 3,306 Year Ended or As of December 31, 2020 Net revenues $ 1,159 $ 141 $ 1,300 Net long-lived assets 3,334 184 3,518 _____________________ (a) Includes U.S. territories. |
Other Expenses and Charges (Tab
Other Expenses and Charges (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Restructuring and Related Costs | Restructuring charges by segment for the year ended December 31, 2020 were as follows: Year Ended December 31, 2020 Hotel Franchising $ 15 Hotel Management 3 Corporate and Other 16 Total $ 34 Below is the activity for the year ended December 31, 2021 relating to all four of the Company’s restructuring plans implemented in 2020: 2021 Activity Liability as of December 31, 2020 Cash Payments Liability as of December 31, 2021 Personnel-related $ 7 $ (7) $ — Facility-related 3 (3) — Total accrued restructuring $ 10 $ (10) $ — The following table presents activity for the year ended December 31, 2020 relating to restructuring activities by plan: 2020 Activity Liability as of December 31, 2019 Costs Recognized Cash Payments Other (a) Liability as of December 31, 2020 2019 Plan Personnel-related $ 8 $ — $ (7) $ (1) $ — 2020 Plans Personnel-related — 28 (20) (1) 7 Facility-related — 5 (2) — 3 Other — 1 (1) — — Total 2020 Plans — 34 (23) (1) 10 Total accrued restructuring $ 8 $ 34 $ (30) $ (2) $ 10 _____________________ (a) Represents non-cash payments in Company stock. |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Leases [Abstract] | |
Assets And Liabilities, Leases | The table below presents the lease-related assets and liabilities recorded on the Consolidated Balance Sheets. Classification on the Balance Sheets December 31, 2022 December 31, 2021 Assets Operating lease assets Other non-current assets $ 11 $ 14 Finance lease assets Property and equipment, net 26 29 Total lease assets $ 37 $ 43 Liabilities Current Operating lease liabilities Accrued expenses and other current liabilities $ 4 $ 4 Finance lease liabilities Current portion of long-term debt 5 5 Non-current Operating lease liabilities Other non-current liabilities 7 10 Finance lease liabilities Long-term debt 40 45 Total lease liabilities $ 56 $ 64 |
Lease, Cost | The table below presents the remaining lease term and discount rates for finance and operating leases. December 31, 2022 December 31, 2021 Weighted-average remaining lease term Operating leases 4.1 years 4.7 years Finance leases 6.7 years 7.7 years Weighted-average discount rate Operating leases 4.2 % 3.9 % Finance leases 4.3 % 4.3 % |
Lessee, Operating Lease, Liability, Maturity | The table below reconciles the undiscounted cash flows for each of the first five years and total of the remaining years to the finance lease liabilities and operating lease liabilities recorded on the Company’s Consolidated Balance Sheet as of December 31, 2022. Operating Leases Finance Leases 2023 $ 4 $ 7 2024 3 7 2025 2 8 2026 1 8 2027 1 8 Thereafter 1 13 Total minimum lease payments 12 51 Less: amount of lease payments representing interest 1 6 Present value of future minimum lease payments 11 45 Less: current obligations under leases 4 5 Long-term lease obligations $ 7 $ 40 |
Finance Lease, Liability, Maturity | The table below reconciles the undiscounted cash flows for each of the first five years and total of the remaining years to the finance lease liabilities and operating lease liabilities recorded on the Company’s Consolidated Balance Sheet as of December 31, 2022. Operating Leases Finance Leases 2023 $ 4 $ 7 2024 3 7 2025 2 8 2026 1 8 2027 1 8 Thereafter 1 13 Total minimum lease payments 12 51 Less: amount of lease payments representing interest 1 6 Present value of future minimum lease payments 11 45 Less: current obligations under leases 4 5 Long-term lease obligations $ 7 $ 40 |
Leases, Other Information | Under the new accounting standard for leases, the Company recorded the following related to leases on the Consolidated Financial Statements: Consolidated Statements of Cash Flows: Year Ended December 31, 2022 2021 2020 Operating activities Cash payments related to operating and finance leases $ 6 $ 7 $ 8 Financing activities Cash payments related to finance leases 5 5 5 Consolidated Statements of Income/(Loss): Year Ended December 31, 2022 2021 2020 Operating lease expense $ 4 $ 4 $ 5 Finance lease expense Amortization of right-of-use assets 4 4 4 Interest expense 2 2 2 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Income/(Loss) (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Schedule of Accumulated Other Comprehensive Income (Loss) [Table Text Block] | 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, 2019 $ (1) $ (26) $ (27) Period change 3 (28) (25) Balance as of December 31, 2020 $ 2 $ (54) $ (52) Period change — 37 37 Balance as of December 31, 2021 $ 2 $ (17) $ (15) Period change (5) 58 53 Balance as of December 31, 2022 $ (3) $ 41 $ 38 |
Basis of Presentation (Details)
Basis of Presentation (Details) | Dec. 31, 2022 country | Mar. 31, 2022 hotel |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Number of countries operating in (more than) | country | 95 | |
Owned hotel properties | hotel | 2 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Narrative) (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2020 | Dec. 31, 2021 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Accrued expenses and other current liabilities | $ 264,000,000 | $ 258,000,000 | |
Accrued expenses and other current liabilities | 189,000,000 | 189,000,000 | |
Cumulative-effect benefit to retained earnings | 318,000,000 | 79,000,000 | |
Deferred loyalty program revenue | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Loyalty program liability | 118,000,000 | 109,000,000 | |
Accrued expenses and other current liabilities | 74,000,000 | 67,000,000 | |
Accrued expenses and other current liabilities | $ 44,000,000 | $ 42,000,000 | |
Cumulative adjustment, increase in loyalty revenues | $ 16,000,000 | ||
Minimum | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Historical collection attrition rate, period | 7 years | ||
Maximum | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Historical collection attrition rate, period | 10 years |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Advertising Expense) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Accounting Changes and Error Corrections [Abstract] | |||
Advertising Expense | $ 124 | $ 85 | $ 57 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies (Property, Plant and Equipment) (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, net | $ 99 | $ 106 |
Building And Leasehold Improvements | ||
Property, Plant and Equipment [Line Items] | ||
Useful life | 20 years | |
Software and Software Development Costs | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, net | $ 56 | $ 52 |
Minimum | Furniture, fixtures and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Useful life | 3 years | |
Minimum | Software and Software Development Costs | ||
Property, Plant and Equipment [Line Items] | ||
Useful life | 3 years | |
Maximum | Furniture, fixtures and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Useful life | 7 years | |
Maximum | Software and Software Development Costs | ||
Property, Plant and Equipment [Line Items] | ||
Useful life | 5 years |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies (Allowance for Doubtful Accounts) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | |||
Accounts Receivable, Allowance for Credit Loss, Beginning Balance | $ 81 | $ 72 | $ 47 |
(Recovery of)/provision for doubtful accounts | (2) | 21 | 37 |
Accounts Receivable, Allowance for Credit Loss, Writeoff | (15) | (12) | (24) |
Accounts Receivable, Allowance for Credit Loss, Ending Balance | $ 64 | $ 81 | $ 72 |
Revenue Recognition (Narrative)
Revenue Recognition (Narrative) (Details) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 USD ($) | Mar. 31, 2022 hotel | Dec. 31, 2021 USD ($) | |
Capitalized Contract Cost [Line Items] | |||
Capitalized contract costs | $ 34 | $ 33 | |
Number of hotels from hotel ownership portfolio earning revenue | hotel | 2 | ||
Franchise agreement, revenue recognition period (within) | 13 years | ||
Minimum | |||
Capitalized Contract Cost [Line Items] | |||
Standard Management Agreement, Term | 10 years | ||
Standard Franchise Agreement, Term [Line Items] | 10 years | ||
Standard Management Agreement, Term | 10 years | ||
Maximum | |||
Capitalized Contract Cost [Line Items] | |||
Standard Management Agreement, Term | 20 years | ||
Standard Franchise Agreement, Term [Line Items] | 20 years | ||
Standard Management Agreement, Term | 20 years | ||
Other current assets | |||
Capitalized Contract Cost [Line Items] | |||
Capitalized contract costs | $ 4 | 5 | |
Other non-current assets | |||
Capitalized Contract Cost [Line Items] | |||
Capitalized contract costs | $ 30 | $ 28 |
Revenue Recognition (Contract L
Revenue Recognition (Contract Liabilities) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2020 | Dec. 31, 2021 | |
Disaggregation of Revenue [Line Items] | |||
Contract liabilities | $ 247 | $ 235 | |
Deferred initial franchise fee revenue | |||
Disaggregation of Revenue [Line Items] | |||
Contract liabilities | 143 | 145 | |
Deferred loyalty program revenue | |||
Disaggregation of Revenue [Line Items] | |||
Contract liabilities | 85 | 76 | |
Contract with Customer, Liability, Cumulative Catch-up Adjustment to Revenue, Change in Measure of Progress | $ 16 | ||
Product and Service, Other [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Contract liabilities | $ 19 | $ 14 | |
Maximum | |||
Disaggregation of Revenue [Line Items] | |||
Standard Management Agreement, Term | 20 years | ||
Minimum | |||
Disaggregation of Revenue [Line Items] | |||
Standard Management Agreement, Term | 10 years |
Revenue Recognition (Performanc
Revenue Recognition (Performance Obligations) (Details) $ in Millions | Dec. 31, 2022 USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 247 |
Initial franchise fee revenue | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | 143 |
Loyalty program revenue | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | 85 |
Other revenue | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | 19 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 83 |
Remaining performance obligation, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | Initial franchise fee revenue | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 15 |
Remaining performance obligation, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | Loyalty program revenue | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 54 |
Remaining performance obligation, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | Other revenue | |
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]: 2024-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 30 |
Remaining performance obligation, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 | Initial franchise fee revenue | |
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]: 2024-01-01 | Loyalty program revenue | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 21 |
Remaining performance obligation, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 | Other revenue | |
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]: 2025-01-01 | |
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]: 2025-01-01 | Initial franchise fee revenue | |
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]: 2025-01-01 | Loyalty program revenue | |
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]: 2025-01-01 | Other revenue | |
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]: 2026-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 118 |
Remaining performance obligation, period | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-01-01 | Initial franchise fee revenue | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 113 |
Remaining performance obligation, period | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-01-01 | Loyalty program revenue | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 2 |
Remaining performance obligation, period | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-01-01 | Other revenue | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 3 |
Remaining performance obligation, period |
Revenue Recognition (Disaggrega
Revenue Recognition (Disaggregation of Net Revenues) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Disaggregation of Revenue [Line Items] | |||
Fee-related and other revenues | $ 1,354 | $ 1,245 | $ 950 |
Net revenues | 1,498 | 1,565 | 1,300 |
Royalties and franchise fees | |||
Disaggregation of Revenue [Line Items] | |||
Fee-related and other revenues | 512 | 461 | 328 |
Marketing, reservation and loyalty | |||
Disaggregation of Revenue [Line Items] | |||
Fee-related and other revenues | 544 | 468 | 370 |
License and other fees | |||
Disaggregation of Revenue [Line Items] | |||
Fee-related and other revenues | 100 | 79 | 84 |
Other | |||
Disaggregation of Revenue [Line Items] | |||
Fee-related and other revenues | 141 | 120 | 104 |
Hotel Franchising | Royalties and franchise fees | |||
Disaggregation of Revenue [Line Items] | |||
Fee-related and other revenues | 496 | 436 | 309 |
Hotel Franchising | Marketing, reservation and loyalty | |||
Disaggregation of Revenue [Line Items] | |||
Fee-related and other revenues | 543 | 467 | 369 |
Hotel Franchising | License and other fees | |||
Disaggregation of Revenue [Line Items] | |||
Fee-related and other revenues | 100 | 79 | 84 |
Hotel Franchising | Other | |||
Disaggregation of Revenue [Line Items] | |||
Fee-related and other revenues | 138 | 117 | 101 |
Hotel Management | Royalties and franchise fees | |||
Disaggregation of Revenue [Line Items] | |||
Fee-related and other revenues | 16 | 25 | 19 |
Hotel Management | Marketing, reservation and loyalty | |||
Disaggregation of Revenue [Line Items] | |||
Fee-related and other revenues | 1 | 1 | 1 |
Hotel Management | Hotel management - owned properties | |||
Disaggregation of Revenue [Line Items] | |||
Fee-related and other revenues | 42 | 82 | 37 |
Hotel Management | Hotel management - managed properties | |||
Disaggregation of Revenue [Line Items] | |||
Fee-related and other revenues | 15 | 35 | 27 |
Hotel Management | Cost reimbursements | |||
Disaggregation of Revenue [Line Items] | |||
Fee-related and other revenues | 144 | 320 | 350 |
Hotel Management | Other | |||
Disaggregation of Revenue [Line Items] | |||
Fee-related and other revenues | 3 | 3 | 3 |
Reportable Segments | Hotel Franchising | |||
Disaggregation of Revenue [Line Items] | |||
Fee-related and other revenues | 1,277 | 1,099 | 863 |
Net revenues | 1,277 | 1,099 | 863 |
Reportable Segments | Hotel Management | |||
Disaggregation of Revenue [Line Items] | |||
Fee-related and other revenues | 221 | 466 | 437 |
Net revenues | $ 221 | $ 466 | $ 437 |
Earnings Per Share (Narrative)
Earnings Per Share (Narrative) (Details) - USD ($) shares in Millions, $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Earnings Per Share [Abstract] | ||
Common stock, shares outstanding (in shares) | 101.6 | 101.3 |
Share repurchase, remaining availability | $ 436 |
Earnings Per Share (Computation
Earnings Per Share (Computation of Basic and Diluted EPS) (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Earnings Per Share [Abstract] | |||
Net income/(loss) | $ 355 | $ 244 | $ (132) |
Basic weighted average shares outstanding (in shares) | 90.3 | 93.4 | 93.4 |
Stock Options and restricted stock units (RSUs) (in shares) | 0.5 | 0.5 | 0 |
Diluted weighted average shares outstanding (in shares) | 90.8 | 93.9 | 93.4 |
Earnings/(loss) per share | |||
Basic (in usd per share) | $ 3.93 | $ 2.61 | $ (1.42) |
Diluted (in usd per share) | 3.91 | 2.60 | (1.42) |
Dividends: | |||
Cash dividends declared per share (in usd per share) | $ 1.28 | $ 0.88 | $ 0.56 |
Aggregate dividends paid to stockholders | $ 116 | $ 82 | $ 53 |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 0.1 |
Earnings Per Share (Stock Repur
Earnings Per Share (Stock Repurchase Activity) (Details) $ / shares in Units, shares in Millions, $ in Millions | 12 Months Ended |
Dec. 31, 2022 USD ($) $ / shares shares | |
Shares | |
Treasury stock, beginning (in shares) | shares | 9 |
Treasury stock, acquired (in shares) | shares | 6.2 |
Treasury stock, ending (in shares) | shares | 15.2 |
Cost | |
Treasury stock, cost, beginning | $ | $ 519 |
Treasury stock, cost, acquired | $ | 445 |
Treasury stock, cost, ending | $ | $ 964 |
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 | 71.70 |
Treasury stock, average price per share, ending (in usd per share) | $ / shares | $ 63.32 |
Accounts Receivables (Details)
Accounts Receivables (Details) - USD ($) $ in Millions | 12 Months Ended | ||||
Jan. 01, 2020 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Receivables [Abstract] | |||||
Accounts Receivable, Allowance for Credit Loss | $ 64 | $ 81 | $ 72 | $ 47 | |
Financing Receivable, Allowance for Credit Loss [Line Items] | |||||
Provision (benefit) for income taxes | 121 | 91 | (26) | ||
Accounts Receivable, Allowance for Credit Loss | 64 | 81 | 72 | 47 | |
(Recovery of)/provision for doubtful accounts | (2) | 21 | 37 | ||
Accounts Receivable, Allowance for Credit Loss, Writeoff | (15) | (12) | $ (24) | ||
Accounts and Financing Receivable, Allowance for Credit Loss | 3 | 4 | |||
Financing Receivable, Allowance for Credit Loss | $ 1 | 3 | |||
Minimum | |||||
Financing Receivable, Allowance for Credit Loss [Line Items] | |||||
Credit Loss Estimate, Historical Collection Period Measured | 7 years | ||||
Maximum | |||||
Financing Receivable, Allowance for Credit Loss [Line Items] | |||||
Credit Loss Estimate, Historical Collection Period Measured | 10 years | ||||
Financing Receivable with Deferred Income Offset [Member] | |||||
Financing Receivable, Allowance for Credit Loss [Line Items] | |||||
Financing Receivable, after Allowance for Credit Loss | $ 12 | $ 20 | |||
Cumulative Effect, Period of Adoption, Adjustment | Accounting Standards Update 2016-13 | |||||
Receivables [Abstract] | |||||
Accounts Receivable, Allowance for Credit Loss | $ 10 | 12 | |||
Financing Receivable, Allowance for Credit Loss [Line Items] | |||||
Provision (benefit) for income taxes | 2 | ||||
Accounts Receivable, Allowance for Credit Loss | $ 10 | $ 12 |
Hotel Brand Acquisition (Detail
Hotel Brand Acquisition (Details) $ in Millions | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2022 USD ($) hotel | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | |
Asset Acquisition [Line Items] | ||||
Acquisition of hotel brand | $ 44 | $ 0 | $ 0 | |
Gross Carrying Amount | 930 | 1,033 | ||
Vienna House | ||||
Asset Acquisition [Line Items] | ||||
Number Of franchised hotels | hotel | 41 | |||
Trademarks, net | ||||
Asset Acquisition [Line Items] | ||||
Unamortized Intangible Assets | $ 1,231 | 1,201 | ||
Franchise agreements | ||||
Asset Acquisition [Line Items] | ||||
Useful life | 20 years | |||
Gross Carrying Amount | $ 913 | $ 895 | ||
Vienna House | ||||
Asset Acquisition [Line Items] | ||||
Acquisition of hotel brand | $ 44 | |||
Asset Acquisition, Consideration Transferred | $ 44 | |||
Vienna House | Trademarks, net | ||||
Asset Acquisition [Line Items] | ||||
Unamortized Intangible Assets | 28 | |||
Vienna House | Franchise agreements | ||||
Asset Acquisition [Line Items] | ||||
Gross Carrying Amount | $ 16 |
Assets and Liabilities Held f_3
Assets and Liabilities Held for Sale (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Long Lived Assets Held-for-sale [Line Items] | |||
Trade receivables, net | $ 4 | ||
Other current assets | 4 | ||
Property and equipment, net | 146 | ||
Total assets held for sale | $ 0 | 154 | |
Accrued expenses and other current liabilities | 8 | ||
Deferred revenues | 6 | ||
Other liabilities | 3 | ||
Total liabilities held for sale | 0 | 17 | |
Impairments, net | $ 0 | $ 6 | $ 206 |
Property and Equipment, Net P_2
Property and Equipment, Net Property and Equipment, Net (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | $ 417 | $ 464 |
Less: Accumulated depreciation | 318 | 358 |
Property and equipment, net | 99 | 106 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 30 | 30 |
Capitalized software | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 290 | 326 |
Furniture, fixtures and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 24 | 32 |
Finance leases | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 64 | 64 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | $ 9 | $ 12 |
Property and Equipment, Net (Na
Property and Equipment, Net (Narrative) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Property, Plant and Equipment [Abstract] | |||
Impairments, net | $ 0 | $ 6 | $ 206 |
Property and equipment, net | 146 | ||
Depreciation expense | $ 46 | $ 57 | $ 61 |
Intangible Assets (Goodwill and
Intangible Assets (Goodwill and Intangible Assets) (Details) $ in Millions | 3 Months Ended | 12 Months Ended | |||
Jun. 30, 2022 USD ($) | Jun. 30, 2020 USD ($) trademark | Dec. 31, 2022 USD ($) | Dec. 31, 2020 USD ($) | Dec. 31, 2021 USD ($) | |
Finite-Lived Intangible Assets [Line Items] | |||||
Goodwill | $ 1,525 | $ 1,525 | $ 1,525 | ||
Gross Carrying Amount | 930 | 1,033 | |||
Accumulated Amortization | 555 | 559 | |||
Net Carrying Amount | 375 | 474 | |||
Goodwill and Intangible Asset Impairment | 205 | ||||
Number Of Assets Impaired | trademark | 3 | ||||
Goodwill, Gross | 1,525 | 1,539 | |||
Goodwill, Impaired, Accumulated Impairment Loss | 14 | ||||
CorePoint payment for management contract rights | $ 84 | ||||
Goodwill, Written off Related to Sale of Business Unit | $ 14 | ||||
Impairment, Intangible Asset, Indefinite-Lived (Excluding Goodwill), Statement of Income or Comprehensive Income [Extensible Enumeration] | Impairments, net | ||||
Impairment of Intangible Assets (Excluding Goodwill) | $ 191 | ||||
Hotel Franchising | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Goodwill | $ 1,441 | 1,441 | |||
Hotel Management | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Goodwill | 84 | $ 84 | |||
Franchise agreements | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Gross Carrying Amount | 913 | 895 | |||
Accumulated Amortization | 541 | 513 | |||
Net Carrying Amount | 372 | 382 | |||
Management agreements | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Gross Carrying Amount | 15 | 135 | |||
Accumulated Amortization | 14 | 44 | |||
Net Carrying Amount | 1 | 91 | |||
Trademarks | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Gross Carrying Amount | 1 | 2 | |||
Accumulated Amortization | 0 | 1 | |||
Net Carrying Amount | 1 | 1 | |||
Other | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Gross Carrying Amount | 1 | 1 | |||
Accumulated Amortization | 0 | 1 | |||
Net Carrying Amount | 1 | 0 | |||
Trademarks | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Unamortized Intangible Assets | $ 1,231 | $ 1,201 | |||
Impaired Assets [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Unamortized Intangible Assets | 622 | ||||
Indefinite-lived Intangible Assets, Gross | 827 | ||||
Goodwill, Impairment Loss | (14) | ||||
Impairment of Intangible Assets (Excluding Goodwill) | (205) | ||||
Impaired Assets [Member] | Owned Hotel Reporting Unit [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Goodwill | 0 | ||||
Goodwill, Gross | 14 | ||||
Goodwill, Impairment Loss | (14) | ||||
Impaired Assets [Member] | La Quinta trademark [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Unamortized Intangible Assets | 555 | ||||
Indefinite-lived Intangible Assets, Gross | 710 | ||||
Impairment of Intangible Assets (Excluding Goodwill) | (155) | ||||
Impaired Assets [Member] | Other impaired trademarks [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Unamortized Intangible Assets | 67 | ||||
Indefinite-lived Intangible Assets, Gross | 103 | ||||
Impairment of Intangible Assets (Excluding Goodwill) | $ (36) |
Intangible Assets (Change in Go
Intangible Assets (Change in Goodwill) (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Goodwill [Roll Forward] | ||
Goodwill, Beginning | $ 1,525 | $ 1,525 |
Goodwill, Other Increase (Decrease) | 0 | 0 |
Goodwill, Ending | 1,525 | 1,525 |
Hotel Franchising | ||
Goodwill [Roll Forward] | ||
Goodwill, Beginning | 1,441 | |
Goodwill, Other Increase (Decrease) | 0 | 0 |
Goodwill, Ending | 1,441 | |
Hotel Management | ||
Goodwill [Roll Forward] | ||
Goodwill, Beginning | 84 | |
Goodwill, Other Increase (Decrease) | 0 | $ 0 |
Goodwill, Ending | $ 84 |
Intangible Assets (Amortization
Intangible Assets (Amortization Expense of Amortizable Intangible Assets) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Finite-Lived Intangible Assets [Line Items] | |||
Amortization expense | $ 31 | $ 38 | $ 37 |
2023 | 28 | ||
2024 | 27 | ||
2025 | 27 | ||
2026 | 26 | ||
2027 | 26 | ||
Franchise agreements | |||
Finite-Lived Intangible Assets [Line Items] | |||
Amortization expense | 26 | 27 | 27 |
Management agreements | |||
Finite-Lived Intangible Assets [Line Items] | |||
Amortization expense | $ 5 | $ 11 | $ 10 |
Franchising, Marketing and Re_3
Franchising, Marketing and Reservation Activities (Narrative) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Disaggregation of Revenue [Line Items] | |||
Fee-related and other revenues | $ 1,354 | $ 1,245 | $ 950 |
Initial franchise fee revenue | |||
Disaggregation of Revenue [Line Items] | |||
Fee-related and other revenues | 15 | 14 | 20 |
Forgiveness of note receivable | |||
Disaggregation of Revenue [Line Items] | |||
Fee-related and other revenues | $ (12) | $ (11) | $ (9) |
Franchising, Marketing and Re_4
Franchising, Marketing and Reservation Activities Development Advance Note Financial Statement Location (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Disaggregation of Revenue [Line Items] | |||
Fee-related and other revenues | $ (1,354) | $ (1,245) | $ (950) |
Bad debt expense related to notes | 1 | 1 | 1 |
Franchisees and hotel owners | |||
Disaggregation of Revenue [Line Items] | |||
Development advance notes | 144 | 108 | |
Forgiveness of note receivable | |||
Disaggregation of Revenue [Line Items] | |||
Fee-related and other revenues | $ 12 | $ 11 | $ 9 |
Accrued Expenses and Other Cu_3
Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Accrued Expenses and Other Current Liabilities [Abstract] | ||||
Accrued payroll and related expenses | $ 73 | $ 74 | ||
Accrued loyalty program liabilities | 74 | 67 | ||
Accrued taxes payable | 38 | 33 | ||
Accrued self-insurance liabilities | 20 | 25 | ||
Accrued marketing expenses | 10 | 11 | ||
Accrued interest | 9 | 9 | ||
Accrued professional expenses | 10 | 9 | ||
Accrued legal settlements | 8 | 6 | ||
Due to former Parent (Note 19) | 3 | 5 | ||
Operating lease liabilities | 4 | 4 | ||
Accrued restructuring | 0 | $ 10 | $ 8 | |
Other | 15 | 15 | ||
Accrued expenses and other current liabilities | $ 264 | $ 258 | ||
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] | Accrued expenses and other current liabilities | Accrued expenses and other current liabilities |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Operating Loss Carryforwards [Line Items] | ||||
Undistributed foreign earnings | $ 48 | |||
Unrecognized tax benefits | 8 | $ 7 | $ 9 | $ 11 |
Accrued penalties | 1 | 1 | 1 | |
Accrued interest | 2 | 2 | 2 | |
Cash income tax payments, net of refunds | (123) | (114) | $ 9 | |
Income Taxes Receivable | 15 | $ 48 | ||
Minimum | Federal | ||||
Operating Loss Carryforwards [Line Items] | ||||
Unrecognized tax benefits | 4 | |||
Maximum | Federal | ||||
Operating Loss Carryforwards [Line Items] | ||||
Unrecognized tax benefits | $ 5 |
Income Taxes (Income tax provis
Income Taxes (Income tax provision) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Current | |||
Federal | $ 116 | $ 65 | $ (5) |
State | 22 | 16 | (2) |
Foreign | 22 | 11 | 4 |
Current Income Tax Expense (Benefit) | 160 | 92 | (3) |
Deferred | |||
Federal | (30) | (5) | (10) |
State | (9) | 0 | (8) |
Foreign | 0 | 4 | (5) |
Deferred income taxes | (39) | (1) | (23) |
Provision (benefit) for income taxes | $ 121 | $ 91 | $ (26) |
Income Taxes (Income before Inc
Income Taxes (Income before Income Taxes) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |||
Domestic | $ 432 | $ 312 | $ (113) |
Foreign | 44 | 23 | (45) |
Income/(loss) before income taxes | $ 476 | $ 335 | $ (158) |
Income Taxes (Deferred tax asse
Income Taxes (Deferred tax assets and liabilities) (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Deferred Tax Assets, Gross [Abstract] | ||
Accrued liabilities and deferred revenues | $ 85 | $ 77 |
Tax credits | 7 | 7 |
Provision for doubtful accounts | 7 | 10 |
Net operating loss carryforward | 22 | 21 |
Other comprehensive income and other | 14 | 14 |
Valuation allowance | (23) | (27) |
Deferred income tax assets | 112 | 102 |
Deferred income tax liabilities: | ||
Depreciation and amortization | 417 | 444 |
Other comprehensive income and other | 35 | 19 |
Deferred income tax liabilities | 452 | 463 |
Deferred Tax Liabilities, Net | 340 | 361 |
Foreign tax credits | 7 | |
Net Operating Loss Carryforward | ||
Deferred Tax Assets, Gross [Abstract] | ||
Valuation allowance | (14) | (17) |
Deferred Tax Asset | ||
Deferred Tax Assets, Gross [Abstract] | ||
Valuation allowance | (2) | (6) |
Foreign Tax Credit | ||
Deferred Tax Assets, Gross [Abstract] | ||
Valuation allowance | (7) | (4) |
Other non-current assets | ||
Deferred income tax liabilities: | ||
Deferred Tax Liabilities, Net | 5 | 5 |
Deferred income taxes | ||
Deferred income tax liabilities: | ||
Deferred Tax Liabilities, Net | $ 345 | $ 366 |
Income Taxes (Effective Income
Income Taxes (Effective Income Tax Reconciliation) (Details) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |||
Federal statutory rate | 21% | 21% | 21% |
State and local income taxes, net of federal tax benefits | 2.80% | 3.10% | 5.50% |
Taxes on foreign operations at rates different than U.S. federal statutory rates | 1.90% | 2% | (2.10%) |
Taxes on foreign income, net of tax credits | 0.40% | 0.30% | 1.20% |
Nondeductible executive compensation | 0.70% | 0.70% | (1.90%) |
Nondeductible goodwill impairment | 0% | 0% | (1.80%) |
Foreign-derived intangible income | (0.50%) | (0.20%) | 0.20% |
Valuation allowances | (0.60%) | 0.50% | (5.20%) |
Other | (0.30%) | (0.20%) | (0.40%) |
Effective income tax rate, percent | 25.40% | 27.20% | 16.50% |
Income Taxes (Unrecognized Tax
Income Taxes (Unrecognized Tax Benefit) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Beginning balance | $ 7 | $ 9 | $ 11 |
Increases related to tax positions taken during a prior period | 4 | 1 | 0 |
Increases related to tax positions taken during the current period | 0 | 0 | 1 |
Decreases related to settlements with taxing authorities | 0 | 0 | 0 |
Decreases as a result of a lapse of the applicable statute of limitations | (3) | (2) | (3) |
Decreases related to tax positions taken during a prior period | 0 | (1) | 0 |
Ending balance | 8 | 7 | 9 |
Accrued penalties | 1 | 1 | 1 |
Accrued interest | 2 | 2 | 2 |
Unrecognized Tax Benefits, Income Tax Penalties and Interest Expense | $ 0 | $ 0 | $ 1 |
Long-Term Debt and Borrowing _3
Long-Term Debt and Borrowing Arrangements (Schedule of Company's Indebtedness) (Details) - USD ($) | Dec. 31, 2022 | Apr. 08, 2022 | Dec. 31, 2021 | Apr. 15, 2021 | Aug. 31, 2020 | May 31, 2018 | Apr. 30, 2018 |
Debt Instrument [Line Items] | |||||||
Finance leases | $ 45,000,000 | $ 50,000,000 | |||||
Total long-term debt | 2,077,000,000 | 2,084,000,000 | |||||
Less: Current portion of long-term debt | 20,000,000 | 21,000,000 | |||||
Long-term debt | 2,057,000,000 | 2,063,000,000 | |||||
Senior Unsecured Notes due April 2026 [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, face amount | $ 500,000,000 | $ 500,000,000 | |||||
Debt instrument, interest rate, stated percentage | 5.375% | ||||||
Senior Unsecured Notes due August 2028 [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, face amount | $ 500,000,000 | ||||||
Debt instrument, interest rate, stated percentage | 4.375% | ||||||
$750 million revolving credit facility (due May 2023) | |||||||
Debt Instrument [Line Items] | |||||||
Maximum borrowing capacity | 750,000,000 | $ 750,000,000 | |||||
Debt issuance costs | 4,000,000 | $ 2,000,000 | |||||
Line of Credit | $750 million revolving credit facility (due May 2023) | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, face amount | 750,000,000 | ||||||
Long-term debt | 0 | $ 0 | |||||
Long-term Debt | $400 million term loan A (due April 2027) | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, face amount | $ 1,600,000,000 | $ 1,600,000,000 | |||||
Debt instrument, interest rate, stated percentage | 3.70% | 3.07% | |||||
Long-term debt | $ 1,139,000,000 | $ 1,541,000,000 | |||||
Long-term Debt | Term Loan due 2027 | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, face amount | 400,000,000 | ||||||
Long-term debt | $ 399,000,000 | $ 400,000,000 | |||||
Debt, Weighted Average Interest Rate | 5.92% | ||||||
Senior Notes | Senior Unsecured Notes due April 2026 [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, interest rate, stated percentage | 5.375% | 5.375% | |||||
Senior Notes | Senior Unsecured Notes due August 2028 [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, interest rate, stated percentage | 4.375% | 4.375% | |||||
Long-term debt | $ 494,000,000 | $ 493,000,000 | |||||
Debt, Weighted Average Interest Rate | 4.38% | 4.38% | |||||
Term loan and senior unsecured notes | |||||||
Debt Instrument [Line Items] | |||||||
Debt issuance costs | $ 11,000,000 | $ 15,000,000 | |||||
Wyndham Worldwide | Capital lease | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, interest rate, stated percentage | 4.50% | 4.50% |
Long-Term Debt and Borrowing _4
Long-Term Debt and Borrowing Arrangements (Schedule of Outstanding Debt Maturities) (Details) $ in Millions | Dec. 31, 2022 USD ($) |
Debt Disclosure [Abstract] | |
Within 1 year | $ 20 |
Between 1 and 2 years | 26 |
Between 2 and 3 years | 1,173 |
Between 3 and 4 years | 37 |
Between 4 and 5 years | 313 |
Thereafter | 508 |
Total | $ 2,077 |
Long-Term Debt and Borrowing _5
Long-Term Debt and Borrowing Arrangements (Schedule of Available Capacity Under Borrowing Arrangements) (Details) - $750 million revolving credit facility (due May 2023) - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 | May 31, 2018 |
Debt Instrument [Line Items] | |||
Total capacity | $ 750,000,000 | $ 750,000,000 | |
Less: Letters of credit | 9,000,000 | ||
Available capacity | 741,000,000 | ||
Line of Credit | |||
Debt Instrument [Line Items] | |||
Long-term debt | $ 0 | $ 0 |
Long-Term Debt and Borrowing _6
Long-Term Debt and Borrowing Arrangements (Narrative) (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||||||
Apr. 08, 2022 | May 31, 2018 | Aug. 31, 2020 | May 31, 2018 | Jun. 30, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Apr. 15, 2021 | Apr. 30, 2020 | Apr. 30, 2018 | |
Debt Instrument [Line Items] | |||||||||||
Hedging ineffectiveness recognized | $ 0 | $ 0 | $ 0 | ||||||||
Reclassification during next twelve months | 34,000,000 | ||||||||||
Interest expense | 85,000,000 | 94,000,000 | 114,000,000 | ||||||||
Interest paid | 82,000,000 | 96,000,000 | 101,000,000 | ||||||||
Interest Income, Other | 5,000,000 | 1,000,000 | 2,000,000 | ||||||||
Early extinguishment of debt | 2,000,000 | 18,000,000 | 0 | ||||||||
Interest Rate Swap | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Derivative, Notional Amount | $ 1,100,000,000 | $ 1,100,000,000 | |||||||||
Effect of interest rate swaps in interest expense | $ 2,000,000 | $ 26,000,000 | $ 22,000,000 | ||||||||
Interest Rate Swap 1 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Derivative, Notional Amount | 600,000,000 | 600,000,000 | |||||||||
Interest Rate Swap 2 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Derivative, Notional Amount | 500,000,000 | $ 500,000,000 | |||||||||
Capital lease | Wyndham Worldwide | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, interest rate, stated percentage | 4.50% | 4.50% | |||||||||
$400 million term loan A (due April 2027) | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Amortization of loan, equal installments | 1% | ||||||||||
Mandatory prepayments, percentage net cash proceeds from issuances or incurrence of debt | 100% | ||||||||||
Mandatory prepayments, percentage of net cash proceeds from certain sales or other dispositions of assets | 100% | ||||||||||
Mandatory prepayments, percentage of net cash proceeds from certain sales or other disposition of assets, step down one | 50% | ||||||||||
Mandatory prepayments, percentage of net cash proceeds from certain sales or other disposition of assets, step down two | 0% | ||||||||||
Mandatory prepayment in excess of cash flow | 50% | ||||||||||
Mandatory prepayment in excess of cash flow, step down one | 25% | ||||||||||
Mandatory prepayment in excess of cash flow, step down two | 0% | ||||||||||
$400 million term loan A (due April 2027) | Long-term Debt | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, face amount | 1,600,000,000 | $ 1,600,000,000 | $ 1,600,000,000 | ||||||||
Debt instrument, interest rate, stated percentage | 3.70% | 3.07% | |||||||||
Aggregate fair value of interest rate swaps | $ (23,000,000) | ||||||||||
Long-term debt | $ 1,139,000,000 | 1,541,000,000 | |||||||||
Interest Rate Cash Flow Hedge Asset at Fair Value | $ 53,000,000 | ||||||||||
Senior Secured Credit Facility | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Aggregate amount of revolving loans (not to exceed) | $ 550,000,000 | $ 550,000,000 | |||||||||
Percentage of EBITDA (not to exceed) | 100% | ||||||||||
Senior Unsecured Notes due April 2026 [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, face amount | $ 500,000,000 | $ 500,000,000 | |||||||||
Debt instrument, interest rate, stated percentage | 5.375% | ||||||||||
Early extinguishment of debt | $ 18,000,000 | ||||||||||
Gain (Loss) on Extinguishment of Debt, before Write off of Debt Issuance Cost | 13,000,000 | ||||||||||
Write off of Deferred Debt Issuance Cost | $ 5,000,000 | ||||||||||
Senior Unsecured Notes due April 2026 [Member] | Senior Notes | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, interest rate, stated percentage | 5.375% | 5.375% | |||||||||
Senior Unsecured Notes due August 2028 [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, face amount | $ 500,000,000 | ||||||||||
Debt instrument, interest rate, stated percentage | 4.375% | ||||||||||
Proceeds from Issuance of Unsecured Debt | $ 492,000,000 | ||||||||||
Redemption price percentage of notes | 102.188% | ||||||||||
Senior Unsecured Notes due August 2028 [Member] | Senior Notes | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, interest rate, stated percentage | 4.375% | 4.375% | |||||||||
Long-term debt | $ 494,000,000 | $ 493,000,000 | |||||||||
Term Loan due 2027 | Long-term Debt | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, face amount | 400,000,000 | ||||||||||
Periodic payment, year one, percentage | 0% | ||||||||||
Periodic payment, year two and three, percentage | 5% | ||||||||||
Periodic payment, year four and five, percentage | 7.50% | ||||||||||
Long-term debt | $ 400,000,000 | $ 399,000,000 | |||||||||
LIBOR | $400 million term loan A (due April 2027) | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Basis spread on variable rate (as a percent) | 1.75% | ||||||||||
Basis spread on variable rate, floor (as a percent) | 0% | ||||||||||
Base Rate | $400 million term loan A (due April 2027) | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Basis spread on variable rate (as a percent) | 0.75% | ||||||||||
Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | Term Loan due 2027 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Basis spread on variable rate, floor (as a percent) | 0.10% | ||||||||||
Minimum | Base Rate | Term Loan due 2027 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Basis spread on variable rate (as a percent) | 0.50% | ||||||||||
Minimum | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | Term Loan due 2027 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Basis spread on variable rate, floor (as a percent) | 1.50% | ||||||||||
Maximum | Base Rate | Term Loan due 2027 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Basis spread on variable rate (as a percent) | 1% | ||||||||||
Maximum | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | Term Loan due 2027 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Basis spread on variable rate, floor (as a percent) | 2% | ||||||||||
Weighted Average | Interest Rate Swap 1 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Fixed interest rate on interest rate swap | 2.58% | ||||||||||
Weighted Average | Interest Rate Swap 2 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Fixed interest rate on interest rate swap | 0.99% | ||||||||||
$750 million revolving credit facility (due May 2023) | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Maximum borrowing capacity | $ 750,000,000 | $ 750,000,000 | $ 750,000,000 | ||||||||
Commitment fee percentage | 0.20% | ||||||||||
Debt instrument term | 5 years | ||||||||||
Debt issuance costs | $ 4,000,000 | $ 2,000,000 | |||||||||
Debt Covenant, Minimum Liquidity Requirement | $ 200,000,000 | ||||||||||
Debt Covenant, Dividend Limit Per Share | $ 0.01 | ||||||||||
Debt Covenant, Minimum Liquidity Requirement To Trigger Dividend Restriction | $ 300,000,000 | ||||||||||
$750 million revolving credit facility (due May 2023) | Secured Overnight Financing Rate (SOFR) | Variable Rate Component Two | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Basis spread on variable rate (as a percent) | 0.10% | ||||||||||
$750 million revolving credit facility (due May 2023) | Minimum | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Basis spread on variable rate (as a percent) | 0.50% | ||||||||||
$750 million revolving credit facility (due May 2023) | Minimum | LIBOR | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Basis spread on variable rate (as a percent) | 1.50% | ||||||||||
$750 million revolving credit facility (due May 2023) | Minimum | Base Rate | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Basis spread on variable rate (as a percent) | 0.50% | ||||||||||
$750 million revolving credit facility (due May 2023) | Minimum | Secured Overnight Financing Rate (SOFR) | Variable Rate Component One | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Basis spread on variable rate (as a percent) | 1.50% | ||||||||||
$750 million revolving credit facility (due May 2023) | Maximum | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Basis spread on variable rate (as a percent) | 1% | ||||||||||
$750 million revolving credit facility (due May 2023) | Maximum | LIBOR | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Basis spread on variable rate (as a percent) | 2% | ||||||||||
$750 million revolving credit facility (due May 2023) | Maximum | Base Rate | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Basis spread on variable rate (as a percent) | 1% | ||||||||||
$750 million revolving credit facility (due May 2023) | Maximum | Secured Overnight Financing Rate (SOFR) | Variable Rate Component One | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Basis spread on variable rate (as a percent) | 2% |
Fair Value (Details)
Fair Value (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Losses recognized in income from freestanding foreign currency exchange contracts | $ 2 | $ 2 | $ (3) |
Foreign currency impact of highly inflationary countries | 4 | $ 1 | $ 2 |
Carrying Amount | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Debt | 2,077 | ||
Estimated Fair Value | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Debt | $ 2,035 | ||
Customer Concentration Risk | Net revenue | CorePoint | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Concentration risk, percentage | 20% | 25% | |
Customer Concentration Risk | Revenue Excluding Cost Reimbursements Benchmark [Member] | CorePoint | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Concentration risk, percentage | 8% | 10% | |
TEXAS | Customer Concentration Risk | Net revenue | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Concentration risk, percentage | 10% | 10% | 10% |
Florida | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Percentage Of Sales Revenue Generated From Geographic Transactions Included In Consolidated Statement Of Income | 16% | 12% | 9% |
Florida | Customer Concentration Risk | Net revenue | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Concentration risk, percentage | 24% | 18% | 19% |
Commitments and Contingencies (
Commitments and Contingencies (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Loss Contingencies [Line Items] | |||
Impairments, net | $ 0 | $ 6 | $ 206 |
Contract liabilities | 247 | 235 | |
Post-closing credit support (up to) | 61 | 61 | |
Litigation reserves | 8 | 6 | |
Litigation receivable covered by insurance | 6 | $ 3 | |
Maximum | |||
Loss Contingencies [Line Items] | |||
Range of possible loss, portion not accrued (up to) | $ 3 | ||
Contract Termination | Receivable | |||
Loss Contingencies [Line Items] | |||
Impairments, net | $ 4 |
Commitments and Contingencies_2
Commitments and Contingencies (Summary of Post-Closing Guarantees) (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Guarantor Obligations [Line Items] | ||
Total | $ 61 | $ 61 |
Guarantees | ||
Guarantor Obligations [Line Items] | ||
Post-closing credit support at time of sale | 81 | |
Additional post-closing credit support | 46 | |
Total | 127 | |
Fair Value of Guarantees | ||
Guarantor Obligations [Line Items] | ||
Post-closing credit support at time of sale | 39 | |
Additional post-closing credit support | 22 | |
Total | 61 | |
Receivable from former Parent | ||
Guarantor Obligations [Line Items] | ||
Post-closing credit support at time of sale | 26 | |
Additional post-closing credit support | 15 | |
Total | $ 41 | $ 41 |
Stock-Based Compensation (Narra
Stock-Based Compensation (Narrative) (Details) - USD ($) $ / shares in Units, shares in Millions | 12 Months Ended | |||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | May 14, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Grant date fair value (in dollars per share) | $ 19.58 | $ 8.59 | ||
Stock-based compensation expense | $ 33,000,000 | $ 28,000,000 | $ 21,000,000 | |
Stock Issued During Period, Value, Restricted Stock Award, Gross | $ 0 | |||
Restructuring Charges | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | $ 2,000,000 | |||
RSUs | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Granted (in shares) | 0.3 | |||
Grant date fair value (in dollars per share) | $ 67.90 | $ 60.37 | ||
Vested (in shares) | 0.4 | |||
RSUs | Key Employees And Senior Officers | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock Issued During Period, Value, Restricted Stock Award, Gross | $ 30,000,000 | |||
Vesting period | 4 years | |||
Performance Shares | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Granted (in shares) | 0.1 | |||
Grant date fair value (in dollars per share) | $ 69.82 | $ 57.51 | ||
Vested (in shares) | 0 | |||
Performance Shares | Key Employees And Senior Officers | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-Based Compensation Arrangement By Share-Based Payment Award, Maximum Value Of Awards Authorized | $ 12,000,000 | |||
Performance Shares | Key Employees And Senior Officers | Minimum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Target award percentage | 0% | |||
Performance Shares | Key Employees And Senior Officers | Maximum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Target award percentage | 200% | |||
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) | 5.2 |
Stock-Based Compensation (Incen
Stock-Based Compensation (Incentive Equity Awards Activity) (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Weighted Average Grant Price | |||
Nonvested (in dollars per share) | $ 19.58 | $ 8.59 | |
Number of Options | |||
Outstanding, beginning balance (in shares) | 1.1 | ||
Granted (in shares) | 0 | ||
Exercised (in shares) | (0.1) | ||
Canceled (in shares) | 0 | ||
Outstanding, ending balance (in shares) | 1 | ||
Unvested (in shares) | 0.4 | ||
Exercisable (in shares) | 0.6 | ||
Weighted Average Exercise Price | |||
Outstanding (in dollars per share) | $ 55.90 | 56.04 | |
Granted (in dollars per share) | 0 | ||
Exercised (in dollars per share) | 58.87 | ||
Canceled (in dollars per share) | 0 | ||
Unvested (in dollars per share) | 55.17 | ||
Exercisable (in dollars per share) | $ 56.30 | ||
Outstanding, weighted average remaining contractual term | 3 years 7 months 6 days | ||
Exercisable, weighted average remaining contractual term | 3 years 6 months | ||
Outstanding, intrinsic value | $ 16 | ||
Unvested, intrinsic value | 6 | ||
Exercisable, intrinsic value | 10 | ||
Unvested, unrecognized compensation expense | $ 2 | ||
RSUs | |||
Number of RSUs and PSUs | |||
Beginning balance (in shares) | 1.2 | ||
Granted (in shares) | 0.3 | ||
Vested/exercised/canceled (in shares) | (0.4) | ||
Canceled (in shares) | (0.1) | ||
Ending balance (in shares) | 1 | ||
Weighted Average Grant Price | |||
Nonvested (in dollars per share) | $ 67.90 | 60.37 | |
Granted (in dollars per share) | 81.71 | ||
Vested/exercised/canceled (in dollars per share) | 58.58 | ||
Canceled (in dollars per share) | $ 66.08 | ||
Compensation expense not yet recognized, weighted average period | 2 years 6 months | ||
Aggregate unrecognized compensation expense | $ 48 | ||
Performance Shares | |||
Number of RSUs and PSUs | |||
Beginning balance (in shares) | 0.3 | ||
Granted (in shares) | 0.1 | ||
Vested/exercised/canceled (in shares) | 0 | ||
Ending balance (in shares) | 0.3 | ||
Weighted Average Grant Price | |||
Nonvested (in dollars per share) | $ 69.82 | $ 57.51 | |
Granted (in dollars per share) | 82.74 | ||
Vested/exercised/canceled (in dollars per share) | 0 | ||
Canceled (in dollars per share) | $ 55.26 | ||
Compensation expense not yet recognized, weighted average period | 1 year 7 months 6 days | ||
Aggregate unrecognized compensation expense | $ 16 | ||
Weighted Average Exercise Price | |||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Forfeited in Period | (0.1) | ||
Performance Shares | Maximum | Key Employees And Senior Officers | |||
Weighted Average Grant Price | |||
Target award percentage | 200% | ||
Performance Shares | Minimum | Key Employees And Senior Officers | |||
Weighted Average Grant Price | |||
Target award percentage | 0% | ||
Options | |||
Weighted Average Grant Price | |||
Compensation expense not yet recognized, weighted average period | 1 year 6 months | ||
Weighted Average Exercise Price | |||
Unvested, weighted average remaining contractual term | 3 years 10 months 24 days |
Stock-Based Compensation (Valua
Stock-Based Compensation (Valuation Assumptions) (Details) - $ / shares | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Share-Based Payment Arrangement [Abstract] | ||
Granted (in dollars per share) | $ 19.58 | $ 8.59 |
Grant date strike price (in dollars per share) | $ 65.21 | $ 53.40 |
Expected volatility | 40.18% | 24.30% |
Expected life | 4 years 3 months | 4 years 3 months |
Risk-free interest rate | 0.40% | 1.21% |
Projected dividend yield | 0.98% | 2.40% |
Segment Information (Summary of
Segment Information (Summary of Net Revenues and Adjusted EBITDA by Segment) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Segment Reporting Information [Line Items] | |||
Net revenues | $ 1,498 | $ 1,565 | $ 1,300 |
Adjusted EBITDA | 650 | 590 | 336 |
Payments to Acquire Property, Plant, and Equipment | 39 | 37 | 33 |
Depreciation and amortization | 77 | 95 | 98 |
Total assets | 4,123 | 4,269 | 4,644 |
Corporate and Other | |||
Segment Reporting Information [Line Items] | |||
Net revenues | 0 | 0 | 0 |
Adjusted EBITDA | (66) | (59) | (69) |
Payments to Acquire Property, Plant, and Equipment | 6 | 3 | 5 |
Depreciation and amortization | 9 | 9 | 10 |
Other Segments | |||
Segment Reporting Information [Line Items] | |||
Total assets | 299 | 300 | 597 |
Reportable Segments | Hotel Franchising | |||
Segment Reporting Information [Line Items] | |||
Net revenues | 1,277 | 1,099 | 863 |
Adjusted EBITDA | 679 | 592 | 392 |
Payments to Acquire Property, Plant, and Equipment | 33 | 30 | 24 |
Depreciation and amortization | 63 | 60 | 63 |
Total assets | 3,711 | 3,575 | 3,629 |
Reportable Segments | Hotel Management | |||
Segment Reporting Information [Line Items] | |||
Net revenues | 221 | 466 | 437 |
Adjusted EBITDA | 37 | 57 | 13 |
Payments to Acquire Property, Plant, and Equipment | 0 | 4 | 4 |
Depreciation and amortization | 5 | 26 | 25 |
Total assets | $ 113 | $ 394 | $ 418 |
Segment Information (Reconcilia
Segment Information (Reconciliation of Net Income to Adjusted EBITDA) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Segment Reporting Information [Line Items] | |||
Net income/(loss) | $ 355 | $ 244 | $ (132) |
Provision for income taxes | 121 | 91 | (26) |
Depreciation and amortization | (77) | (95) | (98) |
Interest expense, net | 80 | 93 | 112 |
Early extinguishment of debt | 2 | 18 | 0 |
Stock-based compensation | (33) | (28) | (21) |
Fee-related and other revenues | (1,354) | (1,245) | (950) |
Gain on asset sale, net | (35) | 0 | 0 |
Separation-related | 1 | 3 | 2 |
Impairments, net | 0 | 6 | 206 |
Restructuring | 0 | 0 | 34 |
Transaction-related, net | 0 | 0 | (12) |
Foreign currency impact of highly inflationary countries | 4 | 1 | 2 |
Adjusted EBITDA | 650 | 590 | 336 |
Forgiveness of note receivable | |||
Segment Reporting Information [Line Items] | |||
Fee-related and other revenues | $ 12 | 11 | 9 |
Nonseparation related [Member] | Wyndham Hotels & Resorts, Inc. 2018 Equity and Incentive Plan | |||
Segment Reporting Information [Line Items] | |||
Stock-based compensation | $ (28) | $ (19) |
Segment Information Summary of
Segment Information Summary of Net Revenues and Net Long-lived Assets by Geography (Details) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net revenues | $ 1,498 | $ 1,565 | $ 1,300 |
Long-Lived Assets | 3,230 | 3,306 | 3,518 |
UNITED STATES | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net revenues | 1,271 | 1,366 | 1,159 |
Long-Lived Assets | 3,126 | 3,199 | 3,334 |
Non-US | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net revenues | 227 | 199 | 141 |
Long-Lived Assets | $ 104 | $ 107 | $ 184 |
Other Expenses and Charges (Det
Other Expenses and Charges (Details) $ in Millions | 1 Months Ended | 12 Months Ended | |||
May 31, 2022 USD ($) | Mar. 31, 2022 | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) employee | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Proceeds from asset sales, net | $ 263 | $ 0 | $ 0 | ||
Gain on asset sale, net | 35 | 0 | 0 | ||
Impairments, net | 0 | (6) | (206) | ||
Goodwill and Intangible Asset Impairment | 205 | ||||
Separation-related | 1 | 3 | 2 | ||
Restructuring | 0 | 0 | 34 | ||
Payments for Restructuring | $ 10 | $ 30 | |||
Wyndham Grand Bonnet Creek Resort Sale | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Proceeds from Sale of Productive Assets, Gross | 121 | ||||
Proceeds from asset sales, net | $ 118 | ||||
Number of franchise agreements | 20 years | ||||
Wyndham Grand Rio Mar Resort Sale | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Proceeds from Sale of Productive Assets, Gross | $ 62 | ||||
Proceeds from asset sales, net | $ 61 | ||||
Number of franchise agreements | 20 years | ||||
2020 Restructuring Plan [Member] | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Number of positions eliminated | employee | 846 | ||||
Contract Termination | Receivable | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Impairments, net | $ (4) | ||||
Previously impaired asset | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Impairments, net | $ 3 |
Other Expenses and Charges - Ac
Other Expenses and Charges - Activity (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Restructuring Reserve [Roll Forward] | |||
Beginning balance | $ 0 | $ 10 | $ 8 |
Restructuring | 0 | 0 | 34 |
Payments for Restructuring | 10 | 30 | |
Restructuring Reserve, Translation and Other Adjustment | (2) | ||
Ending balance | 0 | 10 | |
Hotel Franchising | |||
Restructuring Reserve [Roll Forward] | |||
Restructuring | 15 | ||
Hotel Management | |||
Restructuring Reserve [Roll Forward] | |||
Restructuring | 3 | ||
Corporate and Other | |||
Restructuring Reserve [Roll Forward] | |||
Restructuring | 16 | ||
2019 Plan | |||
Restructuring Reserve [Roll Forward] | |||
Beginning balance | 0 | 8 | |
Restructuring | 0 | ||
Payments for Restructuring | 7 | ||
Restructuring Reserve, Translation and Other Adjustment | (1) | ||
Ending balance | 0 | ||
2020 Plans | |||
Restructuring Reserve [Roll Forward] | |||
Beginning balance | 10 | 0 | |
Restructuring | 34 | ||
Payments for Restructuring | 23 | ||
Restructuring Reserve, Translation and Other Adjustment | (1) | ||
Ending balance | 10 | ||
Employee Severance [Member] | 2020 Plans | |||
Restructuring Reserve [Roll Forward] | |||
Beginning balance | 0 | 7 | 0 |
Restructuring | 28 | ||
Payments for Restructuring | 7 | 20 | |
Restructuring Reserve, Translation and Other Adjustment | (1) | ||
Ending balance | 0 | 7 | |
Facility Closing [Member] | 2020 Plans | |||
Restructuring Reserve [Roll Forward] | |||
Beginning balance | $ 0 | 3 | 0 |
Restructuring | 5 | ||
Payments for Restructuring | 3 | 2 | |
Restructuring Reserve, Translation and Other Adjustment | 0 | ||
Ending balance | 0 | 3 | |
Other | 2020 Plans | |||
Restructuring Reserve [Roll Forward] | |||
Beginning balance | $ 0 | 0 | |
Restructuring | 1 | ||
Payments for Restructuring | 1 | ||
Restructuring Reserve, Translation and Other Adjustment | 0 | ||
Ending balance | $ 0 |
Transactions With Former Pare_2
Transactions With Former Parent (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||
Sep. 30, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Related Party Transaction [Line Items] | |||||
Accrued Liabilities, Current | $ 264 | $ 258 | |||
Other non-current liabilities | |||||
Related Party Transaction [Line Items] | |||||
Remaining amount of contingent liability assumed | 17 | 18 | |||
Current liabilities | |||||
Related Party Transaction [Line Items] | |||||
Remaining amount of contingent liability assumed | 3 | 5 | |||
Other current assets | |||||
Related Party Transaction [Line Items] | |||||
Receivables due from former parent | 3 | 4 | |||
Affiliated Entity | Licensing Agreements | |||||
Related Party Transaction [Line Items] | |||||
Revenue from former parent | 7 | 5 | $ 6 | ||
Affiliated Entity | Wyndham Rewards | |||||
Related Party Transaction [Line Items] | |||||
Revenue from former parent | 10 | 9 | 13 | ||
Affiliated Entity | Sale of European Vacation Rentals Business | |||||
Related Party Transaction [Line Items] | |||||
Post closing-adjustment to reduce net consideration | $ 44 | ||||
Accrued Liabilities, Current | 2 | ||||
Former Parent's Post-Closing Adjustment | 7 | ||||
Payments for Legal Settlements | $ 2 | ||||
Wyndham Worldwide | Licensing Agreements | |||||
Related Party Transaction [Line Items] | |||||
Revenue from former parent | $ 83 | $ 65 | $ 65 |
Leases - Lease Related Assets a
Leases - Lease Related Assets and Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Assets | ||
Operating lease assets | $ 11 | $ 14 |
Finance lease assets | 26 | 29 |
Total lease assets | 37 | 43 |
Liabilities | ||
Operating lease liabilities, current | $ 4 | $ 4 |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Accrued Liabilities, Current | Accrued Liabilities, Current |
Finance lease liabilities, current | $ 5 | $ 5 |
Operating lease liabilities, noncurrent | 7 | 10 |
Finance lease liabilities, noncurrent | 40 | 45 |
Total lease liabilities | $ 56 | $ 64 |
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] | Other non-current assets | Other non-current assets |
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] | Property and equipment, net | Property and equipment, net |
Leases - Remaining Lease Term a
Leases - Remaining Lease Term and Discount Rate (Details) | Dec. 31, 2022 | Dec. 31, 2021 |
Leases [Abstract] | ||
Operating lease, weighted average remaining lease term | 4 years 1 month 6 days | 4 years 8 months 12 days |
Finance lease, weighted average remaining lease term | 6 years 8 months 12 days | 7 years 8 months 12 days |
Operating lease, weighted average discount rate | 4.20% | 3.90% |
Finance lease, weighted average discount rate | 4.30% | 4.30% |
Leases - Lease Maturity (Detail
Leases - Lease Maturity (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Operating Leases | ||
2020 | $ 4 | |
2021 | 3 | |
2022 | 2 | |
2023 | 1 | |
2024 | 1 | |
Thereafter | 1 | |
Total minimum lease payments | 12 | |
Less: amount of lease payments representing interest | $ 1 | |
Finance Lease, Liability, Statement of Financial Position [Extensible Enumeration] | Liabilities | Liabilities |
Present value of future minimum lease payments | $ 11 | |
Less: current obligations under leases | 4 | $ 4 |
Long-term lease obligations | $ 7 | $ 10 |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] | Accrued Liabilities, Current | Accrued Liabilities, Current |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] | Other non-current liabilities | Other non-current liabilities |
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | Other non-current liabilities | Other non-current liabilities |
Finance Leases | ||
2020 | $ 7 | |
2021 | 7 | |
2022 | 8 | |
2023 | 8 | |
2024 | 8 | |
Thereafter | 13 | |
Total minimum lease payments | 51 | |
Less: amount of lease payments representing interest | 6 | |
Present value of future minimum lease payments | 45 | $ 50 |
Less: current obligations under leases | 5 | 5 |
Long-term lease obligations | $ 40 | $ 45 |
Leases - Other Information (Det
Leases - Other Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Leases [Abstract] | |||
Operating lease, payments | $ 6 | $ 7 | $ 8 |
Finance lease, principal payments | 5 | 5 | 5 |
Operating lease expense | 4 | 4 | 5 |
Finance lease, right-of-use asset, amortization | 4 | 4 | 4 |
Finance lease, interest expense | $ 2 | $ 2 | $ 2 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Income/(Loss) (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Other Comprehensive Income (Loss), Net of Tax | $ 53 | $ 37 | $ (25) | |
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Gain (Loss) Arising During Period, Net of Tax | 0 | |||
Accumulated Other Comprehensive Income (Loss), Net of Tax | 38 | (15) | (52) | $ (27) |
Stockholders' Equity Attributable to Parent | 962 | 1,089 | 963 | 1,212 |
Accumulated Foreign Currency Adjustment Attributable to Parent [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Gain (Loss) Arising During Period, Net of Tax | 3 | |||
Stockholders' Equity Attributable to Parent | (3) | 2 | 2 | (1) |
Accumulated Net Gain (Loss) from Cash Flow Hedges Attributable to Parent [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Other Comprehensive Income (Loss), Net of Tax | 37 | (28) | ||
Stockholders' Equity Attributable to Parent | $ 41 | $ (17) | $ (54) | $ (26) |