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Wyndham's Net Income for 2010's 2nd Qtr Up 34% from a Year Earlier to $95 million;
Vacation-ownership Business Reports 13% Revenue Growth

PARSIPPANY, N.J., July 28, 2010 - Wyndham Worldwide Corporation (NYSE: WYN) today announced results for the three months ended June 30, 2010.  

HIGHLIGHTS:

  • Second quarter 2010 diluted earnings per share (EPS) was $0.51, compared with Company-issued guidance of $0.38 $0.42 and $0.39 in the second quarter of 2009.
  • Free cash flow, which the Company defines as net cash from operations less capital expenditures, equity investments and development advances, increased 32% to $486 million in the first half of 2010, compared with $368 million during the same period in 2009.
  • The Company’s Board of Directors authorized an increase to the current share repurchase program by $300 million. For the quarter, the Company repurchased approximately 2.2 million shares of its common stock at an average price of$24.33.
  • The Company announced on July 26, 2010 that it completed a term securitization transaction involving the issuance of$350 million of investment-grade asset-backed notes at an advance rate of 83.25% and an all-in yield of 4.15%.

“Continued strong operating performance in each of our businesses in the second quarter, combined with a lower overall tax rate, enables us to increase our full-year earnings guidance,” said Stephen P. Holmes, chairman and CEO, Wyndham Worldwide. “We continue to generate significant levels of sustainable free cash flow that we are deploying to drive shareholder value.”

SECOND QUARTER 2010 OPERATING RESULTS

Second quarter revenues of $963 million increased 5% from the prior-year period. The revenue growth primarily reflected continued sales momentum across the Company’s three business units. Excluding the $37 million of Vacation Ownership revenue associated with the percentage-of-completion (POC) accounting method in the second quarter of 2009, second quarter 2010 adjusted revenue growth was 9%.

Net income for the second quarter of 2010 grew 34% to $95 million, or $0.51 per diluted share, compared with net income of$71 million, or $0.39 per diluted share, for the second quarter of 2009. The increase in net income from 2009 primarily reflected the year-over-year improvement in the Exchange and Rentals business, a lower effective tax rate and the favorable net effect of foreign currency.

BUSINESS UNIT RESULTS

Lodging (Wyndham Hotel Group)

Revenues were $178 million in the second quarter of 2010, an increase of 2%, compared with the second quarter of 2009, reflecting increased royalty, marketing and reservation revenues primarily from room growth. In constant currency, second quarter 2010 system-wide RevPAR decreased 1.2%.  Including the impact of foreign currency, system-wide RevPAR remained flat in the second quarter of 2010. Second quarter 2010 adjusted EBITDA was $50 million, consistent with 2009.  

As of June 30, 2010, the Company’s hotel system consisted of approximately 7,160 properties and 606,800 rooms, of which 24% were international. The development pipeline included approximately 980 hotels and 107,600 rooms, of which 54% were new construction and 49% were international.

Wyndham Hotel Group acquired the Tryp hotel brand from Sol Melia Hotels & Resorts on June 30th. The acquisition of the midmarket international brand adds 92 hotels or approximately 13,200 rooms concentrated in cosmopolitan cities such asMadrid, Barcelona and Paris.

Vacation Exchange and Rentals (Wyndham Exchange & Rentals)

Revenues were $281 million in the second quarter of 2010, consistent with the second quarter of 2009. In constant currency, revenues increased by 3%.

Exchange revenues were $161 million, a 2% decline compared with the second quarter of 2009. In constant currency, exchange revenues decreased 3% from the second quarter of 2009 reflecting a 2% decline in exchange revenue per member and a 1% decline in the average number of members.

Vacation rental revenues were $115 million, a 6% increase compared with the second quarter of 2009. In constant currency, vacation rental revenues increased 12% from the second quarter of 2009, reflecting the contribution of incremental revenues from the recently acquired Hoseasons brand.

Second quarter 2010 Exchange and Rentals EBITDA was $78 million, compared with adjusted EBITDA of $58 million in the second quarter of 2009. Excluding a favorable net effect of foreign currency of $10 million, second quarter 2010 adjusted EBITDA increased 17% from the second quarter of 2009, due to the impact of the Hoseasons acquisition and continued cost management efforts.

Vacation Ownership (Wyndham Vacation Ownership)

Gross Vacation Ownership Interest (VOI) sales were $371 million in the second quarter of 2010, up 13% from the second quarter of 2009, reflecting an increase of 16% in volume per guest (VPG), while tour flow remained relatively flat.

Total segment revenues were $505 million in the second quarter of 2010, compared with $467 million in the second quarter of 2009, which included the recognition of $37 million of previously deferred POC revenues. The absence of these revenues in the second quarter of 2010 was more than offset by the reduction in the provision for loan losses of $35 million primarily related to improved credit metrics of the portfolio and a $31 million increase in gross VOI sales.  

EBITDA for the second quarter of 2010 was $104 million, compared with adjusted EBITDA of $108 million in the second quarter of 2009. Excluding an estimated $17 million impact from the POC method of accounting in the second quarter of 2009, second quarter 2010 adjusted EBITDA growth was 14%. This growth reflected the lower provision for loan losses and the increase in VOI sales.

Other Items

  • The Company repurchased approximately 2.2 million shares of its common stock during the second quarter of 2010 at an average price of $24.33 and an additional 525,000 shares at an average price of $21.39 through July 27, 2010.
  • Interest expense in the second quarter of 2010 was $36 million, an increase of $10 million from the second quarter of 2009, reflecting higher interest expense related to long-term debt issuances in May 2009 and February 2010.

Balance Sheet Information as of June 30, 2010:

  • Cash and cash equivalents of approximately $240 million, compared with $155 million at December 31, 2009
  • Vacation ownership contract receivables, net, of $3.0 billion, compared with $3.1 billion at December 31, 2009  
  • Vacation ownership and other inventory of approximately $1.3 billion, unchanged from December 31, 2009
  • Securitized vacation ownership debt of $1.5 billion, unchanged from December 31, 2009
  • Other debt of $1.8 billion, compared with $2.0 billion at December 31, 2009, reflecting the repayment of the outstanding balance on the revolving credit facility and a decrease in fair value of the conversion feature related to the Company’s convertible notes. The remaining borrowing capacity on the revolving credit facility was $919 million, compared with $869 million as of December 31, 2009.

A schedule of debt is included in the financial tables section of this press release.

Outlook

The Company increased full-year 2010 guidance:

  • Revenues increased to $3.7 - $4.0 billion from $3.6 - $3.9 billion
  • Adjusted EBITDA increased to $825 - $860 million from $805 - $840 million
  • Adjusted diluted EPS increased to $1.78 - $1.88 from $1.56 - $1.71
  • Lodging RevPAR of 0% - 3% from (3%) - 0%
  • Vacation Ownership VPG of 10% - 14% from 6% - 9%

For the third quarter of 2010, the Company expects adjusted diluted EPS of $0.60  $0.64.

The guidance reflects assumptions used for internal planning purposes. All guidance excludes legacy items, restructuring costs, debt extinguishment and acquisition costs, if any, which may have a positive or negative impact on reported results. If economic conditions change materially from current levels, these assumptions and our guidance may change materially.

Board Increases Share Repurchase Authorization

The Company’s Board of Directors has increased the authorization for the stock repurchase program by $300 million. As of July 27, 2010, $91 million remained unused under the previous $200 million authorization. The amount and timing of specific repurchases is subject to market conditions, applicable legal requirements and other factors. Repurchases may be conducted in the open market or in privately negotiated transactions.

Completed $350 Million Term Securitization

On July 26, 2010, the Company announced that it completed a term securitization transaction involving the issuance of $350 million of investment-grade, asset-backed notes with an advance rate of 83.25%. Sierra Timeshare 2010-2 Receivables Funding LLC issued $286 million of A rated and $64 million of BBB rated notes, with coupons of 3.84% and 5.31%, respectively, backed by vacation ownership loans.

Conference Call Information

Wyndham Worldwide Corporation will hold a conference call with investors to discuss this news on Wednesday, July 28, 2010at 8:30 a.m. EDT. Listeners may access the webcast live through the Company’s website atwww.wyndhamworldwide.com/investors. An archive of this webcast will be available at the website for approximately 90 days beginning at noon EDT on July 28, 2010. The conference call may also be accessed by dialing (800) 369-2052 and providing the passcode "WYNDHAM." Listeners are urged to call at least 10 minutes prior to the scheduled start time. A telephone replay will be available for approximately 90 days beginning at noon EDT on July 28, 2010, at (800) 876-5258.

Presentation of Financial Information

Financial information discussed in this press release includes both GAAP and non-GAAP measures, which include or exclude certain items. These non-GAAP measures differ from reported results and are intended to illustrate what management believes are relevant period-over-period comparisons. A complete reconciliation of reported GAAP results to the comparable non-GAAP information appears in the financial tables section of the press release.

About Wyndham Worldwide Corporation

As one of the world’s largest hospitality companies, Wyndham Worldwide offers individual consumers and business-to-business customers a broad suite of hospitality products and services across various accommodation alternatives and price ranges through its premier portfolio of world-renowned brands. Wyndham Hotel Group encompasses approximately 7,160 franchised hotels and approximately 606,800 hotel rooms worldwide. Wyndham Exchange & Rentals offers leisure travelers, including its 3.8 million members, access to over 80,000 vacation properties located in approximately 100 countries. Wyndham Vacation Ownership develops, markets and sells vacation ownership interests and provides consumer financing to owners through its network of over 155 vacation ownership resorts serving over 820,000 owners throughout North America, theCaribbean and the South Pacific. Wyndham Worldwide, headquartered in Parsippany, N.J., employs approximately 25,000 employees globally.

For more information about Wyndham Worldwide, please visit the Company’s website at www.wyndhamworldwide.com.

Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, conveying management’s expectations as to the future based on plans, estimates and projections at the time the Company makes the statements. Forward-looking statements involve known and unknown risks, uncertainties and other factors, which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. The forward-looking statements contained in this press release include statements related to the Company’s revenues, earnings, related financial and operating measures and share repurchases.

You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. Factors that could cause actual results to differ materially from those in the forward-looking statements include general economic conditions, the performance of the financial and credit markets, the economic environment for the hospitality industry, the impact of war and terrorist activity, operating risks associated with the hotel, vacation exchange and rentals and vacation ownership businesses, as well as those described in the Company’s Quarterly Report on Form 10-Q, filed with the SEC on April 30, 2010. Except for the Company’s ongoing obligations to disclose material information under the federal securities laws, it undertakes no obligation to release publicly any revisions to any forward-looking statements, to report events or to report the occurrence of unanticipated events.

Table 1


Wyndham Worldwide Corporation


OPERATING RESULTS OF REPORTABLE SEGMENTS


(In millions)




In addition to other measures, management evaluates the operating results of each of its reportable segments based upon net 
revenues and "EBITDA," which is defined as net income before depreciation and amortization, interest expense (excluding consumer 
financing interest), interest income (excluding consumer financing interest) and income taxes, each of which is presented on the 
Company's Consolidated Statements of Operations.  The Company believes that EBITDA is a useful measure of performance for the 
Company's industry segments which, when considered with GAAP measures, the Company believes gives a more complete 
understanding of its operating performance.  The Company's presentation of EBITDA may not be comparable to similarly-titled 
measures used by other companies.




The following tables summarize net revenues and EBITDA for reportable segments, as well as reconcile EBITDA to net income for the 
three and six months ended June 30, 2010 and 2009:





Three Months Ended June 30,




2010


2009




Net Revenues


EBITDA


Net Revenues


EBITDA

(e)


Lodging

$               178


$             49

(d)

$              174


$             50



Vacation Exchange and Rentals

281


78


280


56



Vacation Ownership

505


104


467


107

(f)


    Total Reportable Segments

964


231


921


213



Corporate and Other (a) (b)

(1)


(14)


(1)


(17)



    Total Company

$                963


$           217


$              920


$           196













Reconciliation of EBITDA to Net Income




















EBITDA



$           217




$           196



Depreciation and amortization



42




45



Interest expense



36




26



Interest income



(2)




(2)



Income before income taxes



141




127



Provision for income taxes



46




56



Net income



$            95




$            71
























Six Months Ended June 30,




2010


2009




Net Revenues


EBITDA


Net Revenues


EBITDA

(i)


Lodging

$                322


$             82

(d)

$              328


$            85



Vacation Exchange and Rentals

582


158

(g)

566


132



Vacation Ownership

950


186


929


151

(j)


    Total Reportable Segments

1,854


426


1,823


368



Corporate and Other (a) (c)

(5)


(34)


(2)


(39)



    Total Company

$             1,849


$           392


$            1,821


$         329













Reconciliation of EBITDA to Net Income




















EBITDA



$           392




$          329



Depreciation and amortization



85




88



Interest expense



86

(h)



45



Interest income



(2)




(4)



Income before income taxes



223




200



Provision for income taxes



78




84



Net income



$            145




$          116
























__________


(a)

Includes the elimination of transactions between segments.  


(b)

Includes $1 million, net of tax, of a net benefit and $2 million, net of tax, of a net expense during the three months ended 
June 30, 2010 and 2009, respectively, related to the resolution of and adjustment to certain contingent liabilities and assets.


(c)

Includes $1 million ($0, net of tax) and $3 million ($3 million, net of tax) of a net expense during the six months ended 
June 30, 2010 and 2009, respectively, related to the resolution of and adjustment to certain contingent liabilities and assets.


(d)

Includes $1 million ($1 million, net of tax) related to costs incurred in connection with the Company's acquisition of the 
Tryp hotel brand during June 2010.


(e)

Includes restructuring costs of $2 million and $1 million for Vacation Exchange and Rentals and Vacation Ownership, 
respectively.  The after-tax impact of such costs is $2 million.


(f)

Includes a non-cash impairment charge of $3 million ($2 million, net of tax) to reduce the value of certain vacation ownership 
properties and related assets held for sale that are no longer consistent with the Company's development plans.


(g)

Includes $4 million ($3 million, net of tax) related to costs incurred in connection with the Company's acquisition of 
Hoseasons Holdings Ltd. during March 2010.


(h)

Includes $1 million and $15 million for Vacation Ownership and Corporate and Other, respectively, of costs incurred for the 
early extinguishment of the Company's term loan facility and revolving foreign credit facility during March 2010.  The after-tax 
impact of such costs is $10 million.


(i)

Includes restructuring costs of $3 million, $6 million, $36 million and $1 million for Lodging, Vacation Exchange and Rentals, 
Vacation Ownership and Corporate and Other, respectively.  The after-tax impact of such costs is $29 million.


(j)

Includes a non-cash impairment charge of $8 million ($6 million, net of tax) to reduce the value of certain vacation ownership 
properties and related assets held for sale that are no longer consistent with the Company's development plans.






Table 2


Wyndham Worldwide Corporation


CONSOLIDATED STATEMENTS OF INCOME


(In millions, except per share data)








Three Months Ended
June 30,


Six Months Ended
June 30,





2010


2009


2010


2009



Net revenues











Service fees and membership

$          409


$          397


$          833


$          797




Vacation ownership interest sales

271


242


488


482




Franchise fees

120


117


211


216




Consumer financing

106


109


211


217




Other

57


55


106


109



Net revenues

963


920


1,849


1,821














Expenses











Operating

387

(a)

391


769

(a)

759




Cost of vacation ownership interests

49


33


86


82




Consumer financing interest

29


35


53


67




Marketing and reservation

138


137


261


275




General and administrative (b)

146


122


293


258




Asset impairment

-


3

(c)

-


8

(c)



Restructuring costs

-


3

(d)

-


46

(d)



Depreciation and amortization

42


45


85


88



Total expenses

791


769


1,547


1,583














Operating income

172


151


302


238



Other income, net

(3)


-


(5)


(3)



Interest expense

36


26


86

(e)

45



Interest income

(2)


(2)


(2)


(4)














Income before income taxes

141


127


223


200



Provision for income taxes

46


56


78


84














Net income

$            95


$            71


$          145


$          116














Earnings per share











Basic

$         0.53


$         0.40


$         0.81


$         0.65




Diluted

0.51


0.39


0.78


0.64














Weighted average shares outstanding











Basic

180


179


180


178




Diluted

187


182


186


180



__________


(a)

Includes $1 million ($1 million, net of tax) during both the three and six months ended June 30, 2010 related to costs incurred 
in connection with the Company's June 2010 acquisition of the Tryp hotel brand.  The six months ended June 30, 2010 also 
includes $4 million ($3 million, net of tax) of costs incurred in connection with the Company's March 2010 acquisition of 
Hoseasons Holdings Ltd.


(b)

Includes $1 million, net of tax, of a net benefit and $2 million, net of tax, of a net expense during the three months ended 
June 30, 2010 and 2009, respectively, and $1 million ($0, net of tax) and $3 million ($3 million, net of tax) of a net expense 
during the six months ended June 30, 2010 and 2009, respectively, related to the resolution of and adjustment to certain 
contingent liabilities and assets.  


(c)

Relates to non-cash impairment charges to reduce the value of certain vacation ownership properties and related assets 
held for sale that are no longer consistent with the Company's development plans.  The after-tax impact of such charges 
was $2 million and $6 million during the three and six months ended June 30, 2009, respectively.


(d)

Relates to costs incurred as a result of various strategic initiatives approved by the Company and commenced during 2008.
The after-tax impact of such costs was $2 million and $29 million during the three and six months ended June 30, 2009, 
respectively.


(e)

Includes costs incurred for the early extinguishment of the Company's term loan facility and revolving foreign credit facility 
during March 2010.  The after-tax impact of such costs was $10 million.














Table 3


(1 of 3)


Wyndham Worldwide Corporation


OPERATING STATISTICS










Year

Q1

Q2

Q3

Q4

Full Year


Lodging (a) (b)



Number of Rooms

2010

593,300

606,800

N/A

N/A

N/A




2009

588,500

590,200

590,900

597,700

N/A




2008

551,100

551,500

583,400

592,900

N/A




2007

539,300

541,700

540,900

550,600

N/A












RevPAR

2010

$               25.81

$               32.25

N/A

N/A

N/A




2009

$               27.69

$               32.38

$               34.81

$               26.47

$               30.34




2008

$               32.21

$               38.87

$               41.93

$               30.03

$               35.74




2007

$               31.35

$               38.35

$               43.10

$               33.09

$               36.48











Vacation Exchange and Rentals (c)



Average Number of Members (in 000s)

2010

3,746

3,741

N/A

N/A

N/A




2009

3,789

3,795

3,781

3,765

3,782




2008

3,632

3,682

3,673

3,693

3,670




2007

3,474

3,506

3,538

3,588

3,526












Exchange Revenue Per Member

2010

$             201.93

$             172.20

N/A

N/A

N/A




2009

$             194.83

$             174.22

$             173.90

$             163.89

$             176.73




2008

$             234.05

$             201.04

$             193.39

$             165.99

$             198.48




2007

$             236.71

$             203.84

$             203.44

$             195.86

$             209.80












Vacation Rental Transactions (in 000s) (d)

2010

291

297

N/A

N/A

N/A




2009

273

231

264

196

964




2008

269

220

255

191

936




2007

272

223

254

192

942












Average Net Price Per Vacation Rental (d)

2010

$             361.17

$             387.01

N/A

N/A

N/A




2009

$             353.15

$             471.74

$             594.34

$             499.66

$             477.38




2008

$             442.50

$             541.69

$             659.93

$             460.86

$             528.95




2007

$             365.20

$             465.60

$             598.26

$             504.47

$             480.32











Vacation Ownership



Gross Vacation Ownership Interest (VOI) Sales
(in 000s) (e)

2010

$           308,000

$           371,000

N/A

N/A

N/A




2009

$           280,000

$           327,000

$           366,000

$           343,000

$        1,315,000




2008

$           458,000

$           532,000

$           566,000

$           432,000

$        1,987,000




2007

$           430,000

$           523,000

$           552,000

$           488,000

$        1,993,000












Tours

2010

123,000

163,000

N/A

N/A

N/A




2009

137,000

164,000

173,000

142,000

617,000




2008

255,000

314,000

334,000

240,000

1,143,000




2007

240,000

304,000

332,000

268,000

1,144,000












Volume Per Guest (VPG)

2010

$               2,334

$               2,156

N/A

N/A

N/A




2009

$               1,866

$               1,854

$               1,944

$               2,210

$               1,964




2008

$               1,668

$               1,583

$               1,550

$               1,630

$               1,602




2007

$               1,607

$               1,596

$               1,545

$               1,690

$               1,606











Note: Full year amounts may not foot across due to rounding.


(a)

Includes the impact of the acquisition of Microtel Inns & Suites and Hawthorn Suites (July 2008) from the acquisition date forward.  Therefore, the operating 
statistics are not presented on a comparable basis.


(b)

Number of rooms includes the impact of the acquisition of the Tryp hotel brand (June 2010) from the acquisition date forward and, as such, the number of rooms is 
not presented on a comparable basis.  RevPAR excludes the impact of the acquisition of the Tryp hotel brand as the acquisition was not completed until June 30, 
2010.


(c)

Vacation Exchange and Rentals statistics were revised during the first quarter of 2010 to capture member-related rentals and other servicing fees as components 
of the exchange statistics.  Prior to the first quarter of 2010, such amounts were included within the Company's vacation rental statistics and other ancillary 
revenues. 


(d)

Includes the impact of the acquisition of Hoseasons Holdings Ltd. (March 2010) from the acquisition date forward.  Therefore, the operating statistics are not 
presented on a comparable basis.


(e)

Includes gross VOI sales under the Company's Wyndham Asset Affiliate Model (WAAM) beginning in the first quarter of 2010 (see Table 9 for a reconciliation of 
Gross VOI sales to Vacation ownership interest sales).












 Table 3


(2 of 3)




Wyndham Worldwide Corporation


ADDITIONAL DATA








Year

Q1

Q2

Q3

Q4

Full Year


Lodging (a)









Number of Properties

2010

7,090

7,160

N/A

N/A

N/A




2009

6,990

7,020

7,040

7,110

N/A




2008

6,550

6,560

6,970

7,040

N/A




2007

6,450

6,460

6,460

6,540

N/A











Vacation Ownership









Deferred Revenues (in 000s) (b)

2010

$                       -

$                       -

N/A

N/A

N/A




2009

$             66,516

$             37,140

$             36,102

$             46,784

$           186,543




2008

$            (81,716)

$              (5,240)

$              (2,023)

$             13,870

$            (75,108)




2007

$               3,906

$              (4,908)

$                  506

$            (21,092)

$            (21,588)












Provision for Loan Losses (in 000s) (c)

2010

$             86,332

$             87,331

N/A

N/A

N/A




2009

$           107,202

$           121,641

$           117,111

$           103,115

$           449,069




2008

$             82,344

$           112,669

$           118,609

$           136,090

$           449,712




2007

$             60,869

$             75,032

$             85,762

$             83,644

$           305,307












Sales under the WAAM (in 000s) (d)

2010

$               5,000

$             13,000

N/A

N/A

N/A



WAAM Commission Revenues (in 000s)

2010

$               3,000

$               8,000

N/A

N/A

N/A











Note: Full year amounts may not foot across due to rounding.


(a)

Information includes the impact of the acquisition of Microtel Inns & Suites and Hawthorn Suites (July 2008) and the Tryp hotel brand (June 2010) from the 
acquisition date forward.  Therefore, the data is not presented on a comparable basis.


(b)

Represents the revenue that is deferred under the percentage of completion method of accounting.  Under the percentage of completion method of 
accounting, a portion of the total revenue from a vacation ownership contract sale is not recognized if the construction of the vacation resort has not yet 
been fully completed.  This revenue will be recognized in future periods in proportion to the costs incurred as compared to the total expected costs for 
completion of construction of the vacation resort.  Positive amounts represent the recognition of previously deferred revenues.


(c)

Represents provision for estimated losses on vacation ownership contract receivables originated during the period, which is recorded as a contra revenue 
to vacation ownership interest sales on the Consolidated Statements of Income.


(d)

Represents gross VOI sales under the Company's WAAM for which the Company earns commission revenue (WAAM Commission Revenues).  The 
commission revenue earned on these sales is included in service fees and membership revenues on the Consolidated Statement of Income.  The 
Company implemented this sales model during the first quarter of 2010 and, as such, there is no historical data prior to 2010.












Table 3


(3 of 3)




                                                                           Wyndham Worldwide Corporation                            


                                                                                 OPERATING STATISTICS




                                                                                   GLOSSARY OF TERMS





Lodging

Number of Rooms: Represents the number of rooms at lodging properties at the end of the period which are either (i) under franchise and/or management agreements, (ii) properties affiliated with the Wyndham Hotels and Resorts brand for which we receive a fee for reservation and/or other services provided or (iii) properties managed under a joint venture.  

Average Occupancy Rate: Represents the percentage of available rooms occupied during the period.

Average Daily Rate (ADR): Represents the average rate charged for renting a lodging room for one day.  

RevPAR:  Represents revenue per available room and is calculated by multiplying average occupancy rate by ADR. Comparable RevPAR represents RevPAR of hotels which are included in both periods.

Vacation Exchange and Rentals

Average Number of Members:  Represents members in our vacation exchange programs who pay annual membership dues. For additional fees, such participants are entitled to exchange intervals for intervals at other properties affiliated with our vacation exchange business. In addition, certain participants may exchange intervals for other leisure-related products and services.

Exchange Revenue Per Member: Represents total revenue generated from fees associated with memberships, exchange transactions, member-related rentals and other servicing for the period divided by the average number of vacation exchange members during the period.  

Vacation Rental Transactions:  Represents the number of transactions that are generated in connection with customers booking their vacation rental stays through us. One rental transaction is recorded each time a standard one-week rental is booked.

Average Net Price Per Vacation Rental: Represents the net rental price generated from renting vacation properties and other related rental servicing fees to customers divided by the number of vacation rental transactions.

Vacation Ownership

Gross Vacation Ownership Interest Sales: Represents sales of vacation ownership interest (VOIs), including Wyndham Asset Affiliation Model sales, before the net effect of percentage-of-completion accounting and loan loss provisions.  See Table 9 for a reconciliation of Gross VOI sales to Vacation Ownership Interest Sales.  We believe that Gross VOI sales provides an enhanced understanding of the performance of our vacation ownership business because it directly measures the sales volume of this business during a given reporting period.

Tours: Represents the number of tours taken by guests in our efforts to sell vacation ownership interests.

Volume per Guest (VPG): Represents gross VOI sales (excluding tele-sales upgrades, which are non-tour upgrade sales) divided by the number of tours.  We have excluded non-tour upgrade sales in the calculation of VPG because non-tour upgrade sales are generated by a different marketing channel.  See Table 9 for a detail of tele-sales upgrades for 2007-2010.  We believe that VPG provides an enhanced understanding of the performance of our vacation ownership business because it directly measures the efficiency of this business' tour selling efforts during a given reporting period.

General

Constant Currency: Represents comparison eliminating the effects of foreign exchange rate fluctuations between periods.

Click to view table full screen

 Table 4




Wyndham Worldwide Corporation


REVENUE DETAIL BY REPORTABLE SEGMENT


(In millions)








2010


2009




Q1

Q2

Q3

Q4

Year


Q1

Q2

Q3

Q4

Year


Lodging














Royalties and Franchise Fees

$             52

$             69

N/A

N/A

N/A


$             57

$             68

$             72

$             57

$           254



Marketing, Reservation and Wyndham Rewards Revenues (a)

50

65

N/A

N/A

N/A


54

66

73

53

246



Hotel Management Reimbursable Revenues (b)

21

20

N/A

N/A

N/A


22

23

21

19

85



Ancillary Revenues (c)

21

24

N/A

N/A

N/A


21

17

17

20

75



Total Lodging

144

178

N/A

N/A

N/A


154

174

183

149

660
















Vacation Exchange and Rentals














Exchange Revenues

189

161

N/A

N/A

N/A


185

165

164

154

668



Rental Revenues

105

115

N/A

N/A

N/A


96

109

157

98

460



Ancillary Revenues (d)

6

5

N/A

N/A

N/A


6

6

6

6

24



Total Vacation Exchange and Rentals

300

281

N/A

N/A

N/A


287

280

327

258

1,152
















Vacation Ownership














Vacation Ownership Interest Sales

217

271

N/A

N/A

N/A


239

242

285

287

1,053



Consumer Financing

105

106

N/A

N/A

N/A


109

109

108

109

435



Property Management Fees

100

100

N/A

N/A

N/A


91

94

96

95

376



Ancillary Revenues (e)

22

28

N/A

N/A

N/A


23

22

19

17

81



Total Vacation Ownership

444

505

N/A

N/A

N/A


462

467

508

508

1,945


Total Reportable Segments

$           888

$           964

N/A

N/A

N/A


$           903

$           921

$        1,018

$           915

$        3,757
































2008


2007




Q1

Q2

Q3

Q4

Year


Q1

Q2

Q3

Q4

Year


Lodging














Royalties and Franchise Fees

$             64

$             78

$             88

$             66

$           297


$             63

$             78

$             89

$             67

$           296



Marketing, Reservation and Wyndham Rewards Revenues (a)

60

75

84

61

280


60

73

84

64

281



Hotel Management Reimbursable Revenues (b)

27

26

25

21

100


16

22

26

28

92



Ancillary Revenues (c)

19

21

16

22

76


13

13

12

17

56



Total Lodging

170

200

213

170

753


152

186

211

176

725
















Vacation Exchange and Rentals














Exchange Revenues

213

185

178

152

728


206

179

180

175

740



Rental Revenues

119

119

169

88

495


99

104

152

97

452



Ancillary Revenues (d)

9

10

7

10

36


9

5

4

8

26



Total Vacation Exchange and Rentals

341

314

354

250

1,259


314

288

336

280

1,218
















Vacation Ownership














Vacation Ownership Interest Sales

294

414

446

309

1,463


373

443

467

383

1,666



Consumer Financing

99

104

111

112

426


81

88

93

96

358



Property Management Fees

85

84

89

89

346


74

78

79

78

310



Ancillary Revenues (e)

26

19

15

(18)

43


21

20

32

19

91



Total Vacation Ownership

504

621

661

492

2,278


549

629

671

576

2,425


Total Reportable Segments

$        1,015

$        1,135

$        1,228

$           912

$        4,290


$        1,015

$        1,103

$        1,218

$        1,032

$        4,368






























Note: Full year amounts may not foot across due to rounding.


(a)

Marketing and reservation revenues represent fees we receive from franchised and managed hotels that are to be expended for marketing purposes or the operation of a centralized, brand-specific reservation system.  These fees are typically based on a percentage of the gross room revenues of each hotel.  Wyndham Rewards revenues represent fees we receive relating to our loyalty program.


(b)

Primarily represents payroll costs in our hotel management business that we pay on behalf of property owners and for which we are reimbursed by the property owners.


(c)

Primarily includes additional services provided to franchisees.


(d)

Primarily includes fees generated from programs with affiliated resorts.


(e)

Primarily includes revenues associated with bonus points/credits that are provided as purchase incentives on VOI sales and fees generated from other non-core businesses.

















Table 5


Wyndham Worldwide Corporation


SCHEDULE OF DEBT


(In millions)







June 30,
2010


March 31,
2010


December 31,
2009


September 30,
2009


June 30,
2009













Securitized vacation ownership debt











Term notes

$                  1,255


$                  1,258


$                  1,112


$                  1,305


$                  1,290


Bank conduit facilities (a)

291


240


395


299


340


Securitized vacation ownership debt (b)

1,546


1,498


1,507


1,604


1,630


Less: Current portion of securitized vacation ownership debt

248


220


209


291


288


Long-term securitized vacation ownership debt

$                  1,298


$                  1,278


$                  1,298


$                  1,313


$                  1,342













Debt:











6.00% senior unsecured notes (due December 2016) (c)

$                     798


$                     798


$                     797


$                     797


$                     797


Term loan (d)

-


-


300


300


300


Revolving credit facility (due October 2013) (e)

-


199


-


21


30


9.875% senior unsecured notes (due May 2014) (f)

239


239


238


237


237


3.50% convertible notes (due May 2012) (g)

362


448


367


309


253


7.375% senior unsecured notes (due March 2020) (h)

247


247


-


-


-


Vacation ownership bank borrowings (i)

-


-


153


163


154


Vacation rentals capital leases

110


123


133


139


135


Other

36


28


27


23


22


Total debt

1,792


2,082


2,015


1,989


1,928


Less: Current portion of debt

29


23


175


176


169


Long-term debt

$                  1,763


$                  2,059


$                  1,840


$                  1,813


$                  1,759














__________


(a)

Represents (i) a 364-day, non-recourse vacation ownership bank conduit facility with a term through October 2010 and borrowing capacity of $600 million and (ii) the outstanding balance of the 
Company's prior bank conduit facility through October 8, 2009, the date on which such balance was repaid.  As of June 30, 2010, our 364-day facility has remaining borrowing capacity of $309 million.


(b)

This debt is collateralized by $2,862 million, $2,712 million, $2,755 million, $2,947 million and $2,916 million of underlying vacation ownership contract receivables and related assets as of June 30, 2010, 
March 31, 2010, December 31, 2009, September 30, 2009 and June 30, 2009, respectively.


(c)

The balance as of June 30, 2010 represents $800 million aggregate principal less $2 million of unamortized discount.


(d)

The Company's term loan facility was fully repaid during March 2010.


(e)

During March 2010, the Company replaced its five-year $900 million revolving credit facility with a $950 million revolving credit facility that expires on October 1, 2013.  As of June 30, 2010, the Company 
has $31 million of outstanding letters of credit and a remaining borrowing capacity of $919 million.


(f)

Represents senior unsecured notes issued by the Company during May 2009.  The balance as of June 30, 2010 represents $250 million aggregate principal less $11 million of unamortized discount.


(g)

Represents convertible notes issued by the Company during May 2009, which includes debt principal, less unamortized discount, and a liability related to a bifurcated conversion feature.  The following 
table details the components of the convertible notes:







June 30, 2010


March 31, 2010


December 31, 2009


September 30, 2009


June 30, 2009













        Debt principal

$                230


$                230


$                230


$                230


$                230


        Unamortized discount

(31)


(35)


(39)


(43)


(46)


        Debt less discount

199


195


191


187


184


        Fair value of conversion feature (*)

163


253


176


122


69


        Convertible notes

$                362


$                448


$                367


$                309


$                253













        (*) The Company also has an asset with a fair value equal to the conversion feature, which represents cash-settled call options that the Company purchased concurrent with the issuance of the convertible notes.

















(h)

Represents senior unsecured notes issued by the Company during February 2010.  The balance as of June 30, 2010 represents $250 million aggregate principal
less $3 million of unamortized discount.


(i)

Represents a 364-day, AUD 213 million, secured, revolving foreign credit facility, which was paid down and terminated during March 2010.






 Table 6


 (1 of 2)


Wyndham Worldwide Corporation


HOTEL BRAND SYSTEMS DETAILS







As of and For the Three Months Ended June 30, 2010


Brand

Number of Properties

Number of Rooms

Average
Occupancy Rate

Average Daily Rate
(ADR)

Average Revenue
Per Available
Room (RevPAR)









Wyndham Hotels and Resorts

99

27,771

59.5%

$108.71

$64.66









Tryp (a)

92

13,236

N/A

N/A   

N/A   









Wingate by Wyndham

164

15,020

61.5%

$79.97

$49.15









Hawthorn Suites by Wyndham

80

7,563

57.7%

$78.07

$45.08









Ramada

901

118,521

51.3%

$71.95

$36.88









Baymont

242

20,496

49.6%

$61.26

$30.38









Days Inn

1,857

148,457

48.6%

$60.66

$29.47









Super 8

2,149

134,189

51.6%

$55.89

$28.86









Howard Johnson

477

45,513

46.8%

$60.84

$28.48









Travelodge

442

32,762

45.9%

$62.35

$28.63









Microtel Inns & Suites

318

22,666

52.3%

$56.90

$29.76









Knights Inn

338

20,157

37.9%

$41.80

$15.84









Affiliated Hotels (b)

2

404

N/A

N/A   

N/A   









       Total

7,161

606,755

50.2%

$64.27

$32.25













As of and For the Three Months Ended June 30, 2009


 Brand

Number of Properties

Number of Rooms

Average
Occupancy Rate

Average Daily Rate
(ADR)

Average Revenue
Per Available
Room (RevPAR)









Wyndham Hotels and Resorts

85

22,562

55.1%

$117.44

$64.66









Wingate by Wyndham

165

15,109

57.1%

$85.57

$48.87









Hawthorn Suites by Wyndham

90

8,386

53.3%

$84.88

$45.22









Ramada

894

116,225

48.3%

$74.04

$35.78









Baymont

234

19,850

48.3%

$64.64

$31.19









Days Inn

1,856

149,901

48.5%

$64.45

$31.24









Super 8

2,116

131,282

51.6%

$56.66

$29.22









Howard Johnson

475

45,679

42.6%

$62.53

$26.61









Travelodge

464

34,911

45.6%

$62.23

$28.40









Microtel Inns & Suites

317

22,660

53.5%

$55.17

$29.54









Knights Inn

317

20,039

39.2%

$43.49

$17.03









Affiliated Hotels (b)

11

3,549

N/A

N/A   

N/A   









       Total

7,024

590,153

48.9%

$66.22

$32.38










_______________


NOTE: A glossary of terms is included in Table 3 (3 of 3); RevPAR may not recalculate by multiplying average occupancy rate by ADR due to rounding.


(a)

The Tryp hotel brand was acquired on June 30, 2010 and, as such, average occupancy rate, ADR and RevPAR are not relevant.


(b)

Represents properties managed under a joint venture and, as of December 31, 2009, also includes properties for which we receive a fee for reservation services provided.  As these properties are 
not branded, operating statistics (such as average occupancy rate, ADR and RevPAR) are not relevant.






Table 6


(2 of 2)


Wyndham Worldwide Corporation


HOTEL BRAND SYSTEMS DETAILS







As of and For the Six Months Ended June 30, 2010


Brand

Number of Properties

Number of Rooms

Average
Occupancy Rate

Average Daily Rate
(ADR)

Average Revenue
Per Available
Room (RevPAR)









Wyndham Hotels and Resorts

99

27,771

55.4%

$110.61

$61.25









Tryp (a)

92

13,236

N/A

N/A   

N/A   









Wingate by Wyndham

164

15,020

56.6%

$78.81

$44.63









Hawthorn Suites by Wyndham

80

7,563

53.4%

$77.56

$41.41









Ramada

901

118,521

47.2%

$72.32

$34.15









Baymont

242

20,496

45.5%

$59.65

$27.13









Days Inn

1,857

148,457

43.6%

$59.39

$25.92









Super 8

2,149

134,189

46.4%

$54.59

$25.34









Howard Johnson

477

45,513

42.8%

$59.42

$25.44









Travelodge

442

32,762

42.0%

$61.92

$25.99









Microtel Inns & Suites

318

22,666

48.0%

$56.04

$26.88









Knights Inn

338

20,157

35.5%

$40.46

$14.36









Affiliated Hotels (b)

2

404

N/A

N/A   

N/A   









       Total

7,161

606,755

45.7%

$63.60

$29.04















As of and For the Six Months Ended June 30, 2009


 Brand

Number of Properties

Number of Rooms

Average
Occupancy Rate

Average Daily Rate
(ADR)

Average Revenue
Per Available
Room (RevPAR)









Wyndham Hotels and Resorts

85

22,562

53.4%

$120.80

$64.47









Wingate by Wyndham

165

15,109

53.9%

$85.39

$46.04









Hawthorn Suites by Wyndham

90

8,386

52.0%

$87.33

$45.37









Ramada

894

116,225

46.2%

$74.23

$34.29









Baymont

234

19,850

46.0%

$63.22

$29.10









Days Inn

1,856

149,901

45.0%

$62.07

$27.90









Super 8

2,116

131,282

47.6%

$55.76

$26.55









Howard Johnson

475

45,679

41.2%

$61.31

$25.28









Travelodge

464

34,911

42.6%

$59.84

$25.49









Microtel Inns & Suites

317

22,660

49.6%

$55.53

$27.54









Knights Inn

317

20,039

37.6%

$42.35

$15.94









Affiliated Hotels (b)

11

3,549

N/A

N/A   

N/A   









       Total

7,024

590,153

45.9%

$65.41

$30.04










_______________


NOTE: A glossary of terms is included in Table 3 (3 of 3); RevPAR may not recalculate by multiplying average occupancy rate by ADR due to rounding.


(a)

The Tryp hotel brand was acquired on June 30, 2010 and, as such, average occupancy rate, ADR and RevPAR are not relevant.


(b)

Represents properties managed under a joint venture and, as of December 31, 2009, also includes properties for which we receive a fee for reservation services provided.  As 
these properties are not branded, operating statistics (such as average occupancy rate, ADR and RevPAR) are not relevant.






 Table 7


 (1 of 2)


Wyndham Worldwide


NON-GAAP RECONCILIATION


(In millions)















Three months ended March 31, 2010

Net Revenues


Reported
EBITDA

Acquisition 
Costs (b)

Legacy 
Adjustments (c)

Adjusted 
EBITDA


Lodging

$                     144


$                       33

$                   -

$                   -

$                       33


Vacation Exchange and Rentals

300


80

4

-

84


Vacation Ownership

444


82

-

-

82


Total Reportable Segments

888


195

4

-

199


Corporate and Other (a)

(2)


(20)

-

2

(18)


Total Company

$                     886


$                     175

$                    4

$                    2

$                     181




















Three months ended June 30, 2010

Net Revenues


Reported 
EBITDA

Acquisition 
Costs (b)

Legacy 
Adjustments (c)

Adjusted 
EBITDA


Lodging

$                     178


$                       49

$                    1

$                   -

$                        50


Vacation Exchange and Rentals

281


78

-

-

78


Vacation Ownership

505


104

-

-

104


Total Reportable Segments

964


231

1

-

232


Corporate and Other (a)

(1)


(14)

-

-

(14)


Total Company

$                     963


$                     217

$                    1

$                   -

$                     218


________________


Note: Amounts may not foot across due to rounding.


(a)   Includes the elimination of transactions between segments.


(b)   Relates to costs incurred in connection with the Company's acquisitions of Hoseasons Holdings Ltd. during March 2010 and the Tryp hotel brand during June 2010.


(c)   Relates to the net expense from the resolution of and adjustment to certain contingent liabilities and assets.












 Table 7


 (2 of 2)


Wyndham Worldwide


NON-GAAP RECONCILIATIONS


(In millions)







Three months ended March 31, 2009

Net
Revenues


Reported
EBITDA

Restructuring
Related Costs (b)

Legacy
Adjustments (c)

Adjusted
EBITDA


Lodging

$                    154


$                      35

$                         3

$                        -

$                      38


Vacation Exchange and Rentals

287


76

4

-

80


Vacation Ownership

462


44

35

-

79


Total Reportable Segments

903


155

42

-

197


Corporate and Other (a)

(2)


(21)

1

4

(16)


Total Company

$                    901


$                    134

$                       43

$                       4

$                    181











Three months ended June 30, 2009








Lodging

$                    174


$                      50

$                          -

$                       -

$                      50


Vacation Exchange and Rentals

280


56

2

-

58


Vacation Ownership

467


107

1

-

108


Total Reportable Segments

921


213

3

-

216


Corporate and Other (a)

(1)


(17)

-

-

(17)


Total Company

$                    920


$                    196

$                        3

$                       -

$                    199




















Three months ended September 30, 2009








Lodging

$                    183


$                      58

$                         -

$                       -

$                      58


Vacation Exchange and Rentals

327


107

-

-

107


Vacation Ownership

508


104

-

-

104


Total Reportable Segments

1,018


269

-

-

269


Corporate and Other (a)

(2)


(15)

-

2

(13)


Total Company

$                 1,016


$                    254

$                         -

$                       2

$                    256




















Three months ended December 31, 2009








Lodging

$                    149


$                      32

$                         -

$                       -

$                      32


Vacation Exchange and Rentals

258


48

-

-

48


Vacation Ownership

508


132

-

-

132


Total Reportable Segments

915


212

-

-

212


Corporate and Other (a)

(2)


(18)

-

-

(18)


Total Company

$                    913


$                    194

$                         -

$                       -

$                    194





























Twelve months ended December 31, 2009








Lodging

$                    660


$                    175

$                        3

$                       -

$                    178


Vacation Exchange and Rentals

1,152


287

6

-

293


Vacation Ownership

1,945


387

36

-

423


Total Reportable Segments

3,757


849

45

-

894


Corporate and Other (a)

(7)


(71)

1

6

(64)


Total Company

$                 3,750


$                    778

$                      46

$                       6

$                    830


________________


Note: Amounts may not foot across due to rounding.


(a)   Includes the elimination of transactions between segments.


(b)   Relates to costs incurred as a result of various strategic initiatives commenced by the Company during 2008.


(c)   Relates to the net expense from the resolution of and adjustment to certain contingent liabilities and assets.













Table 8


(1 of 4)




Wyndham Worldwide Corporation


NON-GAAP FINANCIAL INFORMATION


(In millions, except per share data)





Three Months Ended June 30, 2010














As Reported


Acquisition Costs


Legacy 
Adjustments (b)


As Adjusted


Net revenues










Service fees and membership

$              409






$              409



Vacation ownership interest sales

271






271



Franchise fees

120






120



Consumer financing

106






106



Other

57






57


Net revenues

963


-


-


963












Expenses










Operating

387


(1)

(a)



386



Cost of vacation ownership interests

49






49



Consumer financing interest

29






29



Marketing and reservation

138






138



General and administrative

146






146



Depreciation and amortization

42






42


Total expenses

791


(1)


-


790












Operating income

172


1


-


173


Other income, net

(3)






(3)


Interest expense

36






36


Interest income

(2)






(2)












Income before income taxes

141


1


-


142


Provision for income taxes

46


-

(c)

1

(c)

47












Net income

$                95


$                    1


$                (1)


$                95












Earnings per share










Basic

$             0.53


$                     -


$                 -


$             0.53



Diluted

0.51


-


-


0.51












Weighted average shares outstanding










Basic

180


180


180


180



Diluted

187


187


187


187


__________


Note: EPS amounts may not foot due to rounding.


(a)

Relates to costs incurred in connection with the Company's acquisition of the Tryp hotel brand during June 2010.


(b)

Relates to the net expense from the resolution of and adjustment to certain contingent liabilities and assets.


(c)

Relates to the tax effect of the adjustments.













 Table 8


 (2 of 4)




Wyndham Worldwide Corporation


NON-GAAP FINANCIAL INFORMATION


(In millions, except per share data)





Six Months Ended June 30, 2010




As Reported


Early
Extinguishment of
Debt


Acquisition 
Costs


Legacy
Adjustments


As Adjusted


Net revenues












Service fees and membership

$              833








$              833



Vacation ownership interest sales

488








488



Franchise fees

211








211



Consumer financing

211








211



Other

106








106


Net revenues

1,849


-


-


-


1,849














Expenses












Operating

769




(5)

(b)



764



Cost of vacation ownership interests

86








86



Consumer financing interest

53








53



Marketing and reservation

261








261



General and administrative

293






(1)

(c)

292



Depreciation and amortization

85








85


Total expenses

1,547


-


(5)


(1)


1,541














Operating income

302


-


5


1


308


Other income, net

(5)








(5)


Interest expense

86


(16)

(a)





70


Interest income

(2)








(2)














Income before income taxes

223


16


5


1


245


Provision for income taxes

78


6

(d)

1

(d)

1

(d)

86














Net income

$              145


$                 10


$                 4


$                 -


$              159














Earnings per share












Basic

$             0.81


$              0.05


$            0.02


$                 -


$             0.89



Diluted

0.78


0.05


0.02


-


0.85














Weighted average shares outstanding












Basic

180


180


180


180


180



Diluted

186


186


186


186


186


__________


Note: EPS amounts may not foot due to rounding.


(a)

Relates to costs incurred for the early extinguishment of the Company's term loan facility and revolving foreign credit facility during March 2010.


(b)

Relates to costs incurred in connection with the Company's acquisitions of Hoseasons Holdings Ltd. during March 2010 and the Tryp hotel brand during June 2010.


(c)

Relates to the net expense from the resolution of and adjustment to certain contingent liabilities and assets.


(d)

Relates to the tax effect of the adjustments.















 Table 8


 (3 of 4)




Wyndham Worldwide Corporation


NON-GAAP FINANCIAL INFORMATION


(In millions, except per share data)





Three Months Ended June 30, 2009




As Reported


Legacy 
Adjustments (a)


Restructuring 
Costs


As Adjusted


Net revenues










Service fees and membership

$                 397






$                 397



Vacation ownership interest sales

242






242



Franchise fees

117






117



Consumer financing

109






109



Other

55






55


Net revenues

920


-


-


920












Expenses










Operating

391






391



Cost of vacation ownership interests