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  Wyndham Reports 4th Qtr 2011 Net Income of $56 million
Compared to $78 million for Same Period 2010; RevPAR Increased 5%

PARSIPPANY, N.J., Feb. 8, 2012 -- Wyndham Worldwide Corporation (NYSE: WYN) today announced results for the three months and year ended December 31, 2011.

Highlights:

  • Fourth quarter adjusted diluted earnings per share (EPS) was $0.47, compared with $0.46 in the fourth quarter of 2010, an increase of 2%. Fourth quarter 2011 reported diluted EPS was $0.37, a decrease of 14% from the same period in 2010, reflecting non-cash impairment charges in the Company's Lodging business.
  • Free cash flow increased to $754 million for the year ended December 31, 2011, compared with $603 million in 2010.
  • The Company's Board of Directors authorized an increase in the quarterly cash dividend to $0.23 from $0.15 per share, beginning with the dividend that is expected to be declared in the first quarter of 2012.
  • During the quarter, the Company repurchased 6.7 million shares of its common stock for $225 million at an average price of $33.78. For the full-year 2011, the Company repurchased 28.7 million shares of its common stock for $902 million at an average price of $31.45.

"2011 was another excellent year for our company," said Stephen P. Holmes, chairman and CEO, Wyndham Worldwide. "In an environment of ongoing economic uncertainty, our businesses continued to execute at a high level. As expected, we generated robust free cash flow and effectively deployed that cash flow. We remain well positioned for growth and that confidence is reflected in the 53% dividend increase authorized by our Board of Directors."

FOURTH QUARTER 2011 OPERATING RESULTS
Fourth quarter revenues increased 7% from the prior year period to $1.0 billion. The increase reflects organic growth in the Company's Lodging and Vacation Ownership businesses and incremental contributions from acquisitions at its Vacation Exchange and Rentals business.

For the fourth quarter of 2011, adjusted net income was $73 million, or $0.47 per diluted share, compared with $84 million, or $0.46 per diluted share for the same period in 2010. The decrease in adjusted net income primarily reflects a higher adjusted tax rate and higher adjusted net interest expense. Adjusted net income for the fourth quarter of 2011 excludes $27 million, after-tax, of non-cash impairment charges at our Lodging business, a $7 million tax benefit related to value added tax (VAT) adjustments, and a $3 million tax benefit related to legacy adjustments. Full reconciliations of adjusted results to GAAP results appear in Table 8 of this press release.

Reported net income for the fourth quarter of 2011 was $56 million, or $0.37 per diluted share, compared with net income of $78 million, or $0.43 per diluted share, for the fourth quarter of 2010.

FULL YEAR 2011 OPERATING RESULTS
Reported revenues for full year 2011 were $4.3 billion, an increase of 10% over the prior-year period. The revenue increase resulted from higher RevPAR in the Lodging business, higher Vacation Ownership Interest (VOI) sales and Wyndham Asset Affiliation Model (WAAM) commissions in the Vacation Ownership business, and contributions from acquisitions along with higher average net price per vacation rental in the Vacation Exchange and Rentals business. Adjusted net income for the full year 2011 was $414 million or $2.49 per diluted share, compared with $368 million or $2.00 per diluted share for the prior-year period. Adjusted net income for the full year 2011 excludes an aggregate of $3 million of net benefits, after tax. Full reconciliations of adjusted results to GAAP results appear in Table 8 of this press release.

Reported net income for full year 2011 was $417 million, or $2.51 per diluted share, compared with net income of $379 million, or $2.05 per diluted share, for the prior-year period.

Free cash flow increased to $754 million in the year ended December 31, 2011 compared with $603 million in the same period in 2010. The growth of free cash flow largely reflects stronger operating results and a $67 million benefit generated by a refund of VAT and related interest income. The Company defines free cash flow as net cash provided by operating activities less capital expenditures, equity investments and development advances and excludes a 2010 cash payment of $145 million related to contingent IRS tax liabilities. For the year ended December 31, 2011, cash provided by operating activities was $1.0 billion compared with $635 million for the prior-year period.

BUSINESS UNIT RESULTS

Lodging (Wyndham Hotel Group)
Revenues were $188 million in the fourth quarter of 2011, an increase of 15%, compared with the fourth quarter of 2010, reflecting a RevPAR improvement of 5% and revenues associated with the newly opened Wyndham Grand hotel in Orlando. The revenue increase also included a $15 million reclassification, primarily related to certain reservation fees, which had no impact on EBITDA.

Excluding $44 million of non-cash impairment charges, adjusted EBITDA was $41 million, an increase of 3% compared with the fourth quarter of 2010, largely reflecting RevPAR improvement and lower bad debt expense. These benefits were partially offset by the timing of higher marketing costs.

As of December 31, 2011, the Company's hotel system consisted of 7,205 properties and over 613,100 rooms. The development pipeline included nearly 850 hotels and 111,900 rooms, of which 57% were new construction and 60% were international.

Vacation Exchange and Rentals (Wyndham Exchange & Rentals)
Revenues were $291 million in the fourth quarter of 2011, an increase of 3% compared with the fourth quarter of 2010. In constant currency and excluding the impact of acquisitions, revenues were flat.

Exchange revenues were $150 million, a decrease of 2% compared with the fourth quarter of 2010. The average number of members was flat. In constant currency, exchange revenues and exchange revenue per member were also flat.

Vacation rental revenues were $125 million, a 10% increase compared with the fourth quarter of 2010. Excluding the impact of foreign currency and acquisitions, vacation rental revenues were flat as a 5% increase in the average net price per vacation rental was offset by a 5% decline in vacation rental transactions.

Adjusted EBITDA for the fourth quarter of 2011 decreased $4 million compared with the prior-year period, reflecting the impact of unfavorable foreign currency and the seasonality of recently acquired businesses.

Vacation Ownership (Wyndham Vacation Ownership)
Revenues were $527 million in the fourth quarter of 2011, a 6% increase over the fourth quarter of 2010, reflecting increased VOI sales and WAAM commissions.

Gross VOI sales were $409 million in the fourth quarter of 2011, up 10% from the fourth quarter of 2010, primarily reflecting an 8% increase in tour flow and a 4% increase in volume per guest.

EBITDA for the fourth quarter of 2011 was $139 million, compared with EBITDA of $131 million in the fourth quarter of 2010, a 6% increase. EBITDA growth includes contributions from increased VOI sales and WAAM commissions.

Other Items

  • The Company repurchased approximately 6.7 million shares of common stock for $225 million during the fourth quarter of 2011 at an average price of $33.78 and an additional 1.5 million shares for $60 million at an average price of $39.02 through February 7, 2012. The Company has $311 million remaining on its current share repurchase authorization.
  • Net interest expense in the fourth quarter of 2011 was $36 million, an increase of $2 million from the fourth quarter of 2010, primarily reflecting higher average borrowings, partially offset by the absence of $3 million of charges for the early extinguishment of debt in the fourth quarter of 2010.

Balance Sheet Information as of December 31, 2011:

  • Cash and cash equivalents of approximately $140 million, compared with $156 million at December 31, 2010
  • Vacation ownership contract receivables, net, of $2.8 billion, compared with $3.0 billion at December 31, 2010
  • Vacation ownership and other inventory of approximately $1.1 billion, compared with $1.2 billion at December 31, 2010
  • Securitized vacation ownership debt of $1.9 billion, compared with $1.7 billion at December 31, 2010
  • Long-term debt of $2.2 billion, compared with $2.1 billion at December 31, 2010. The remaining borrowing capacity on the revolving credit facility was $771 million, compared with $788 million as of December 31, 2010

A schedule of debt is included in Table 5 of this press release.

Outlook
For the full year 2012, the Company expects:

  • Revenues of approximately $4.4$4.6 billion
  • Adjusted EBITDA of approximately $1.030$1.055 billion
  • EPS Guidance of $2.85 - $3.00, up from $2.72 - $2.82
  • Diluted shares of 153 million

The guidance reflects assumptions used for internal planning purposes. Guidance may exclude non-recurring or special items, 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.

Conference Call Information
Wyndham Worldwide Corporation will hold a conference call with investors to discuss this news on Wednesday, February 8, 2012 at 8:30 a.m. EST. Listeners may access the webcast live through the Company's website at www.wyndhamworldwide.com/investors/. An archive of this webcast will be available at the website for approximately 90 days beginning at noon EST on February 8, 2012. 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 EST on February 8, 2012, at (800) 947-6332.

Presentation of Financial Information
Financial information discussed in this press release includes non-GAAP measures, which include or exclude certain items. These non-GAAP measures differ from reported GAAP 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. It is not practicable to provide a reconciliation of forecasted adjusted EBITDA to the most directly comparable GAAP measure because certain items cannot be reasonably estimated or predicted at this time. Any such items could be significant to our reported results.

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 7,205 hotels with approximately 613,100 rooms worldwide. Wyndham Exchange & Rentals offers leisure travelers, including its 3.7 million members, access to approximately 100,000 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 160 vacation ownership resorts serving over 813,000 owners throughout North America, the Caribbean and the South Pacific. Wyndham Worldwide, headquartered in Parsippany, N.J., employs approximately 27,800 employees globally.

For more information about Wyndham Worldwide, please visit 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, dividends and related financial and operating measures.

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, terrorist activity or political strife, 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 October 26, 2011. 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


(1 of 2)


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 Income. 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 months ended December 31, 2011 and 2010:















Three Months Ended December 31,





2011


2010





Net Revenues


EBITDA


Net Revenues


EBITDA



Lodging

$ 188


$ (3)

(b)

$ 163


$ 40



Vacation Exchange and Rentals

291


38


282


32

(c)


Vacation Ownership

527


139


497


131



Total Reportable Segments

1,006


174


942


203



Corporate and Other (a)

(6)


(26)


(5)


(20)

(d)


Total Company

$ 1,000


$ 148


$ 937


$ 183














Reconciliation of EBITDA to Net Income





















EBITDA



$ 148




$ 183



Depreciation and amortization



45




44



Interest expense



37




34

(e)


Interest income



(1)




-



Income before income taxes



67




105



Provision for income taxes



11




27



Net income



$ 56




$ 78














__________










(a)

Includes the elimination of transactions between segments.


(b)

Includes non-cash impairment charges of $44 million primarily related to the write-down of certain franchise and management agreements and development advance notes.


(c)

Includes (i) restructuring costs of $9 million and (ii) $1 million related to costs incurred in connection with the Company's November 2010 acquisition of James Villa Holidays.


(d)

Includes $3 million of a net benefit related to the resolution of and adjustment to certain contingent liabilities and assets resulting from our separation from Cendant.


(e)

Includes $3 million of costs incurred for the early repurchase of a portion of the Company's 3.50% convertible notes during the fourth quarter of 2010.





The following tables summarize net revenues and Adjusted EBITDA for reportable segments for the three months ended December 31, 2011 and 2010 (for a description of adjustments by segment, see Table 7):
















Three Months Ended December 31,





2011


2010







Adjusted




Adjusted





Net Revenues


EBITDA


Net Revenues


EBITDA



Lodging

$ 188


$ 41


$ 163


$ 40



Vacation Exchange and Rentals

291


38


282


42



Vacation Ownership

527


139


497


131



Total Reportable Segments

1,006


218


942


213



Corporate and Other

(6)


(26)


(5)


(23)



Total Company

$ 1,000


$ 192


$ 937


$ 190















Table 1


(2 of 2)


Wyndham Worldwide Corporation


OPERATING RESULTS OF REPORTABLE SEGMENTS


(In millions)






The following tables summarize net revenues and EBITDA for reportable segments, as well as reconcile EBITDA to net income for the twelve months ended December 31, 2011 and 2010:
















Twelve Months Ended December 31,





2011


2010





Net Revenues


EBITDA


Net Revenues


EBITDA



Lodging

$ 749


$ 157

(b)

$ 688


$ 189

(h)


Vacation Exchange and Rentals

1,444


368

(c)

1,193


293

(i)


Vacation Ownership

2,077


515

(d)

1,979


440



Total Reportable Segments

4,270


1,040


3,860


922



Corporate and Other (a)

(16)


(84)

(e)

(9)


(24)

(e)


Total Company

$ 4,254


$ 956


$ 3,851


$ 898














Reconciliation of EBITDA to Net Income





















EBITDA



$ 956




$ 898



Depreciation and amortization



178




173



Interest expense



152

(f)



167

(j)


Interest income



(24)

(g)



(5)



Income before income taxes



650




563



Provision for income taxes



233




184



Net income



$ 417




$ 379














__________










(a)

Includes the elimination of transactions between segments.


(b)

Includes non-cash impairment charges of (i) $44 million primarily related to the write-down of certain franchise and management agreements and development advance notes and (ii) $13 million related to a write-down of an international joint venture.


(c)

Includes (i) a $31 million net benefit resulting from a refund of value added taxes, (ii) $7 million of restructuring costs incurred in connection with a strategic initiative commenced by the Company during 2010 and (iii) a $4 million charge related to the write-off of foreign exchange translation adjustments associated with the liquidation of a foreign entity.


(d)

Includes a $1 million benefit for the reversal of costs incurred as a result of various strategic initiatives commenced by the Company during 2008.


(e)

Includes $16 million and $54 million of a net benefit during 2011 and 2010, respectively, related to the resolution of and adjustment to certain contingent liabilities and assets resulting from our separation from Cendant.


(f)

Includes (i) $12 million of costs incurred for the early repurchase of a portion of the Company's convertible notes during 2011 and (ii) $3 million of interest related to value added tax accruals.


(g)

Includes $16 million of interest income related to a refund of value added taxes.


(h)

Includes $1 million related to costs incurred in connection with the Company's June 2010 acquisition of the Tryp hotel brand.


(i)

Includes (i) restructuring costs of $9 million and (ii) $6 million related to costs incurred in connection with the Company's March 2010 acquisition of Hoseasons, September 2010 acquisition of ResortQuest and November 2010 acquisition of James Villa Holidays.


(j)

Includes (i) $16 million of costs incurred for the early extinguishment of the Company's term loan facility and revolving foreign credit facility during March 2010 and (ii) $14 million of costs incurred for the early repurchase of a portion of the Company's 3.50% convertible notes during 2010.





The following tables summarize net revenues and Adjusted EBITDA for reportable segments for the twelve months ended December 31, 2011 and 2010 (for a description of adjustments by segment, see Table 7):
















Twelve Months Ended December 31,





2011


2010







Adjusted




Adjusted





Net Revenues


EBITDA


Net Revenues


EBITDA



Lodging

$ 749


$ 214


$ 688


$ 190



Vacation Exchange and Rentals

1,444


348


1,193


308



Vacation Ownership

2,077


514


1,979


440



Total Reportable Segments

4,270


1,076


3,860


938



Corporate and Other

(16)


(100)


(9)


(78)



Total Company

$ 4,254


$ 976


$ 3,851


$ 860


















Table 2


Wyndham Worldwide Corporation



CONSOLIDATED STATEMENTS OF INCOME



(In millions, except per share data)



























Three Months Ended


Twelve Months Ended





December 31,


December 31,





2011


2010


2011


2010



Net revenues











Service and membership fees

$ 434


$ 409


$ 2,012


$ 1,706




Vacation ownership interest sales

295


276


1,150


1,072




Franchise fees

127


107


522


461




Consumer financing

105


107


415


425




Other

39


38


155


187



Net revenues

1,000


937


4,254


3,851














Expenses











Operating

422


409

(a)

1,781

(b)

1,587

(a) (c)



Cost of vacation ownership interests

37


47


152


184




Consumer financing interest

25


25


92


105




Marketing and reservation

156


121


628


531




General and administrative (d)

170


145


593

(e)

540




Asset impairments

44

(f)

-


57

(f)

4

(g)



Restructuring

-


9

(h)

6

(i)

9

(h)



Depreciation and amortization

45


44


178


173



Total expenses

899


800


3,487


3,133














Operating income

101


137


767


718



Other income, net

(2)


(2)


(11)

(j)

(7)



Interest expense

37


34

(k)

152

(l)

167

(k)


Interest income

(1)


-


(24)

(m)

(5)














Income before income taxes

67


105


650


563



Provision for income taxes

11


27


233

(n)

184














Net income

$ 56


$ 78


$ 417


$ 379














Earnings per share











Basic

$ 0.37


$ 0.45


$ 2.57


$ 2.13




Diluted

0.37


0.43


2.51


2.05














Weighted average shares outstanding











Basic

151


174


162


178




Diluted

154


182


166


185



__________










(a)

Includes costs of $1 million incurred in connection with the Company's November 2010 acquisition of James Villa Holidays.



(b)

Includes a $4 million charge related to the write-off of foreign exchange translation adjustments associated with the liquidation of a foreign entity.



(c)

Includes costs of $6 million incurred in connection with the Company's March 2010 acquisition of Hoseasons, June 2010 acquisition of the Tryp hotel brand and September 2010 acquisition of ResortQuest.



(d)

Includes $3 million of a net benefit during the three months ended December 31, 2010 and $12 million of a net expense and $54 million of a net benefit during the twelve months ended December 31, 2011 and 2010, respectively, related to the resolution of and adjustment to certain contingent liabilities and assets resulting from our separation from Cendant.



(e)

Includes a $31 million net benefit resulting from a refund of value added taxes.



(f)

Includes non-cash impairment charges of (i) $44 million primarily related to the write-down of certain franchise and management agreements and development advance notes and (ii) $13 million related to a write-down of an international joint venture at the Company's lodging business.



(g)

Represents a non-cash impairment charge to reduce the value of certain vacation ownership properties and related assets held for sale that were no longer consistent with the Company's development plans.



(h)

Represents costs incurred as a result of a strategic initiative commenced by the Company during 2010.



(i)

Includes (i) $7 million of costs incurred as a result of a strategic initiative commenced by the Company during 2010 and (ii) a $1 million benefit for the reversal of costs incurred as a result of various strategic initiatives commenced by the Company during 2008.



(j)

Includes $4 million of a gain related to the redemption of a preferred stock investment allocated to the Company in connection with our separation from Cendant.



(k)

Includes $3 million and $14 million, respectively for the three and twelve months ended December 31, 2010 related to costs incurred for the early repurchase of a portion of the Company's 3.50% convertible notes during the third and fourth quarters of 2010. The twelve months ended December 31, 2010 also includes $16 million of costs incurred for the early extinguishment of the Company's term loan facility and revolving foreign credit facility during March 2010.



(l)

Includes (i) $12 million of costs incurred for the early repurchase of a portion of the Company's 3.50% convertible notes and (ii) $3 million of interest related to value added tax accruals.



(m)

Includes $16 million of interest income related to the refund of value added taxes.



(n)

Includes a benefit of $13 million related to the reversal of a tax valuation allowance.















Table 3


(1 of 3)


Wyndham Worldwide Corporation


OPERATING STATISTICS

















Year

Q1

Q2

Q3

Q4

Full Year


Lodging (a)









Number of Rooms

2011

609,600

612,900

611,200

613,100

N/A




2010

593,300

606,800

605,700

612,700

N/A




2009

588,500

590,200

590,900

597,700

N/A




2008

551,100

551,500

583,400

592,900

N/A












RevPAR

2011

$ 27.71

$ 35.38

$ 39.49

$ 30.65

$ 33.34




2010

$ 25.81

$ 32.25

$ 37.14

$ 29.18

$ 31.14




2009

$ 27.69

$ 32.38

$ 34.81

$ 26.47

$ 30.34




2008

$ 32.21

$ 38.87

$ 41.93

$ 30.03

$ 35.74











Vacation Exchange and Rentals









Average Number of Members (in 000s)

2011

3,766

3,755

3,744

3,734

3,750




2010

3,746

3,741

3,766

3,759

3,753




2009

3,789

3,795

3,781

3,765

3,782




2008

3,632

3,682

3,673

3,693

3,670












Exchange Revenue Per Member

2011

$ 205.64

$ 178.46

$ 172.38

$ 161.68

$ 179.59




2010

$ 201.93

$ 172.20

$ 173.44

$ 162.59

$ 177.53




2009

$ 194.83

$ 174.22

$ 173.90

$ 163.89

$ 176.73




2008

$ 234.05

$ 201.04

$ 193.39

$ 165.99

$ 198.48












Vacation Rental Transactions (in 000s) (b)

2011

398

328

370

250

1,347




2010

291

297

322

253

1,163




2009

273

231

264

196

964




2008

269

220

255

191

936












Average Net Price Per Vacation Rental (b)

2011

$ 377.71

$ 549.09

$ 701.81

$ 497.04

$ 530.78




2010

$ 361.17

$ 387.01

$ 500.31

$ 449.12

$ 425.38




2009

$ 353.15

$ 471.74

$ 594.34

$ 499.66

$ 477.38




2008

$ 442.50

$ 541.69

$ 659.93

$ 460.86

$ 528.95











Vacation Ownership









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

2011

$ 319,000

$ 412,000

$ 455,000

$ 409,000

$ 1,595,000




2010

$ 308,000

$ 371,000

$ 412,000

$ 373,000

$ 1,464,000




2009

$ 280,000

$ 327,000

$ 366,000

$ 343,000

$ 1,315,000




2008

$ 458,000

$ 532,000

$ 566,000

$ 432,000

$ 1,987,000












Tours (d)

2011

137,000

177,000

197,000

173,000

685,000




2010

123,000

163,000

187,000

160,000

634,000




2009

137,000

164,000

173,000

142,000

617,000




2008

255,000

314,000

334,000

240,000

1,143,000












Volume Per Guest (VPG) (d)

2011

$ 2,192

$ 2,227

$ 2,197

$ 2,296

$ 2,229




2010

$ 2,334

$ 2,156

$ 2,081

$ 2,214

$ 2,183




2009

$ 1,866

$ 1,854

$ 1,944

$ 2,210

$ 1,964




2008

$ 1,668

$ 1,583

$ 1,550

$ 1,630

$ 1,602











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








(a)

Includes the impact of the acquisitions of Microtel Inns & Suites and Hawthorn Suites (July 2008) and the Tryp hotel brand (June 2010) from the acquisition dates forward. Therefore, the operating statistics are not presented on a comparable basis.


(b)

Includes the impact of the acquisitions of Hoseasons (March 2010), ResortQuest (September 2010), James Villa Holidays (November 2010) and two tuck-in acquisitions (third quarter 2011) from the acquisition dates forward. Therefore, the operating statistics are not presented on a comparable basis.


(c)

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).


(d)

Includes the impact of WAAM related tours beginning in the first quarter of 2010.




Table 3


(2 of 3)




Wyndham Worldwide Corporation


ADDITIONAL DATA






















Year

Q1

Q2

Q3

Q4

Full Year


Lodging (a)









Number of Properties

2011

7,190

7,220

7,190

7,210

N/A




2010

7,090

7,160

7,150

7,210

N/A




2009

6,990

7,020

7,040

7,110

N/A




2008

6,550

6,560

6,970

7,040

N/A











Vacation Ownership









Deferred Revenues (in 000s) (b)

2011

$ -

$ -

$ -

$ -

$ -




2010

$ -

$ -

$ -

$ -

$ -




2009

$ 67,000

$ 37,000

$ 36,000

$ 47,000

$ 187,000




2008

$ (82,000)

$ (5,000)

$ (2,000)

$ 14,000

$ (75,000)












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

2011

$ 79,000

$ 80,000

$ 96,000

$ 83,000

$ 339,000




2010

$ 86,000

$ 87,000

$ 85,000

$ 82,000

$ 340,000




2009

$ 107,000

$ 122,000

$ 117,000

$ 103,000

$ 449,000




2008

$ 82,000

$ 113,000

$ 119,000

$ 136,000

$ 450,000












Sales under WAAM (in 000s) (d)

2011

$ 18,000

$ 19,000

$ 38,000

$ 31,000

$ 106,000




2010

$ 5,000

$ 13,000

$ 20,000

$ 14,000

$ 51,000












WAAM Commission Revenues (in 000s)

2011

$ 10,000

$ 11,000

$ 23,000

$ 21,000

$ 65,000




2010

$ 3,000

$ 8,000

$ 12,000

$ 9,000

$ 31,000











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








(a)

Includes the impact of the acquisitions of Microtel Inns & Suites and Hawthorn Suites (July 2008) and the Tryp hotel brand (June 2010) from the acquisition dates forward. Therefore, the operating statistics are not presented on a comparable basis.


(b)

Represents the revenue that is deferred under the percentage of completion method of accounting.


(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 Statements 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 under affiliation agreements 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 services and products.






Exchange Revenue Per Member: Represents total annualized revenues 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 for each standard one-week rental.






Average Net Price Per Vacation Rental: Represents the net rental price generated from renting vacation properties to customers and other related rental servicing fees 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 a comparison eliminating the effects of foreign exchange rate fluctuations between periods.














Table 4




Wyndham Worldwide Corporation


REVENUE DETAIL BY REPORTABLE SEGMENT


(In millions)




















2011


2010




Q1

Q2

Q3

Q4

Year


Q1

Q2

Q3

Q4

Year


Lodging














Royalties and Franchise Fees

$ 58

$ 75

$ 85

$ 66

$ 284


$ 52

$ 69

$ 82

$ 62

$ 265



Marketing, Reservation and Wyndham Rewards Revenues (a)

54

75

94

76

299


50

65

76

60

251



Hotel Management Reimbursable Revenues (b)

19

19

21

20

79


21

20

18

18

77



Ancillary Revenues (c)

18

21

22

26

87


21

24

27

23

95



Total Lodging

149

190

222

188

749


144

178

203

163

688
















Vacation Exchange and Rentals














Exchange Revenues

194

168

161

150

673


189

161

163

153

666



Rental Revenues

150

180

260

125

715


105

115

161

114

495



Ancillary Revenues (d)

12

13

15

16

56


6

5

6

15

32



Total Vacation Exchange and Rentals

356

361

436

291

1,444


300

281

330

282

1,193
















Vacation Ownership














Vacation Ownership Interest Sales

222

313

320

295

1,150


217

271

308

276

1,072



Consumer Financing

102

103

105

105

415


105

106

107

107

425



Property Management Fees

110

108

105

101

424


100

100

104

101

405



WAAM Commissions

10

11

23

21

65


3

8

12

8

31



Ancillary Revenues (e)

6

6

6

5

23


19

20

2

5

46



Total Vacation Ownership

450

541

559

527

2,077


444

505

533

497

1,979


Total Reportable Segments

$ 955

$ 1,092

$ 1,217

$ 1,006

$ 4,270


$ 888

$ 964

$ 1,066

$ 942

$ 3,860
































2009


2008




Q1

Q2

Q3

Q4

Year


Q1

Q2

Q3

Q4

Year


Lodging














Royalties and Franchise Fees

$ 57

$ 68

$ 72

$ 57

$ 254


$ 64

$ 78

$ 88

$ 66

$ 297



Marketing, Reservation and Wyndham Rewards Revenues (a)

54

66

73

53

246


60

75

84

61

280



Hotel Management Reimbursable Revenues (b)

22

23

21

19

85


27

26

25

21

100



Ancillary Revenues (c)

21

17

17

20

75


19

21

16

22

76



Total Lodging

154

174

183

149

660


170

200

213

170

753
















Vacation Exchange and Rentals














Exchange Revenues

185

165

164

154

668


213

185

178

152

728



Rental Revenues

96

109

157

98

460


119

119

169

88

495



Ancillary Revenues (d)

6

6

6

6

24


9

10

7

10

36



Total Vacation Exchange and Rentals

287

280

327

258

1,152


341

314

354

250

1,259
















Vacation Ownership














Vacation Ownership Interest Sales

239

242

285

287

1,053


294

414

446

309

1,463



Consumer Financing

109

109

108

109

435


99

104

111

112

426



Property Management Fees

91

94

96

95

376


85

84

89

89

346



Ancillary Revenues (e)

23

22

19

17

81


26

19

15

(18)

43



Total Vacation Ownership

462

467

508

508

1,945


504

621

661

492

2,278


Total Reportable Segments

$ 903

$ 921

$ 1,018

$ 915

$ 3,757


$ 1,015

$ 1,135

$ 1,228

$ 912

$ 4,290




















Note: Full year amounts may not add 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 and homeowners.


(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 operations.

















Table 5


Wyndham Worldwide Corporation


SCHEDULE OF DEBT


(In millions)




















December 31,

2011


September 30,

2011


June 30,

2011


March 31,

2011


December 31,

2010















Securitized vacation ownership debt (a)











Term notes

$ 1,625


$ 1,512


$ 1,446


$ 1,666


$ 1,498


Bank conduit facility (b)

237


218


242


148


152


Securitized vacation ownership debt (c)

1,862


1,730


1,688


1,814


1,650


Less: Current portion of securitized vacation ownership debt

196


179


190


216


223


Long-term securitized vacation ownership debt

$ 1,666


$ 1,551


$ 1,498


$ 1,598


$ 1,427















Debt:











Revolving credit facility (due July 2016) (d)

$ 218


$ 169


$ 107


$ 5


$ 154


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

811


812


803


797


798


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

243


243


242


241


241


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

36


27


32


41


266


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

247


247


247


247


247


5.75% senior unsecured notes (due February 2018) (i)

247


247


247


247


247


5.625% senior unsecured notes (due March 2021) (j)

245


245


245


245


-


Vacation rentals capital leases

102


108


120


120


115


Other

4


1


1


28


26


Total debt

2,153


2,099


2,044


1,971


2,094


Less: Current portion of debt

46


37


43


12


11


Long-term debt

$ 2,107


$ 2,062


$ 2,001


$ 1,959


$ 2,083


__________












(a)

The Company's vacation ownership contract receivables are securitized through bankruptcy-remote special purpose entities ("SPE") that are consolidated within our financial statements. These bankruptcy-remote SPEs are legally separate from the Company. The receivables held by the bankruptcy-remote SPEs are not available to the Company's creditors and legally are not the Company's assets. Additionally, the creditors of these SPEs have no recourse to the Company for principal and interest.


(b)

Represents a non-recourse vacation ownership bank conduit facility with a term through June 2013 and borrowing capacity of $600 million. As of December 31, 2011, this facility had remaining borrowing capacity of $363 million.


(c)

This debt is collateralized by $2,638 million, $2,502 million, $2,672 million, $2,778 million and $2,865 million of underlying vacation ownership contract receivables and related assets as of December 31, 2011, September 30, 2011, June 30, 2011, March 31, 2011 and December 31, 2010, respectively.


(d)

Represents a $1.0 billion revolving credit facility that expires on July 15, 2016. As of December 31, 2011, the Company had $11 million of outstanding letters of credit and a remaining borrowing capacity of $771 million.


(e)

Represents senior unsecured notes issued by the Company during December 2006. The balance as of December 31, 2011 represents $800 million aggregate principal less $2 million of unamortized discount, plus $13 million of unamortized gains from the settlement of a derivative.


(f)

Represents senior unsecured notes issued by the Company during May 2009. The balance as of December 31, 2011 represents $250 million aggregate principal less $7 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. During 2010, the Company repurchased a portion of these notes. During 2011, the Company repurchased a portion of these notes, primarily through the completion of a cash tender offer. The following table details the components of the convertible notes:





December 31, 2011


September 30, 2011


June 30, 2011


March 31, 2011


December 31, 2010

















Debt principal

$ 12


$ 12


$ 12


$ 17


$ 116




Unamortized discount

-


(1)


(1)


(1)


(12)




Debt less discount

12


11


11


16


104




Fair value of conversion feature (*)

24


16


21


25


162




Convertible notes

$ 36


$ 27


$ 32


$ 41


$ 266

















(*) 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 December 31, 2011 represents $250 million aggregate principal less $3 million of unamortized discount.


(i)

Represents senior unsecured notes issued by the Company during September 2010. The balance as of December 31, 2011 represents $250 million aggregate principal less $3 million of unamortized discount.


(j)

Represents senior unsecured notes issued by the Company during March 2011. The balance as of December 31, 2011 represents $250 million aggregate principal less $5 million of unamortized discount.
















Table 6


(1 of 2)


Wyndham Worldwide Corporation


BRAND SYSTEM DETAILS














As of and For the Three Months Ended December 31, 2011


Brand

Number of Properties

Number of Rooms

Average Occupancy Rate

Average Daily Rate (ADR)

Average Revenue Per Available Room (RevPAR)










Lodging







Wyndham Hotels and Resorts

100

26,180

55.2%

$109.87

$60.66










TRYP by Wyndham

91

13,076

59.8%

$97.58

$58.33










Wingate by Wyndham

162

14,836

55.3%

$78.47

$43.42










Hawthorn Suites by Wyndham

74

7,036

56.3%

$72.93

$41.09










Ramada

845

114,306

49.4%

$77.79

$38.41










Baymont

259

21,605

42.9%

$60.63

$25.99










Days Inn

1,864

150,436

42.8%

$59.07

$25.31










Super 8

2,249

142,254

49.2%

$51.24

$25.19










Howard Johnson

451

45,115

43.9%

$59.39

$26.08










Travelodge

440

33,081

42.2%

$61.45

$25.95










Microtel Inns & Suites

315

22,441

49.0%

$58.62

$28.75










Knights Inn

349

21,698

37.8%

$40.37

$15.25










Dream

5

990

75.8%

$242.68

$183.83










Night

1

72

94.5%

$261.24

$247.00











Total Lodging

7,205

613,126

47.0%

$65.18

$30.65










Vacation Ownership







Wyndham Vacation Ownership resorts

162

20,803

N/A

N/A

N/A











Total Wyndham Worldwide

7,367

633,929























As of and For the Three Months Ended December 31, 2010



Brand

Number of Properties

Number of Rooms

Average Occupancy Rate

Average Daily Rate (ADR)

Average Revenue Per Available Room (RevPAR)










Lodging







Wyndham Hotels and Resorts

101

28,311

52.0%

$108.89

$56.62










TRYP by Wyndham

94

13,692

62.0%

$101.09

$62.64










Wingate by Wyndham

165

15,066

54.0%

$77.24

$41.73










Hawthorn Suites by Wyndham

76

7,100

53.3%

$71.94

$38.34










Ramada

896

119,042

48.8%

$75.61

$36.93










Baymont

261

21,933

41.9%

$59.18

$24.78










Days Inn

1,877

149,980

41.4%

$58.09

$24.05










Super 8

2,174

136,267

46.1%

$52.53

$24.21










Howard Johnson

474

46,362

42.5%

$57.45

$24.42










Travelodge

436

31,908

40.8%

$60.54

$24.72










Microtel Inns & Suites

316

22,539

45.9%

$56.57

$25.97










Knights Inn

336

20,335

35.0%

$40.98

$14.35










Other

1

200

N/A

N/A

N/A











Total Lodging

7,207

612,735

45.3%

$64.44

$29.18










Vacation Ownership







Wyndham Vacation Ownership resorts

162

20,641

N/A

N/A

N/A











Total Wyndham Worldwide

7,369

633,376





_______________







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.











Table 6


(2 of 2)


Wyndham Worldwide Corporation


BRAND SYSTEMS DETAILS














As of and For the Twelve Months Ended December 31, 2011


Brand

Number of Properties

Number of Rooms

Average Occupancy Rate

Average Daily Rate (ADR)

Average Revenue Per Available Room (RevPAR)










Lodging







Wyndham Hotels and Resorts

100

26,180

58.4%

$108.27

$63.22










TRYP by Wyndham

91

13,076

60.5%

$103.27

$62.48










Wingate by Wyndham

162

14,836

59.7%

$80.61

$48.11










Hawthorn Suites by Wyndham

74

7,036

61.1%

$74.76

$45.69










Ramada

845

114,306

51.4%

$76.40

$39.29










Baymont

259

21,605

47.5%

$62.00

$29.43










Days Inn

1,864

150,436

47.0%

$61.42

$28.88










Super 8

2,249

142,254

52.1%

$54.32

$28.29










Howard Johnson

451

45,115

46.7%

$60.72

$28.33










Travelodge

440

33,081

46.7%

$65.12

$30.41










Microtel Inns & Suites

315

22,441

52.7%

$59.07

$31.11










Knights Inn

349

21,698

38.7%

$42.32

$16.39










Dream

5

990

75.6%

$198.31

$149.88










Night

1

72

94.0%

$241.42

$227.05











Total Lodging

7,205

613,126

50.2%

$66.46

$33.34










Vacation Ownership







Wyndham Vacation Ownership resorts

162

20,803

N/A

N/A

N/A











Total Wyndham Worldwide

7,367

633,929























As of and For the Twelve Months Ended December 31, 2010


Brand

Number of Properties

Number of Rooms

Average Occupancy Rate

Average Daily Rate (ADR)

Average Revenue Per Available Room (RevPAR)










Lodging







Wyndham Hotels and Resorts

101

28,311

55.0%

$109.23

$60.10










TRYP by Wyndham

94

13,692

62.6%

$92.47

$57.86










Wingate by Wyndham

165

15,066

57.6%

$79.09

$45.56










Hawthorn Suites by Wyndham

76

7,100

55.4%

$75.78

$41.98










Ramada

896

119,042

49.6%

$73.45

$36.43










Baymont

261

21,933

46.5%

$60.60

$28.19










Days Inn

1,877

149,980

45.5%

$60.46

$27.52










Super 8

2,174

136,267

49.3%

$55.54

$27.41










Howard Johnson

474

46,362

45.2%

$60.05

$27.13










Travelodge

436

31,908

44.7%

$63.51

$28.39










Microtel Inns & Suites

316

22,539

49.8%

$57.35

$28.54










Knights Inn

336

20,335

37.3%

$42.28

$15.76










Other

1

200

N/A

N/A

N/A











Total Lodging

7,207

612,735

48.0%

$64.85

$31.14










Vacation Ownership







Wyndham Vacation Ownership resorts

162

20,641

N/A

N/A

N/A











Total Wyndham Worldwide

7,369

633,376





_______________







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.











Table 7


(1 of 2)


Wyndham Worldwide


NON-GAAP RECONCILIATION


(In millions)


























Three months ended March 31, 2011

Net
Revenues


Reported
EBITDA

Legacy
Adjustments (b)

Asset
Impairments

Restructuring
Costs

VAT
Adjustments (e)

CTA
Writeoff (f)

Adjusted
EBITDA


Lodging

$ 149


$ 27

$ -

$ 13

(c)

$ -


$ -

$ -

$ 40


Vacation Exchange and Rentals

356


93

-

-


-


-

-

93


Vacation Ownership

450


97

-

-


(1)

(d)

-

-

96


Total Reportable Segments

955


217

-

13


(1)


-

-

229


Corporate and Other (a)

(3)


(14)

(11)

-


-


-

-

(25)


Total Company

$ 952


$ 203

$ (11)

$ 13


$ (1)


$ -

$ -

$ 204




























Three months ended June 30, 2011













Lodging

$ 190


$ 66

$ -

$ -


$ -


$ -

$ -

$ 66


Vacation Exchange and Rentals

361


106

-

-


7

(g)

(31)

-

82


Vacation Ownership

541


130

-

-


-


-

-

130


Total Reportable Segments

1,092


302

-

-


7


(31)

-

278


Corporate and Other (a)

(2)


(26)

3

-


-


-

-

(23)


Total Company

$ 1,090


$ 276

$ 3

$ -


$ 7


$ (31)

$ -

$ 255















Three months ended September 30, 2011













Lodging

$ 222


$ 67

$ -

$ -


$ -


$ -

$ -

$ 67


Vacation Exchange and Rentals

436


131

-

-


-


-

4

135


Vacation Ownership

559


149

-

-


-


-

-

149


Total Reportable Segments

1,217


347

-

-


-


-

4

351


Corporate and Other (a)

(5)


(18)

(8)

-


-


-

-

(26)


Total Company

$ 1,212


$ 329

$ (8)

$ -


$ -


$ -

$ 4