PARSIPPANY, N.J., Feb. 9, 2011-- Wyndham Worldwide Corporation
(NYSE: WYN) today announced results for the three months and year ended
December 31, 2010.
Highlights:
- Fourth quarter adjusted diluted earnings per share (EPS)
was $0.46, compared with $0.40 in the fourth quarter of 2009, an
increase of 15%. Fourth quarter 2010 reported diluted EPS was $0.43, an increase of 8% from the same period
in 2009.
- Free cash flow increased 11% to $603
million for the year ended December 31,
2010, compared with $541 million
in 2009. The Company defines free cash flow as net cash provided by
operating activities less capital expenditures, equity investments and
development advances and excluding a previously announced cash payment
related to contingent IRS tax liabilities.
- The Company’s Board of Directors authorized an increase of
the quarterly cash dividend to $0.15
from $0.12 per share, beginning with the
dividend that is expected to be declared in the first quarter of 2011.
- During the quarter, the Company repurchased approximately
1.6 million shares of its common stock at an average price of $29.20. For the full year 2010, the Company
repurchased approximately 9.3 million shares of its common stock at an
average price of $25.52.
“We are pleased to report these results, which are further
evidence of the strength of our business models and great execution
throughout the company,” said Stephen P. Holmes,
chairman and CEO, Wyndham Worldwide.
“We delivered strong cash flow and look to continue to deploy free cash
flow to create more value for our shareholders in 2011 through
acquisitions, share repurchases and dividends.”
FOURTH QUARTER 2010 OPERATING RESULTS
Fourth quarter revenues increased 3% from the prior year
period to $937 million. Excluding the $47 million of Vacation Ownership revenue
associated with the percentage-of-completion (POC) accounting method in
the fourth quarter of 2009, fourth quarter 2010 adjusted revenue growth
was 8%. The adjusted revenue growth reflects continued sales momentum
across the Company’s three business units and incremental contributions
from acquisitions.
For the fourth quarter of 2010, adjusted net income increased
by 15% to $84 million, compared with $73 million for the same period in 2009. The
increase primarily reflects higher RevPAR in the Lodging business,
strong operational performance by the Vacation Ownership business and a
lower effective tax rate. Adjusted net income for the fourth quarter of
2010 excludes a $6 million after-tax
restructuring charge, a $2 million
after-tax loss incurred for the repurchase of a portion of the
Company’s 3.50% convertible notes and a $3
million after-tax net benefit related to the adjustment and
resolution of certain contingent liabilities and assets.
Reported net income for the fourth quarter of 2010 was $78 million, or $0.43
per diluted share, compared with net income of $73
million, or $0.40 per diluted
share, for the fourth quarter of 2009.
FULL YEAR 2010 OPERATING RESULTS
Reported revenues for full year 2010 were $3.9 billion, an increase of 3% over the
prior-year period. Excluding the $187 million
of Vacation Ownership revenue associated with the POC accounting method
for the full year 2009, full year 2010 adjusted revenue growth was 8%.
The adjusted revenue growth reflects continued sales momentum across
the Company’s three business units and incremental contributions from
acquisitions.
Adjusted net income for the full year 2010 increased by 13% to
$368 million, compared with $327 million for the prior-year period. The
increase primarily reflects higher RevPAR in the Lodging business,
strong operational performance by the Vacation Ownership business,
contributions from acquisitions in the Exchange and Rentals and Lodging
businesses and a lower effective tax rate. Adjusted net income for the
full year 2010 excludes a $41 million
after-tax net benefit principally related to the resolution of the IRS
examination of taxable years 2003 through 2006, an $18 million after-tax charge for the early
extinguishment of debt, a $6 million
after-tax charge for acquisition costs and a $6
million after-tax restructuring charge.
Reported net income for full year 2010 was $379 million, or $2.05
per diluted share, compared with net income of $293
million, or $1.61 per diluted
share, for the prior-year period.
Free cash flow increased 11% to $603
million in the twelve-month period ended December
31, 2010 compared with $541 million
in the same period in 2009. The growth of free cash flow reflects
higher cash earnings and more efficient working capital utilization.
For the twelve months ended December 31, 2010,
cash provided by operating activities was $635
million, or $780 million
excluding the previously announced one-time payment of $145 million related to a contingent IRS tax
liability. Cash provided by operating activities was $689 million for the prior-year period.
BUSINESS UNIT RESULTS
Lodging (Wyndham Hotel Group)
Revenues were $163 million in
the fourth quarter of 2010, an increase of 9%, compared with the fourth
quarter of 2009 reflecting RevPAR improvement of 10% as well as
incremental revenue from the recently acquired Tryp hotel brand and
higher fees generated from ancillary services provided to franchisees.
EBITDA was $40 million, an
increase of 25%, compared with the fourth quarter of 2009 reflecting
the RevPAR improvement and the absence of a $6
million impairment charge recorded in 2009, partially offset by
higher operating costs.
As of December 31, 2010, the
Company’s hotel system consisted of approximately 7,210 properties and
612,700 rooms. The development pipeline included over 900 hotels and
approximately 103,000 rooms, of which 55% were new construction and 51%
were international.
Vacation Exchange and Rentals (Wyndham Exchange &
Rentals)
Revenues were $282 million in
the fourth quarter of 2010, an increase of 9% compared with the fourth
quarter of 2009. In constant currency, revenues increased by 12%.
Exchange revenues were $153 million,
relatively flat compared with the fourth quarter of 2009. Exchange
revenue per member and the average number of members were flat.
Vacation rental revenues were $114
million, a 16% increase compared with the fourth quarter of
2009. In constant currency, vacation rental revenues increased 24% from
the fourth quarter of 2009, primarily reflecting the contribution of
incremental revenues from acquired businesses.
Excluding restructuring costs of $9
million and costs related to the acquisition of James Villa
Holidays of $1 million, fourth quarter
2010 adjusted EBITDA decreased 13% compared with the prior-year period,
reflecting the seasonality of the acquired rental businesses. Excluding
the impact of acquisitions, adjusted EBITDA for the fourth quarter of
2010 was flat compared with the fourth quarter of 2009.
Wyndham Exchange & Rentals acquired James Villa Holidays
on November 30, 2010, resulting in the
addition of approximately 2,300 villas and unique vacation rental
properties in over 50 destinations across Mediterranean vacation
locations. This acquisition enhances the Company’s leading position as
the world’s largest serviced vacation rentals business, providing
access to approximately 97,000 vacation properties worldwide.
Vacation Ownership (Wyndham Vacation Ownership)
Gross Vacation Ownership Interest (VOI) sales were $373 million in the fourth quarter of 2010, up
9% from the fourth quarter of 2009, reflecting a 13% increase in tour
flow. Volume per guest was flat compared with the prior year.
Total segment revenues were $497
million in the fourth quarter of 2010, compared with $508 million in the fourth quarter of 2009,
which included the recognition of $47 million
of previously deferred POC revenues. The absence of these revenues in
the fourth quarter of 2010 was partially offset by an increase in gross
VOI sales, a lower provision for loan losses and incremental sales
under the Wyndham Asset Affiliation Model (WAAM).
EBITDA for the fourth quarter of 2010 was $131 million, compared with EBITDA of $132 million in the fourth quarter of 2009.
Excluding an estimated $22 million
impact from the POC method of accounting in the fourth quarter of 2009,
fourth quarter 2010 adjusted EBITDA growth was 19%. This growth
reflected the lower provision for loan losses and the increase in VOI
sales.
Other Items
- The Company repurchased approximately 1.6 million shares of
its common stock during the fourth quarter of 2010 at an average price
of $29.20 and an additional 455,000
shares at an average price of $29.51
through February 8, 2011.
- During the fourth quarter of 2010, the Company repurchased $22 million face value of its 3.50%
convertible notes and retired the proportionate share of the call
options and warrants associated with these notes.
- Net interest expense in the fourth quarter of 2010 was $34 million, an increase of $1 million from the fourth quarter of 2009,
primarily reflecting a $3 million loss
incurred for the repurchase of a portion of the Company’s 3.50%
convertible notes during the fourth quarter of 2010.
Balance Sheet Information as of December
31, 2010:
- Cash and cash equivalents of approximately $155 million, unchanged from 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 $1.2 billion, compared with $1.3 billion at December
31, 2009
- Securitized vacation ownership debt of $1.7 billion, compared with $1.5 billion at December
31, 2009
- Other debt of $2.1 billion,
compared with $2.0 billion at December 31, 2009. The remaining borrowing
capacity on the revolving credit facility was $788
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’s full-year 2011 guidance is:
- Revenues of approximately $4.0
– $4.2 billion
- Adjusted EBITDA of approximately $925
– $955 million
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. 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 financial results.
Conference Call Information
Wyndham Worldwide Corporation will hold a conference call with
investors to discuss this news on Wednesday,
February 9, 2011 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 9, 2011. 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 9, 2011, at (800) 294-7481.
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 7,210 franchised hotels and approximately 612,700 hotel
rooms worldwide. Wyndham Exchange & Rentals offers leisure
travelers, including its 3.8 million members, access to approximately
97,000 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 nearly
815,000 owners throughout North America,
the Caribbean and the South Pacific.
Wyndham Worldwide, headquartered in Parsippany,
N.J., employs approximately 26,000 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, 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 28, 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
twelve months ended December 31, 2010 and 2009:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three
Months Ended December 31,
|
|
|
|
|
2010
|
|
2009
|
|
|
|
|
Net
Revenues
|
|
EBITDA
|
|
Net
Revenues
|
|
EBITDA
|
|
|
Lodging
|
$
163
|
|
$
40
|
|
$
149
|
|
$
32
|
(k)
|
|
Vacation
Exchange and Rentals
|
282
|
|
32
|
(d)
|
258
|
|
48
|
|
|
Vacation
Ownership
|
497
|
|
131
|
|
508
|
|
132
|
(l)
|
|
Total Reportable Segments
|
942
|
|
203
|
|
915
|
|
212
|
|
|
Corporate
and Other (a) (b)
|
(5)
|
|
(20)
|
|
(2)
|
|
(18)
|
|
|
Total Company
|
$
937
|
|
$
183
|
|
$
913
|
|
$
194
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reconciliation
of EBITDA to Net Income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
EBITDA
|
|
|
$
183
|
|
|
|
$
194
|
|
|
Depreciation
and amortization
|
|
|
44
|
|
|
|
44
|
|
|
Interest
expense
|
|
|
34
|
(e)
|
|
|
35
|
|
|
Interest
income
|
|
|
-
|
|
|
|
(2)
|
|
|
Income
before income taxes
|
|
|
105
|
|
|
|
117
|
|
|
Provision
for income taxes
|
|
|
27
|
|
|
|
44
|
|
|
Net
income
|
|
|
$
78
|
|
|
|
$
73
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Twelve
Months Ended December 31,
|
|
|
|
|
2010
|
|
2009
|
|
|
|
|
Net
Revenues
|
|
EBITDA
|
|
Net
Revenues
|
|
EBITDA
|
(m)
|
|
Lodging
|
$
688
|
|
$
189
|
(f)
|
$
660
|
|
$
175
|
(k)
|
|
Vacation
Exchange and Rentals
|
1,193
|
|
293
|
(d)
(g)
|
1,152
|
|
287
|
|
|
Vacation
Ownership
|
1,979
|
|
440
|
(h)
|
1,945
|
|
387
|
(h)
|
|
Total Reportable Segments
|
3,860
|
|
922
|
|
3,757
|
|
849
|
|
|
Corporate
and Other (a) (c)
|
(9)
|
|
(24)
|
|
(7)
|
|
(71)
|
|
|
Total Company
|
$
3,851
|
|
$
898
|
|
$
3,750
|
|
$
778
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reconciliation
of EBITDA to Net Income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
EBITDA
|
|
|
$
898
|
|
|
|
$
778
|
|
|
Depreciation
and amortization
|
|
|
173
|
|
|
|
178
|
|
|
Interest
expense
|
|
|
167
|
(i)
(j)
|
|
|
114
|
|
|
Interest
income
|
|
|
(5)
|
|
|
|
(7)
|
|
|
Income
before income taxes
|
|
|
563
|
|
|
|
493
|
|
|
Provision
for income taxes
|
|
|
184
|
|
|
|
200
|
|
|
Net
income
|
|
|
$
379
|
|
|
|
$
293
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
__________
|
|
|
|
|
|
|
|
|
|
(a)
Includes the elimination of transactions between segments.
|
|
(b)
Includes $3 million ($3 million, net of tax) of a net benefit
during the three months ended December 31, 2010 related to the
resolution of and adjustment to certain contingent liabilities and
assets.
|
|
(c)
Includes $54 million ($41 million, net of tax) of a net benefit
and $6 million ($6 million, net of tax) of a net expense during the
twelve months ended December 31, 2010 and 2009, respectively, related
to the resolution of and adjustment to certain contingent liabilities
and assets.
|
|
(d)
Includes (i) restructuring costs of $9 million ($6 million, net
of tax) and (ii) $1 million ($1 million, net of tax) related to costs
incurred in connection with the Company's acquisition of James Villa
Holidays during November 2010.
|
|
(e)
Includes $3 million ($2 million, net of tax) of costs incurred
for the early repurchase of a portion of the Company's 3.50%
convertible notes during the fourth quarter of 2010.
|
|
(f)
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.
|
|
(g)
Includes $5 million ($4 million, net of tax) related to costs
incurred in connection with the Company's acquisitions of Hoseasons
during March 2010 and ResortQuest during September 2010.
|
|
(h)
Includes a non-cash impairment charge of $4 million ($3 million,
net of tax) and $9 million ($7 million, net of tax) during the twelve
months ended December 31, 2010 and 2009, respectively, 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.
|
|
(i)
Includes $14 million ($8 million, net of tax) of 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.
|
|
(j)
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. The after-tax impact
of such costs is $10 million.
|
|
(k)
Includes a non-cash impairment charge of $6 million ($3 million,
net of tax) to reduce the value of an underperforming joint venture in
the Company’s hotel management business.
|
|
(l)
Includes (i) restructuring costs of $1 million ($1 million, net
of tax) and (ii) a non-cash impairment charge of $1 million ($1
million, net of tax) to reduce the value of assets held for sale
related to a vacation ownership property that is no longer consistent
with the Company’s development plans.
|
|
(m)
Includes restructuring costs of $3 million, $6 million, $37
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.
|
|
|
|
|
|
|
|
|
|
|
|
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,
|
|
|
|
|
2010
|
|
2009
|
|
2010
|
|
2009
|
|
|
Net
revenues
|
|
|
|
|
|
|
|
|
|
|
Service
fees and membership
|
$
409
|
|
$
371
|
|
$ 1,706
|
|
$ 1,613
|
|
|
|
Vacation
ownership interest sales
|
276
|
|
287
|
|
1,072
|
|
1,053
|
|
|
|
Franchise
fees
|
107
|
|
98
|
|
461
|
|
440
|
|
|
|
Consumer
financing
|
107
|
|
109
|
|
425
|
|
435
|
|
|
|
Other
|
38
|
|
48
|
|
187
|
|
209
|
|
|
Net
revenues
|
937
|
|
913
|
|
3,851
|
|
3,750
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Expenses
|
|
|
|
|
|
|
|
|
|
|
Operating
(a)
|
409
|
|
356
|
|
1,587
|
(b)
|
1,501
|
|
|
|
Cost
of vacation ownership interests
|
47
|
|
47
|
|
184
|
|
183
|
|
|
|
Consumer
financing interest
|
25
|
|
37
|
|
105
|
|
139
|
|
|
|
Marketing
and reservation
|
121
|
|
137
|
|
531
|
|
560
|
|
|
|
General
and administrative (c)
|
145
|
|
136
|
|
540
|
|
533
|
|
|
|
Asset
impairment
|
-
|
|
7
|
(d)
|
4
|
(e)
|
15
|
(d)
|
|
|
Restructuring
costs
|
9
|
(f)
|
1
|
(g)
|
9
|
(f)
|
47
|
(g)
|
|
|
Depreciation
and amortization
|
44
|
|
44
|
|
173
|
|
178
|
|
|
Total
expenses
|
800
|
|
765
|
|
3,133
|
|
3,156
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating
income
|
137
|
|
148
|
|
718
|
|
594
|
|
|
Other
income, net
|
(2)
|
|
(2)
|
|
(7)
|
|
(6)
|
|
|
Interest
expense
|
34
|
(h)
|
35
|
|
167
|
(h)
|
114
|
|
|
Interest
income
|
-
|
|
(2)
|
|
(5)
|
|
(7)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income
before income taxes
|
105
|
|
117
|
|
563
|
|
493
|
|
|
Provision
for income taxes
|
27
|
|
44
|
|
184
|
|
200
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
income
|
$
78
|
|
$
73
|
|
$
379
|
|
$
293
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings
per share
|
|
|
|
|
|
|
|
|
|
|
Basic
|
$ 0.45
|
|
$ 0.41
|
|
$
2.13
|
|
$
1.64
|
|
|
|
Diluted
|
0.43
|
|
0.40
|
|
2.05
|
|
1.61
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted
average shares outstanding
|
|
|
|
|
|
|
|
|
|
|
Basic
|
174
|
|
179
|
|
178
|
|
179
|
|
|
|
Diluted
|
182
|
|
184
|
|
185
|
|
182
|
|
|
__________
|
|
(a)
Includes $1 million ($1 million, net of tax) during both the
three and twelve months ended December 31, 2010 related to the
Company's November 2010 acquisition of James Villa Holidays.
|
|
(b)
Includes (i) $4 million ($3 million, net of tax) of costs
incurred in connection with the Company's March 2010 acquisition of
Hoseasons; (ii) $1 million ($1 million, net of tax) related to costs
incurred in connection with the Company's June 2010 acquisition of the
Tryp hotel brand; and (iii) $1 million ($1 million, net of tax) of
costs incurred in connection with the Company's September 2010
acquisition of ResortQuest.
|
|
(c)
Includes $3 million ($3 million, net of tax) of a net benefit
during the three months ended December 31, 2010 and $54 million ($41
million, net of tax) of a net benefit and $6 million ($6 million, net
of tax) of a net expense during the twelve months ended December 31,
2010 and 2009, respectively, related to the resolution of and
adjustment to certain contingent liabilities and assets.
|
|
(d)
Represents (i) a non-cash impairment charge of $6 million ($3
million, net of tax) to reduce the value of an underperforming joint
venture in the Company’s hotel management business and (ii) a non-cash
impairment charge of $1 million ($1 million, net of tax) to reduce the
value of assets held for sale related to a vacation ownership property
that is no longer consistent with the Company’s development plans
during the three and twelve months ended December 31, 2009. The
twelve months ended December 31, 2009 also includes non-cash impairment
charges of $8 million ($6 million, net of tax) to reduce the value of
certain other vacation ownership properties and related assets held for
sale that are no longer consistent with the Company’s development
plans.
|
|
(e)
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 $3 million.
|
|
(f)
Relates to costs incurred as a result of various strategic
initiatives approved by the Company and commenced during 2010.
Such amounts, net of tax, were $6 million during both the three
and twelve months ended December 31, 2010.
|
|
(g)
Relates to costs incurred as a result of various strategic
initiatives approved by the Company and commenced during 2008.
Such amounts, net of tax, were $1 million and $29 million during
the three and twelve months ended December 31, 2009, respectively.
|
|
(h)
The three and twelve months ended December 31, 2010 include $3
million ($2 million, net of tax) and $14 million ($8 million, net of
tax), respectively, of 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 ($10 million, net of tax) of costs
incurred for the early extinguishment of the Company's term loan
facility and revolving foreign credit facility during March 2010.
|
|
|
|
|
|
|
|
|
|
|
|
Table 3
|
|
(1 of
3)
|
|
Wyndham
Worldwide Corporation
OPERATING
STATISTICS
|
|
|
|
Year
|
Q1
|
Q2
|
Q3
|
Q4
|
Full
Year
|
|
Lodging
(a)
|
|
|
|
|
|
|
|
|
Number
of Rooms
|
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
|
|
|
|
2007
|
539,300
|
541,700
|
540,900
|
550,600
|
N/A
|
|
|
|
|
|
|
|
|
|
|
|
RevPAR
|
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
|
|
|
|
2007
|
$
31.35
|
$
38.35
|
$
43.10
|
$
33.09
|
$
36.48
|
|
|
|
|
|
|
|
|
|
|
Vacation
Exchange and Rentals (b)
|
|
|
|
|
|
|
|
|
Average
Number of Members (in 000s)
|
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
|
|
|
|
2007
|
3,474
|
3,506
|
3,538
|
3,588
|
3,526
|
|
|
|
|
|
|
|
|
|
|
|
Exchange
Revenue Per Member
|
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
|
|
|
|
2007
|
$
236.71
|
$
203.84
|
$
203.44
|
$
195.86
|
$
209.80
|
|
|
|
|
|
|
|
|
|
|
|
Vacation
Rental Transactions (in 000s) (c)
|
2010
|
291
|
297
|
322
|
253
|
1,163
|
|
|
|
2009
|
273
|
231
|
264
|
196
|
964
|
|
|
|
2008
|
269
|
220
|
255
|
191
|
936
|
|
|
|
2007
|
272
|
223
|
254
|
192
|
942
|
|
|
|
|
|
|
|
|
|
|
|
Average
Net Price Per Vacation Rental (c)
|
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
|
|
|
|
2007
|
$
365.20
|
$
465.60
|
$
598.26
|
$
504.47
|
$
480.32
|
|
|
|
|
|
|
|
|
|
|
Vacation
Ownership
|
|
|
|
|
|
|
|
|
Gross
Vacation Ownership Interest (VOI) Sales (in 000s) (d)
|
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
|
|
|
|
2007
|
$
430,000
|
$
523,000
|
$
552,000
|
$
488,000
|
$
1,993,000
|
|
|
|
|
|
|
|
|
|
|
|
Tours
|
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
|
|
|
|
2007
|
240,000
|
304,000
|
332,000
|
268,000
|
1,144,000
|
|
|
|
|
|
|
|
|
|
|
|
Volume
Per Guest (VPG)
|
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
|
|
|
|
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 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) 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.
(c) Includes the impact of the acquisitions
of Hoseasons (March 2010), ResortQuest (September 2010) and James Villa
Holidays (November 2010) from the acquisition dates forward.
Therefore, the operating statistics are not presented on a
comparable basis.
(d) 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
|
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
|
|
|
|
2007
|
6,450
|
6,460
|
6,460
|
6,540
|
N/A
|
|
|
|
|
|
|
|
|
|
|
Vacation
Ownership
|
|
|
|
|
|
|
|
|
Deferred
Revenues (in 000s) (b)
|
2010
|
$
-
|
$
-
|
$
-
|
$
-
|
$
-
|
|
|
|
2009
|
$
67,000
|
$
37,000
|
$
36,000
|
$
47,000
|
$
187,000
|
|
|
|
2008
|
$
(82,000)
|
$
(5,000)
|
$
(2,000)
|
$
14,000
|
$
(75,000)
|
|
|
|
2007
|
$
4,000
|
$
(5,000)
|
$
1,000
|
$
(21,000)
|
$
(22,000)
|
|
|
|
|
|
|
|
|
|
|
|
Provision
for Loan Losses (in 000s) (c)
|
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
|
|
|
|
2007
|
$
61,000
|
$
75,000
|
$
86,000
|
$
84,000
|
$
305,000
|
|
|
|
|
|
|
|
|
|
|
|
Sales
under WAAM (in 000s) (d)
|
2010
|
$
5,000
|
$
13,000
|
$
20,000
|
$
14,000
|
$
51,000
|
|
|
|
|
|
|
|
|
|
|
|
WAAM
Commission Revenues (in 000s)
|
2010
|
$
3,000
|
$
8,000
|
$
12,000
|
$
9,000
|
$
31,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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) and the Tryp hotel brand (June
2010) from the acquisition dates 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 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 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 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)
|
|
|
|
|
|
|
|
|
2010
|
|
2009
|
|
|
|
Q1
|
Q2
|
Q3
|
Q4
|
Year
|
|
Q1
|
Q2
|
Q3
|
Q4
|
Year
|
|
Lodging
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Royalties
and Franchise Fees
|
$
52
|
$
69
|
$
82
|
$
62
|
$
265
|
|
$
57
|
$
68
|
$
72
|
$
57
|
$
254
|
|
|
Marketing,
Reservation and Wyndham Rewards Revenues (a)
|
50
|
65
|
76
|
60
|
251
|
|
54
|
66
|
73
|
53
|
246
|
|
|
Hotel
Management Reimbursable Revenues (b)
|
21
|
20
|
18
|
18
|
77
|
|
22
|
23
|
21
|
19
|
85
|
|
|
Ancillary
Revenues (c)
|
21
|
24
|
27
|
23
|
95
|
|
21
|
17
|
17
|
20
|
75
|
|
|
Total
Lodging
|
144
|
178
|
203
|
163
|
688
|
|
154
|
174
|
183
|
149
|
660
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Vacation
Exchange and Rentals
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exchange
Revenues
|
189
|
161
|
163
|
153
|
666
|
|
185
|
165
|
164
|
154
|
668
|
|
|
Rental
Revenues
|
105
|
115
|
161
|
114
|
495
|
|
96
|
109
|
157
|
98
|
460
|
|
|
Ancillary
Revenues (d)
|
6
|
5
|
6
|
15
|
32
|
|
6
|
6
|
6
|
6
|
24
|
|
|
Total
Vacation Exchange and Rentals
|
300
|
281
|
330
|
282
|
1,193
|
|
287
|
280
|
327
|
258
|
1,152
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Vacation
Ownership
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Vacation
Ownership Interest Sales
|
217
|
271
|
308
|
276
|
1,072
|
|
239
|
242
|
285
|
287
|
1,053
|
|
|
Consumer
Financing
|
105
|
106
|
107
|
107
|
425
|
|
109
|
109
|
108
|
109
|
435
|
|
|
Property
Management Fees
|
100
|
100
|
104
|
101
|
405
|
|
91
|
94
|
96
|
95
|
376
|
|
|
Sales
under the WAAM
|
3
|
8
|
12
|
8
|
31
|
|
-
|
-
|
-
|
-
|
-
|
|
|
Ancillary
Revenues (e)
|
19
|
20
|
2
|
5
|
46
|
|
23
|
22
|
19
|
17
|
81
|
|
|
Total
Vacation Ownership
|
444
|
505
|
533
|
497
|
1,979
|
|
462
|
467
|
508
|
508
|
1,945
|
|
Total
Reportable Segments
|
$
888
|
$
964
|
$ 1,066
|
$ 942
|
$ 3,860
|
|
$
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)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December
31,
2010
|
|
September
30,
2010
|
|
June
30,
2010
|
|
March
31,
2010
|
|
December
31,
2009
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Securitized
vacation ownership debt (a)
|
|
|
|
|
|
|
|
|
|
|
|
Term
notes
|
|
$
1,498
|
|
$
1,400
|
|
$
1,255
|
|
$
1,258
|
|
$
1,112
|
|
Bank
conduit facility (b)
|
|
152
|
|
215
|
|
291
|
|
240
|
|
395
|
|
Securitized
vacation ownership debt (c)
|
|
1,650
|
|
1,615
|
|
1,546
|
|
1,498
|
|
1,507
|
|
Less:
Current portion of securitized vacation ownership debt
|
|
223
|
|
187
|
|
248
|
|
220
|
|
209
|
|
Long-term
securitized vacation ownership debt
|
|
$
1,427
|
|
$
1,428
|
|
$
1,298
|
|
$
1,278
|
|
$
1,298
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Debt:
|
|
|
|
|
|
|
|
|
|
|
|
6.00%
senior unsecured notes (due December 2016) (d)
|
|
$
798
|
|
$
798
|
|
$
798
|
|
$
798
|
|
$
797
|
|
Term
loan (e)
|
|
-
|
|
-
|
|
-
|
|
-
|
|
300
|
|
Revolving
credit facility (due October 2013) (f)
|
|
154
|
|
26
|
|
-
|
|
199
|
|
-
|
|
9.875%
senior unsecured notes (due May 2014) (g)
|
|
241
|
|
240
|
|
239
|
|
239
|
|
238
|
|
3.50%
convertible notes (due May 2012) (h)
|
|
266
|
|
289
|
|
362
|
|
448
|
|
367
|
|
7.375%
senior unsecured notes (due March 2020) (i)
|
|
247
|
|
247
|
|
247
|
|
247
|
|
-
|
|
5.75%
senior unsecured notes (due February 2018) (j)
|
|
247
|
|
247
|
|
-
|
|
-
|
|
-
|
|
Vacation
ownership bank borrowings (k)
|
|
-
|
|
-
|
|
-
|
|
-
|
|
153
|
|
Vacation
rentals capital leases
|
|
115
|
|
120
|
|
110
|
|
123
|
|
133
|
|
Other
|
|
26
|
|
34
|
|
36
|
|
28
|
|
27
|
|
Total
debt
|
|
2,094
|
|
2,001
|
|
1,792
|
|
2,082
|
|
2,015
|
|
Less:
Current portion of debt
|
|
11
|
|
32
|
|
29
|
|
23
|
|
175
|
|
Long-term
debt
|
|
$
2,083
|
|
$
1,969
|
|
$
1,763
|
|
$
2,059
|
|
$
1,840
|
|
__________
|
|
(a)
The Company's vacation ownership contract receivables are
securitized through bankruptcy-remote special purpose entities ("SPE")
that are consolidated with 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 364-day, non-recourse vacation ownership bank
conduit facility with a term through September 2011 and borrowing
capacity of $600 million. As of December 31, 2010, our 364-day
facility has remaining borrowing capacity of $448 million.
|
|
(c)
This debt is collateralized by $2,865 million, $2,874 million,
$2,862 million, $2,712 million and $2,755 million of underlying
vacation ownership contract receivables and related assets as of
December 31, 2010, September 30, 2010, June 30, 2010, March 31, 2010
and December 31, 2009, respectively.
|
|
(d)
The balance as of December 31, 2010 represents $800 million
aggregate principal less $2 million of unamortized discount.
|
|
(e)
The Company's term loan facility was fully repaid during March
2010.
|
|
(f)
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. During the fourth
quarter of 2010, the total capacity of this facility was increased to
$970 million. As of December 31, 2010, the Company has $28
million of outstanding letters of credit and a remaining borrowing
capacity of $788 million.
|
|
(g)
Represents senior unsecured notes issued by the Company during
May 2009. The balance as of December 31, 2010 represents $250
million aggregate principal less $9 million of unamortized discount.
|
|
(h)
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 the third
and fourth quarters of 2010, the Company repurchased a portion of its
3.50% convertible notes, which resulted in a corresponding reduction of
the unamortized discount. The following table details the
components of the convertible notes:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December
31, 2010
|
|
September
30, 2010
|
|
June
30, 2010
|
|
March
31, 2010
|
|
December
31, 2009
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Debt
principal
|
|
$
116
|
|
$
138
|
|
$
230
|
|
$
230
|
|
$
230
|
|
|
Unamortized
discount
|
|
(12)
|
|
(17)
|
|
(31)
|
|
(35)
|
|
(39)
|
|
|
Debt
less discount
|
|
104
|
|
121
|
|
199
|
|
195
|
|
191
|
|
|
Fair
value of conversion feature (*)
|
162
|
|
168
|
|
163
|
|
253
|
|
176
|
|
|
Convertible
notes
|
|
$
266
|
|
$
289
|
|
$
362
|
|
$
448
|
|
$
367
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(*)
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.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(i)
Represents senior unsecured notes issued by the Company during
February 2010. The balance as of December 31, 2010 represents
$250 million aggregate principal less $3 million of unamortized
discount.
|
|
(j)
Represents senior unsecured notes issued by the Company during
September 2010. The balance as of December 31, 2010 represents
$250 million aggregate principal less $3 million of unamortized
discount.
|
|
(k)
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 December 31, 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
|
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
|
7,207
|
612,735
|
45.3%
|
$64.44
|
$29.18
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of
and For the Three Months Ended December 31, 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
|
94
|
24,517
|
50.5%
|
$108.64
|
$54.83
|
|
|
|
|
|
|
|
|
|
Wingate
by Wyndham
|
166
|
15,239
|
49.3%
|
$78.41
|
$38.65
|
|
|
|
|
|
|
|
|
|
Hawthorn
Suites by Wyndham
|
89
|
8,238
|
46.7%
|
$76.24
|
$35.62
|
|
|
|
|
|
|
|
|
|
Ramada
|
910
|
118,880
|
43.8%
|
$75.97
|
$33.28
|
|
|
|
|
|
|
|
|
|
Baymont
|
240
|
20,459
|
40.2%
|
$58.50
|
$23.50
|
|
|
|
|
|
|
|
|
|
Days
Inn
|
1,858
|
149,633
|
39.0%
|
$58.96
|
$23.01
|
|
|
|
|
|
|
|
|
|
Super
8
|
2,137
|
132,876
|
42.9%
|
$53.87
|
$23.11
|
|
|
|
|
|
|
|
|
|
Howard
Johnson
|
492
|
46,748
|
38.9%
|
$58.18
|
$22.65
|
|
|
|
|
|
|
|
|
|
Travelodge
|
460
|
34,098
|
38.4%
|
$59.37
|
$22.77
|
|
|
|
|
|
|
|
|
|
Microtel
Inns & Suites
|
314
|
22,376
|
43.5%
|
$55.15
|
$23.97
|
|
|
|
|
|
|
|
|
|
Knights
Inn
|
343
|
21,061
|
33.7%
|
$40.24
|
$13.57
|
|
|
|
|
|
|
|
|
|
Other
(*)
|
11
|
3,549
|
N/A
|
N/A
|
N/A
|
|
|
|
|
|
|
|
|
|
|
Total
|
7,114
|
597,674
|
41.6%
|
$63.62
|
$26.47
|
|
_______________
|
|
|
|
|
|
|
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.
|
|
(*)
Represents properties we manage under a joint venture and, as of
December 31, 2009, also includes properties for which we received a fee
for reservation services provided. As these properties are not
branded under a Wyndham Hotel Group brand, 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 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)
|
|
|
|
|
|
|
|
|
|
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
|
7,207
|
612,735
|
48.0%
|
$64.85
|
$31.14
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of
and For the Twelve Months Ended December 31, 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
|
94
|
24,517
|
52.6%
|
$114.56
|
$60.21
|
|
|
|
|
|
|
|
|
|
Wingate
by Wyndham
|
166
|
15,239
|
53.6%
|
$83.16
|
$44.54
|
|
|
|
|
|
|
|
|
|
Hawthorn
Suites by Wyndham
|
89
|
8,238
|
51.6%
|
$83.55
|
$43.10
|
|
|
|
|
|
|
|
|
|
Ramada
|
910
|
118,880
|
47.0%
|
$74.55
|
$35.04
|
|
|
|
|
|
|
|
|
|
Baymont
|
240
|
20,459
|
45.2%
|
$62.46
|
$28.25
|
|
|
|
|
|
|
|
|
|
Days
Inn
|
1,858
|
149,633
|
44.9%
|
$62.24
|
$27.95
|
|
|
|
|
|
|
|
|
|
Super
8
|
2,137
|
132,876
|
48.5%
|
$56.67
|
$27.48
|
|
|
|
|
|
|
|
|
|
Howard
Johnson
|
492
|
46,748
|
42.2%
|
$61.22
|
$25.86
|
|
|
|
|
|
|
|
|
|
Travelodge
|
460
|
34,098
|
43.4%
|
$61.87
|
$26.85
|
|
|
|
|
|
|
|
|
|
Microtel
Inns & Suites
|
314
|
22,376
|
49.0%
|
$56.72
|
$27.79
|
|
|
|
|
|
|
|
|
|
Knights
Inn
|
343
|
21,061
|
37.2%
|
$42.46
|
$15.79
|
|
|
|
|
|
|
|
|
|
Other
(*)
|
11
|
3,549
|
N/A
|
N/A
|
N/A
|
|
|
|
|
|
|
|
|
|
|
Total
|
7,114
|
597,674
|
46.3%
|
$65.52
|
$30.34
|
|
_______________
|
|
|
|
|
|
|
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.
|
|
(*)
Represents properties we manage under a joint venture and, as of
December 31, 2009, also includes properties for which we received a fee
for reservation services provided. As these properties are not
branded under a Wyndham Hotel Group brand, operating statistics (such
as average occupancy rate, ADR and RevPAR) are not relevant.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Table 7
|
|
|
|
|
|
|
|
|
|
(1 of
2)
|
|
Wyndham
Worldwide
|
|
NON-GAAP
RECONCILIATIONS
|
|
(In
millions)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reported
|
Acquisition
|
Legacy
|
Restructuring
|
Adjusted
|
|
Three
months ended March 31, 2010
|
Net
Revenues
|
|
EBITDA
|
Costs
(b)
|
Adjustments
(c)
|
Costs
(d)
|
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
|
|
|
|
|
|
|
|
|
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
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three
months ended September 30, 2010
|
|
|
|
|
|
|
|
|
Lodging
|
$
203
|
|
$
67
|
$
-
|
$
-
|
$
-
|
$
67
|
|
Vacation
Exchange and Rentals
|
330
|
|
103
|
1
|
-
|
-
|
104
|
|
Vacation
Ownership
|
533
|
|
123
|
-
|
-
|
-
|
123
|
|
Total
Reportable Segments
|
1,066
|
|
293
|
1
|
-
|
-
|
294
|
|
Corporate
and Other (a)
|
(1)
|
|
30
|
-
|
(52)
|
-
|
(22)
|
|
Total
Company
|
$
1,065
|
|
$
323
|
$
1
|
$
(52)
|
$
-
|
$
272
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three
months ended December 31, 2010
|
|
|
|
|
|
|
|
|
Lodging
|
$
163
|
|
$
40
|
$
-
|
$
-
|
$
-
|
$
40
|
|
Vacation
Exchange and Rentals
|
282
|
|
32
|
1
|
-
|
9
|
42
|
|
Vacation
Ownership
|
497
|
|
131
|
-
|
-
|
-
|
131
|
|
Total
Reportable Segments
|
942
|
|
203
|
1
|
-
|
9
|
213
|
|
Corporate
and Other (a)
|
(5)
|
|
(20)
|
-
|
(3)
|
-
|
(23)
|
|
Total
Company
|
$
937
|
|
$
183
|
$
1
|
$
(3)
|
$
9
|
$
190
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Twelve
months ended December 31, 2010
|
|
|
|
|
|
|
|
|
Lodging
|
$
688
|
|
$
189
|
$
1
|
$
-
|
$
-
|
$
190
|
|
Vacation
Exchange and Rentals
|
1,193
|
|
293
|
6
|
-
|
9
|
308
|
|
Vacation
Ownership
|
1,979
|
|
440
|
-
|
-
|
-
|
440
|
|
Total
Reportable Segments
|
3,860
|
|
922
|
7
|
-
|
9
|
938
|
|
Corporate
and Other (a)
|
(9)
|
|
(24)
|
-
|
(54)
|
-
|
(78)
|
|
Total
Company
|
$
3,851
|
|
$
898
|
$
7
|
$
(54)
|
$
9
|
$
860
|
|
________________
|
|
|
|
|
|
|
|
|
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 during March 2010, the Tryp hotel brand
during June 2010, ResortQuest during September 2010 and James Villa
Holidays during November 2010.
|
|
(c)
Relates to the net expense/(benefit) from the resolution of and
adjustment to certain contingent liabilities and assets.
|
|
(d)
Relates to costs incurred as a result of various strategic
initiatives commenced by the Company during 2010.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Table 7
|
|
|
|
|
|
|
|
|
(2 of
2)
|
|
Wyndham
Worldwide
|
|
NON-GAAP
RECONCILIATIONS
|
|
(In
millions)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reported
|
Restructuring
|
Legacy
|
Adjusted
|
|
Three
months ended March 31, 2009
|
Net
Revenues
|
|
EBITDA
|
Related
Costs (b)
|
Adjustments
(c)
|
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
3)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Wyndham
Worldwide Corporation
|
|
NON-GAAP
FINANCIAL INFORMATION
|
|
(In
millions, except per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three
Months Ended December 31, 2010
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Early
Extinguishment
of
Debt
|
|
Acquisition
Costs
|
|
Legacy
Adjustments
|
|
Restructuring
Costs
|
|
|
|
|
|
|
As
Reported
|
|
|
|
|
|
As
Adjusted
|
|
Net
revenues
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Service
fees and membership
|
|
$
409
|
|
|
|
|
|
|
|
|
|
$
409
|
|
|
Vacation
ownership interest sales
|
|
276
|
|
|
|
|
|
|
|
|
|
276
|
|
|
Franchise
fees
|
|
107
|
|
|
|
|
|
|
|
|
|
107
|
|
|
Consumer
financing
|
|
107
|
|
|
|
|
|
|
|
|
|
107
|
|
|
Other
|
|
38
|
|
|
|
|
|
|
|
|
|
38
|
|
Net
revenues
|
|
937
|
|
-
|
|
-
|
|
-
|
|
-
|
|
937
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Expenses
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating
|
|
409
|
|
|
|
(1)
|
(b)
|
|
|
|
|
408
|
|
|
Cost
of vacation ownership interests
|
|
47
|
|
|
|
|
|
|
|
|
|
47
|
|
|
Consumer
financing interest
|
|
25
|
|
|
|
|
|
|
|
|
|
25
|
|
|
Marketing
and reservation
|
|
121
|
|
|
|
|
|
|
|
|
|
121
|
|
|
General
and administrative
|
|
145
|
|
|
|
|
|
3
|
(c)
|
|
|
148
|
|
|
Restructuring
costs
|
|
9
|
|
|
|
|
|
|
|
(9)
|
(d)
|
-
|
|
|
Depreciation
and amortization
|
|
44
|
|
|
|
|
|
|
|
|
|
44
|
|
Total
expenses
|
|
800
|
|
-
|
|
(1)
|
|
3
|
|
(9)
|
|
793
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating
income
|
|
137
|
|
-
|
|
1
|
|
(3)
|
|
9
|
|
144
|
|
Other
income, net
|
|
(2)
|
|
|
|
|
|
|
|
|
|
(2)
|
|
Interest
expense
|
|
34
|
|
(3)
|
(a)
|
|
|
|
|
|
|
31
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income
before income taxes
|
|
105
|
|
3
|
|
1
|
|
(3)
|
|
9
|
|
115
|
|
Provision
for income taxes
|
|
27
|
|
1
|
(e)
|
-
|
(e)
|
-
|
(e)
|
3
|
(e)
|
31
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
income
|
|
$
78
|
|
$
2
|
|
$
1
|
|
$
(3)
|
|
$
6
|
|
$
84
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings
per share
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
$
0.45
|
|
$
0.01
|
|
$
0.01
|
|
$
(0.02)
|
|
$
0.04
|
|
$
0.48
|
|
|
Diluted
|
|
0.43
|
|
0.01
|
|
-
|
|
(0.02)
|
|
0.03
|
|
0.46
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted
average shares outstanding
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
174
|
|
174
|
|
174
|
|
174
|
|
174
|
|
174
|
|
|
Diluted
|
|
182
|
|
182
|
|
182
|
|
182
|
|
182
|
|
182
|
|
__________
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Note:
EPS amounts may not foot due to rounding.
|
|
(a)
Relates to costs incurred for the early repurchase of a portion
of the Company's 3.50% convertible notes during the fourth quarter of
2010.
|
|
(b)
Relates to costs incurred in connection with the Company's
acquisition of James Villa Holidays during November 2010.
|
|
(c)
Relates to the net benefit from the resolution of and adjustment
to certain contingent liabilities and assets.
|
|
(d)
Relates to costs incurred as a result of various strategic
initiatives commenced by the Company during 2010.
|
|
(e)
Relates to the tax effect of the adjustments.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Table 8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(2 of
3)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Wyndham
Worldwide Corporation
|
|
NON-GAAP
FINANCIAL INFORMATION
|
|
(In
millions, except per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Twelve
Months Ended December 31, 2010
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Early
Extinguishment
of
Debt
|
|
Acquisition
Costs
|
|
Legacy
Adjustments
|
|
Restructuring
Costs
|
|
|
|
|
|
|
As
Reported
|
|
|
|
|
|
As
Adjusted
|
|
Net
revenues
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Service
fees and membership
|
|
$
1,706
|
|
|
|
|
|
|
|
|
|
$
1,706
|
|
|
Vacation
ownership interest sales
|
|
1,072
|
|
|
|
|
|
|
|
|
|
1,072
|
|
|
Franchise
fees
|
|
461
|
|
|
|
|
|
|
|
|
|
461
|
|
|
Consumer
financing
|
|
425
|
|
|
|
|
|
|
|
|
|
425
|
|
|
Other
|
|
187
|
|
|
|
|
|
|
|
|
|
187
|
|
Net
revenues
|
|
3,851
|
|
-
|
|
-
|
|
-
|
|
-
|
|
3,851
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Expenses
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating
|
|
1,587
|
|
|
|
(7)
|
(b)
|
|
|
|
|
1,580
|
|
|
Cost
of vacation ownership interests
|
|
184
|
|
|
|
|
|
|
|
|
|
184
|
|
|
Consumer
financing interest
|
|
105
|
|
|
|
|
|
|
|
|
|
105
|
|
|
Marketing
and reservation
|
|
531
|
|
|
|
|
|
|
|
|
|
531
|
|
|
General
and administrative
|
|
540
|
|
|
|
|
|
54
|
(c)
|
|
|
594
|
|
|
Asset
impairment
|
|
4
|
|
|
|
|
|
|
|
|
|
4
|
|
|
Restructuring
costs
|
|
9
|
|
|
|
|
|
|
|
(9)
|
(d)
|
-
|
|
|
Depreciation
and amortization
|
|
173
|
|
|
|
|
|
|
|
|
|
173
|
|
Total
expenses
|
|
3,133
|
|
-
|
|
(7)
|
|
54
|
|
(9)
|
|
3,171
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating
income
|
|
718
|
|
-
|
|
7
|
|
(54)
|
|
9
|
|
680
|
|
Other
income, net
|
|
(7)
|
|
|
|
|
|
|
|
|
|
(7)
|
|
Interest
expense
|
|
167
|
|
(30)
|
(a)
|
|
|
|
|
|
|
137
|
|
Interest
income
|
|
(5)
|
|
|
|
|
|
|
|
|
|
(5)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income
before income taxes
|
|
563
|
|
30
|
|
7
|
|
(54)
|
|
9
|
|
555
|
|
Provision
for income taxes
|
|
184
|
|
12
|
(e)
|
1
|
(e)
|
(13)
|
(e)
|
3
|
(e)
|
187
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
income
|
|
$
379
|
|
$
18
|
|
$
6
|
|
$
(41)
|
|
$
6
|
|
$
368
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings
per share
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
$
2.13
|
|
$
0.10
|
|
$
0.04
|
|
$
(0.23)
|
|
$
0.03
|
|
$
2.08
|
|
|
Diluted
|
|
2.05
|
|
0.10
|
|
0.03
|
|
(0.22)
|
|
0.03
|
|
2.00
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted
average shares outstanding
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
178
|
|
178
|
|
178
|
|
178
|
|
178
|
|
178
|
|
|
Diluted
|
|
185
|
|
185
|
|
185
|
|
185
|
|
185
|
|
185
|
|
__________
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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 and the early repurchase of a portion of the
Company's 3.50% convertible notes during the third and fourth quarters
of 2010.
|
|
(b)
Relates to costs incurred in connection with the Company's
acquisitions of Hoseasons during March 2010, the Tryp hotel brand
during June 2010, ResortQuest during September 2010 and James Villa
Holidays during November 2010.
|
|
(c)
Relates to the net benefit from the resolution of and adjustment
to certain contingent liabilities and assets primarily related to the
accrual that was no longer needed for outstanding Cendant contingent
tax liabilities since Cendant and the IRS agreed to settle the IRS
examination of Cendant's taxable years 2003 through 2006 on July 15,
2010.
|
|
(d)
Relates to costs incurred as a result of various strategic
initiatives commenced by the Company during 2010.
|
|
(e)
Relates to the tax effect of the adjustments.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Table 8
|
|
|
|
|
|
|
|
|
|
|
(3 of
3)
|
|
|
|
|
|
|
|
|
|
|
|
|
Wyndham
Worldwide Corporation
|
|
NON-GAAP
FINANCIAL INFORMATION
|
|
(In
millions, except per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Twelve
Months Ended December 31, 2009
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Legacy
Adjustments
|
|
Restructuring
Costs
|
|
|
|
|
|
|
As
Reported
|
|
|
|
As
Adjusted
|
|
Net
revenues
|
|
|
|
|
|
|
|
|
|
|
Service
fees and membership
|
|
$
1,613
|
|
|
|
|
|
$
1,613
|
|
|
Vacation
ownership interest sales
|
|
1,053
|
|
|
|
|
|
1,053
|
|
|
Franchise
fees
|
|
440
|
|
|
|
|
|
440
|
|
|
Consumer
financing
|
|
435
|
|
|
|
|
|
435
|
|
|
Other
|
|
209
|
|
|
|
|
|
209
|
|
Net
revenues
|
|
3,750
|
|
-
|
|
-
|
|
3,750
|
|
|
|
|
|
|
|
|
|
|
|
|
Expenses
|
|
|
|
|
|
|
|
|
|
|
Operating
|
|
1,501
|
|
|
|
|
|
1,501
|
|
|
Cost
of vacation ownership interests
|
|
183
|
|
|
|
|
|
183
|
|
|
Consumer
financing interest
|
|
139
|
|
|
|
|
|
139
|
|
|
Marketing
and reservation
|
|
560
|
|
|
|
|
|
560
|
|
|
General
and administrative
|
|
533
|
|
(6)
|
(a)
|
|
|
527
|
|
|
Goodwill
and other impairments
|
|
15
|
|
|
|
|
|
15
|
|
|
Restructuring
costs
|
|
47
|
|
|
|
(46)
|
(b)
|
1
|
|
|
Depreciation
and amortization
|
|
178
|
|
|
|
|
|
178
|
|
Total
expenses
|
|
3,156
|
|
(6)
|
|
(46)
|
|
3,104
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating
income
|
|
594
|
|
6
|
|
46
|
|
646
|
|
Other
income, net
|
|
(6)
|
|
|
|
|
|
(6)
|
|
Interest
expense
|
|
114
|
|
|
|
|
|
114
|
|
Interest
income
|
|
(7)
|
|
|
|
|
|
(7)
|
|
|
|
|
|
|
|
|
|
|
|
|
Income
before income taxes
|
|
493
|
|
6
|
|
46
|
|
545
|
|
Provision
for income taxes
|
|
200
|
|
-
|
(c)
|
18
|
(c)
|
218
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
income
|
|
$
293
|
|
$
6
|
|
$
28
|
|
$
327
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings
per share
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
$
1.64
|
|
$
0.03
|
|
$
0.16
|
|
$
1.83
|
|
|
Diluted
|
|
1.61
|
|
0.03
|
|
0.16
|
|
1.80
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted
average shares outstanding
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
179
|
|
179
|
|
179
|
|
179
|
|
|
Diluted
|
|
182
|
|
182
|
|
182
|
|
182
|
|
__________
|
|
|
|
|
|
|
|
|
|
(a)
Relates to the net expense from the resolution of and adjustment
to certain contingent liabilities and assets.
|
|
(b)
Relates to costs incurred as a result of various strategic
initiatives commenced by the Company during 2008.
|
|
(c)
Relates to the tax effect of the adjustments.
|
|
|
|
|
|
|
|
|
|
|
|
Table 9
|
|
Wyndham
Worldwide Corporation
|
|
NON-GAAP
RECONCILIATIONS AND FINANCIAL INFORMATION
|
|
(In
millions)
|
|
|
|
FREE
CASH FLOW
|
|
The
Company defines free cash flow as net cash provided by operating
activities minus capital expenditures, equity investments and
development advances, excluding cash payments related to the Company's
contingent tax liabilities that it assumed and is responsible for
pursuant to its separation from Cendant. The Company considers
free cash flow to be a liquidity measure that provides useful
information to management and investors about the amount of cash
generated by the business that, after the acquisition of property and
equipment, equity investments and hotel development advances, can be
used for strategic opportunities, including making acquisitions, paying
dividends, repurchasing the Company's common stock and strengthening
the balance sheet. Analysis of free cash flow also facilitates
management’s comparisons of the Company's operating results to its
competitors’ operating results. A limitation of using free cash flow
versus the GAAP measure of net cash provided by operating activities as
a means for evaluating Wyndham Worldwide is that free cash flow does
not represent the total increase or decrease in the cash balance from
operations for the period.
|
|
|
|
The
following table provides more details on the GAAP financial measure
that is most directly comparable to the non-GAAP financial measure and
the related reconciliation between these financial measures:
|
|
|
|
|
|
|
|
|
|
|
|
Twelve
Months Ended December 31,
|
|
|
|
|
|
2010
|
|
2009
|
|
|
|
|
|
|
|
|
|
|
|
Net
cash provided by operating activities
|
|
$
635
|
|
$
689
|
|
|
|
Less:
Property and equipment additions
|
|
(167)
|
|
(135)
|
|
|
|
Less:
Equity investments and development advances
|
|
(10)
|
|
(13)
|
|
|
|
Plus:
Cash payments related to contingent tax liabilities
|
|
145
|
|
-
|
|
|
|
Free
cash flow
|
|
$
603
|
|
$
541
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GROSS
VOI SALES
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The
following table provides a reconciliation of Gross VOI sales (see Table
3) to Vacation ownership interest sales (see Table 4):
|
|
|
|
|
|
|
|
|
|
Year
|
|
|
|
|
|
|
|
2010
|
|
Q1
|
Q2
|
Q3
|
Q4
|
Full
Year
|
|
|
|
|
|
|
|
|
|
Gross
VOI sales
|
|
$
308
|
$
371
|
$
412
|
$
373
|
$
1,464
|
|
Less:
Sales under the WAAM
|
|
(5)
|
(13)
|
(20)
|
(14)
|
(51)
|
|
Gross
VOI sales, net of WAAM sales
|
|
303
|
358
|
392
|
359
|
1,413
|
|
Less:
Loan loss provision
|
|
(86)
|
(87)
|
(85)
|
(82)
|
(340)
|
|
Vacation
ownership interest sales
|
|
$
217
|
$
271
|
$
308
|
$
276
|
$
1,072
|
|
|
|
|
|
|
|
|
|
2009
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross
VOI sales
|
|
$
280
|
$
327
|
$
366
|
$
343
|
$
1,315
|
|
Plus:
Net effect of percentage-of-completion accounting
|
|
67
|
37
|
36
|
47
|
187
|
|
Less:
Loan loss provision
|
|
(107)
|
(122)
|
(117)
|
(103)
|
(449)
|
|
Vacation
ownership interest sales
|
|
$
239
|
$
242
|
$
285
|
$
287
|
$
1,053
|
|
|
|
|
|
|
|
|
|
2008
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross
VOI sales
|
|
$
458
|
$
532
|
$
566
|
$
432
|
$
1,987
|
|
Plus/(less):
Net effect of percentage-of-completion accounting
|
|
(82)
|
(5)
|
(2)
|
14
|
(75)
|
|
Less:
Loan loss provision
|
|
(82)
|
(113)
|
(119)
|
(136)
|
(450)
|
|
Vacation
ownership interest sales
|
|
$
294
|
$
414
|
$
446
|
$
309
|
$
1,463
|
|
|
|
|
|
|
|
|
|
2007
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross
VOI sales
|
|
$
430
|
$
523
|
$
552
|
$
488
|
$
1,993
|
|
Plus/(less):
Net effect of percentage-of-completion accounting
|
|
4
|
(5)
|
1
|
(21)
|
(22)
|
|
Less:
Loan loss provision
|
|
(61)
|
(75)
|
(86)
|
(84)
|
(305)
|
|
Vacation
ownership interest sales
|
|
$
373
|
$
443
|
$
467
|
$
383
|
$
1,666
|
|
_____________
|
|
|
|
|
|
|
|
Note:
Amounts may not foot due to rounding.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The
following represents tele-sales upgrades, which are excluded from Gross
VOI sales in the Company's VPG calculation (see Table 3):
|
|
|
|
|
|
|
|
|
|
|
|
Q1
|
Q2
|
Q3
|
Q4
|
Full
Year
|
|
|
|
|
|
|
|
|
|
2010
|
|
$
15
|
$
7
|
$
3
|
$
3
|
$
29
|
|
2009
|
|
$
24
|
$
23
|
$
29
|
$
28
|
$
104
|
|
2008
|
|
$
33
|
$
35
|
$
49
|
$
40
|
$
156
|
|
2007
|
|
$
44
|
$
37
|
$
39
|
$
36
|
$
157
|
|
_____________
|
|
|
|
|
|
|
|
Note:
Amounts may not foot across due to rounding.
|
|
|
|
|
|
|
|
|
|
|