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x
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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¨
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Delaware
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45-2598330
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(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer
Identification No.)
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6649 Westwood Blvd.
Orlando, FL
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32821
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(Address of principal executive offices)
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(Zip Code)
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Large accelerated filer
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x
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Accelerated filer
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¨
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Non-accelerated filer
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¨
(Do not check if a smaller reporting company)
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Smaller reporting company
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¨
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Emerging growth company
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¨
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Page
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Part I.
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Item 1.
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Item 2.
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Item 3.
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Item 4.
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Part II.
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Item 1.
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Item 1A.
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Item 2.
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Item 3.
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Item 4.
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Item 5.
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Item 6.
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Three Months Ended
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Six Months Ended
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||||||||||||
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June 30, 2018
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June 30, 2017
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June 30, 2018
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June 30, 2017
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||||||||
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REVENUES
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|
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||||||||
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Sale of vacation ownership products
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$
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$
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$
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$
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Resort management and other services
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Financing
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Rental
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||||
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Cost reimbursements
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||||
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TOTAL REVENUES
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||||
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EXPENSES
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||||||||
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Cost of vacation ownership products
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||||
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Marketing and sales
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||||
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Resort management and other services
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||||
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Financing
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||||
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Rental
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||||
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General and administrative
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||||
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Litigation settlement
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||||
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Consumer financing interest
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||||
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Royalty fee
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||||
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Cost reimbursements
|
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||||
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TOTAL EXPENSES
|
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||||
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Losses and other expense, net
|
(
|
)
|
|
(
|
)
|
|
(
|
)
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|
(
|
)
|
||||
|
Interest expense
|
(
|
)
|
|
(
|
)
|
|
(
|
)
|
|
(
|
)
|
||||
|
Other
|
(
|
)
|
|
(
|
)
|
|
(
|
)
|
|
(
|
)
|
||||
|
INCOME BEFORE INCOME TAXES
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Provision for income taxes
|
(
|
)
|
|
(
|
)
|
|
(
|
)
|
|
(
|
)
|
||||
|
NET INCOME
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
|
|
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|
||||||||
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EARNINGS PER SHARE
|
|
|
|
|
|
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|
||||||||
|
Earnings per share - Basic
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
Earnings per share - Diluted
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
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CASH DIVIDENDS DECLARED PER SHARE
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
|
Three Months Ended
|
|
Year to Date Ended
|
||||||||||||
|
|
June 30, 2018
|
|
June 30, 2017
|
|
June 30, 2018
|
|
June 30, 2017
|
||||||||
|
Net income
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
Other comprehensive (loss) income:
|
|
|
|
|
|
|
|
||||||||
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Foreign currency translation adjustments
|
(
|
)
|
|
|
|
|
(
|
)
|
|
|
|
||||
|
Derivative instrument adjustment, net of tax
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Total other comprehensive (loss) income, net of tax
|
(
|
)
|
|
|
|
|
(
|
)
|
|
|
|
||||
|
COMPREHENSIVE INCOME
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
|
June 30, 2018
|
|
December 31, 2017
|
||||
|
ASSETS
|
|
|
|
||||
|
Cash and cash equivalents
|
$
|
|
|
|
$
|
|
|
|
Restricted cash (including $144,816 and $32,321 from VIEs, respectively)
|
|
|
|
|
|
||
|
Accounts receivable, net (including $6,039 and $5,639 from VIEs, respectively)
|
|
|
|
|
|
||
|
Vacation ownership notes receivable, net (including $964,510 and $814,011 from VIEs, respectively)
|
|
|
|
|
|
||
|
Inventory
|
|
|
|
|
|
||
|
Property and equipment
|
|
|
|
|
|
||
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Other (including $25,688 and $13,708 from VIEs, respectively)
|
|
|
|
|
|
||
|
TOTAL ASSETS
|
$
|
|
|
|
$
|
|
|
|
|
|
|
|
||||
|
LIABILITIES AND EQUITY
|
|
|
|
||||
|
Accounts payable
|
$
|
|
|
|
$
|
|
|
|
Advance deposits
|
|
|
|
|
|
||
|
Accrued liabilities (including $685 and $701 from VIEs, respectively)
|
|
|
|
|
|
||
|
Deferred revenue
|
|
|
|
|
|
||
|
Payroll and benefits liability
|
|
|
|
|
|
||
|
Deferred compensation liability
|
|
|
|
|
|
||
|
Debt, net (including $1,113,860 and $845,131 from VIEs, respectively)
|
|
|
|
|
|
||
|
Other
|
|
|
|
|
|
||
|
Deferred taxes
|
|
|
|
|
|
||
|
TOTAL LIABILITIES
|
|
|
|
|
|
||
|
Contingencies and Commitments (Note 9)
|
|
|
|
||||
|
Preferred stock — $0.01 par value; 2,000,000 shares authorized; none issued or outstanding
|
|
|
|
|
|
||
|
Common stock — $0.01 par value; 100,000,000 shares authorized; 36,981,204 and 36,861,843 shares issued, respectively
|
|
|
|
|
|
||
|
Treasury stock — at cost; 10,408,996 and 10,400,547 shares, respectively
|
(
|
)
|
|
(
|
)
|
||
|
Additional paid-in capital
|
|
|
|
|
|
||
|
Accumulated other comprehensive income
|
|
|
|
|
|
||
|
Retained earnings
|
|
|
|
|
|
||
|
TOTAL EQUITY
|
|
|
|
|
|
||
|
TOTAL LIABILITIES AND EQUITY
|
$
|
|
|
|
$
|
|
|
|
|
Six Months Ended
|
||||||
|
|
June 30, 2018
|
|
June 30, 2017
|
||||
|
OPERATING ACTIVITIES
|
|
|
|
||||
|
Net income
|
$
|
|
|
|
$
|
|
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
||||
|
Depreciation
|
|
|
|
|
|
||
|
Amortization of debt discount and issuance costs
|
|
|
|
|
|
||
|
Vacation ownership notes receivable reserve
|
|
|
|
|
|
||
|
Share-based compensation
|
|
|
|
|
|
||
|
Deferred income taxes
|
|
|
|
|
|
||
|
Net change in assets and liabilities:
|
|
|
|
||||
|
Accounts receivable
|
|
|
|
|
|
||
|
Vacation ownership notes receivable originations
|
(
|
)
|
|
(
|
)
|
||
|
Vacation ownership notes receivable collections
|
|
|
|
|
|
||
|
Inventory
|
|
|
|
|
|
||
|
Purchase of vacation ownership units for future transfer to inventory
|
|
|
|
(
|
)
|
||
|
Other assets
|
|
|
|
|
|
||
|
Accounts payable, advance deposits and accrued liabilities
|
(
|
)
|
|
(
|
)
|
||
|
Deferred revenue
|
|
|
|
|
|
||
|
Payroll and benefit liabilities
|
(
|
)
|
|
(
|
)
|
||
|
Deferred compensation liability
|
|
|
|
|
|
||
|
Other liabilities
|
(
|
)
|
|
(
|
)
|
||
|
Other, net
|
|
|
|
|
|
||
|
Net cash provided by operating activities
|
|
|
|
|
|
||
|
INVESTING ACTIVITIES
|
|
|
|
||||
|
Capital expenditures for property and equipment (excluding inventory)
|
(
|
)
|
|
(
|
)
|
||
|
Purchase of company owned life insurance
|
(
|
)
|
|
(
|
)
|
||
|
Dispositions, net
|
|
|
|
|
|
||
|
Net cash used in investing activities
|
(
|
)
|
|
(
|
)
|
||
|
|
Six Months Ended
|
||||||
|
|
June 30, 2018
|
|
June 30, 2017
|
||||
|
FINANCING ACTIVITIES
|
|
|
|
||||
|
Borrowings from securitization transactions
|
|
|
|
|
|
||
|
Repayment of debt related to securitization transactions
|
(
|
)
|
|
(
|
)
|
||
|
Borrowings from Revolving Corporate Credit Facility
|
|
|
|
|
|
||
|
Repayment of Revolving Corporate Credit Facility
|
|
|
|
(
|
)
|
||
|
Repayment of non-interest bearing note payable
|
(
|
)
|
|
|
|
||
|
Debt issuance costs
|
(
|
)
|
|
(
|
)
|
||
|
Repurchase of common stock
|
(
|
)
|
|
(
|
)
|
||
|
Payment of dividends
|
(
|
)
|
|
(
|
)
|
||
|
Payment of withholding taxes on vesting of restricted stock units
|
(
|
)
|
|
(
|
)
|
||
|
Other, net
|
|
|
|
(
|
)
|
||
|
Net cash provided by (used in) financing activities
|
|
|
|
(
|
)
|
||
|
Effect of changes in exchange rates on cash, cash equivalents and restricted cash
|
|
|
|
|
|
||
|
Increase (decrease) in cash, cash equivalents and restricted cash
|
|
|
|
(
|
)
|
||
|
Cash, cash equivalents and restricted cash, beginning of period
|
|
|
|
|
|
||
|
Cash, cash equivalents and restricted cash, end of period
|
$
|
|
|
|
$
|
|
|
|
|
|
|
|
||||
|
SUPPLEMENTAL DISCLOSURES OF NON-CASH INVESTING AND FINANCING ACTIVITIES
|
|
|
|
||||
|
Non-cash issuance of debt in connection with acquisition of vacation ownership units
|
$
|
|
|
|
$
|
|
|
|
|
Three Months Ended June 30, 2018
|
||||||||||||||
|
($ in thousands)
|
North America
|
|
Asia Pacific
|
|
Europe
|
|
Total
|
||||||||
|
Sale of vacation ownership products
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
Ancillary revenues
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Management fee revenues
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Other services revenues
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Resort management and other services
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
|
Rental
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
|
Cost reimbursements
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Revenue from contracts with customers
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
Financing
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Total Revenues
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
|
Three Months Ended June 30, 2017
|
||||||||||||||
|
($ in thousands)
|
North America
|
|
Asia Pacific
|
|
Europe
|
|
Total
|
||||||||
|
Sale of vacation ownership products
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
Ancillary revenues
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Management fee revenues
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Other services revenues
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Resort management and other services
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
|
Rental
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
|
Cost reimbursements
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Revenue from contracts with customers
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
Financing
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Total Revenues
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
|
Six Months Ended June 30, 2018
|
||||||||||||||
|
($ in thousands)
|
North America
|
|
Asia Pacific
|
|
Europe
|
|
Total
|
||||||||
|
Sale of vacation ownership products
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
Ancillary revenues
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Management fee revenues
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Other services revenues
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Resort management and other services
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
|
Rental
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
|
Cost reimbursements
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Revenue from contracts with customers
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
Financing
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Total Revenues
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
|
Six Months Ended June 30, 2017
|
||||||||||||||
|
($ in thousands)
|
North America
|
|
Asia Pacific
|
|
Europe
|
|
Total
|
||||||||
|
Sale of vacation ownership products
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
Ancillary revenues
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Management fee revenues
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Other services revenues
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Resort management and other services
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
|
Rental
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
|
Cost reimbursements
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Revenue from contracts with customers
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
Financing
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Total Revenues
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
|
Three Months Ended June 30, 2018
|
||||||||||||||
|
($ in thousands)
|
North America
|
|
Asia Pacific
|
|
Europe
|
|
Total
|
||||||||
|
Services transferred over time
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
Goods or services transferred at a point in time
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Revenue from contracts with customers
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
|
Three Months Ended June 30, 2017
|
||||||||||||||
|
($ in thousands)
|
North America
|
|
Asia Pacific
|
|
Europe
|
|
Total
|
||||||||
|
Services transferred over time
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
Goods or services transferred at a point in time
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Revenue from contracts with customers
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
|
Six Months Ended June 30, 2018
|
||||||||||||||
|
($ in thousands)
|
North America
|
|
Asia Pacific
|
|
Europe
|
|
Total
|
||||||||
|
Services transferred over time
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
Goods or services transferred at a point in time
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Revenue from contracts with customers
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
|
Six Months Ended June 30, 2017
|
||||||||||||||
|
($ in thousands)
|
North America
|
|
Asia Pacific
|
|
Europe
|
|
Total
|
||||||||
|
Services transferred over time
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
Goods or services transferred at a point in time
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Revenue from contracts with customers
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
($ in thousands)
|
At June 30, 2018
|
|
At December 31, 2017
|
||||
|
Receivables
|
|
|
|
||||
|
Accounts receivable
|
$
|
|
|
|
$
|
|
|
|
Vacation ownership notes receivable, net
|
|
|
|
|
|
||
|
|
$
|
|
|
|
$
|
|
|
|
|
|
|
|
||||
|
Contract Liabilities
|
|
|
|
||||
|
Advance deposits
|
$
|
|
|
|
$
|
|
|
|
Deferred revenue
|
|
|
|
|
|
||
|
|
$
|
|
|
|
$
|
|
|
|
($ in thousands)
|
At June 30, 2018
|
|
At December 31, 2017
|
||||
|
Vacation ownership notes receivable — securitized
|
$
|
|
|
|
$
|
|
|
|
Vacation ownership notes receivable — non-securitized
|
|
|
|
||||
|
Eligible for securitization
(1) (2)
|
|
|
|
|
|
||
|
Not eligible for securitization
(1)
|
|
|
|
|
|
||
|
Subtotal
|
|
|
|
|
|
||
|
Total vacation ownership notes receivable
|
$
|
|
|
|
$
|
|
|
|
(1)
|
Refer to Footnote 5 “Financial Instruments” for a discussion of eligibility of our vacation ownership notes receivable for securitization.
|
|
(2)
|
|
|
($ in thousands)
|
Non-Securitized
Vacation Ownership
Notes Receivable
|
|
Securitized
Vacation Ownership
Notes Receivable
|
|
Total
|
||||||
|
2018, remaining
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
2019
|
|
|
|
|
|
|
|
|
|||
|
2020
|
|
|
|
|
|
|
|
|
|||
|
2021
|
|
|
|
|
|
|
|
|
|||
|
2022
|
|
|
|
|
|
|
|
|
|||
|
Thereafter
|
|
|
|
|
|
|
|
|
|||
|
Balance at June 30, 2018
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
Weighted average stated interest rate at June 30, 2018
|
|
|
|
|
|
||||||
|
Range of stated interest rates at June 30, 2018
|
0.0% to 18.0%
|
|
4.9% to 18.0%
|
|
0.0% to 18.0%
|
||||||
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
($ in thousands)
|
June 30, 2018
|
|
June 30, 2017
|
|
June 30, 2018
|
|
June 30, 2017
|
||||||||
|
Interest income associated with vacation ownership notes receivable — securitized
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
Interest income associated with vacation ownership notes receivable — non-securitized
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Total interest income associated with vacation ownership notes receivable
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
($ in thousands)
|
Non-Securitized
Vacation Ownership
Notes Receivable
|
|
Securitized
Vacation Ownership
Notes Receivable
|
|
Total
|
||||||
|
Balance at December 31, 2017
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
Increase in vacation ownership notes receivable reserve
|
|
|
|
|
|
|
|
|
|||
|
Securitizations
|
(
|
)
|
|
|
|
|
|
|
|||
|
Clean-up call
(1)
|
|
|
|
(
|
)
|
|
|
|
|||
|
Write-offs
|
(
|
)
|
|
|
|
|
(
|
)
|
|||
|
Defaulted vacation ownership notes receivable repurchase activity
(2)
|
|
|
|
(
|
)
|
|
|
|
|||
|
Balance at June 30, 2018
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
(1)
|
Refers to our voluntary repurchase of previously securitized non-defaulted vacation ownership notes receivable to retire outstanding vacation ownership notes receivable securitizations.
|
|
(2)
|
Decrease in securitized vacation ownership notes receivable reserve and increase in non-securitized vacation ownership notes receivable reserve was attributable to the transfer of the reserve when we voluntarily repurchased defaulted securitized vacation ownership notes receivable.
|
|
($ in thousands)
|
Non-Securitized
Vacation Ownership
Notes Receivable
|
|
Securitized
Vacation Ownership
Notes Receivable
|
|
Total
|
||||||
|
Investment in vacation ownership notes receivable on non-accrual status at June 30, 2018
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
Investment in vacation ownership notes receivable on non-accrual status at December 31, 2017
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
Average investment in vacation ownership notes receivable on non-accrual status during the second quarter of 2018
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
Average investment in vacation ownership notes receivable on non-accrual status during the second quarter of 2017
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
Average investment in vacation ownership notes receivable on non-accrual status during the first half of 2018
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
Average investment in vacation ownership notes receivable on non-accrual status during the first half of 2017
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
($ in thousands)
|
Non-Securitized
Vacation Ownership
Notes Receivable
|
|
Securitized
Vacation Ownership
Notes Receivable
|
|
Total
|
||||||
|
31 – 90 days past due
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
91 – 150 days past due
|
|
|
|
|
|
|
|
|
|||
|
Greater than 150 days past due
|
|
|
|
|
|
|
|
|
|||
|
Total past due
|
|
|
|
|
|
|
|
|
|||
|
Current
|
|
|
|
|
|
|
|
|
|||
|
Total vacation ownership notes receivable
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
($ in thousands)
|
Non-Securitized
Vacation Ownership
Notes Receivable
|
|
Securitized
Vacation Ownership
Notes Receivable
|
|
Total
|
||||||
|
31 – 90 days past due
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
91 – 150 days past due
|
|
|
|
|
|
|
|
|
|||
|
Greater than 150 days past due
|
|
|
|
|
|
|
|
|
|||
|
Total past due
|
|
|
|
|
|
|
|
|
|||
|
Current
|
|
|
|
|
|
|
|
|
|||
|
Total vacation ownership notes receivable
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
|
At June 30, 2018
|
|
At December 31, 2017
|
||||||||||||
|
($ in thousands)
|
Carrying
Amount
|
|
Fair
Value
(1)
|
|
Carrying
Amount
|
|
Fair
Value
(1)
|
||||||||
|
Vacation ownership notes receivable — securitized
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
Vacation ownership notes receivable — non-securitized
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Other assets
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Total financial assets
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
Non-recourse debt associated with vacation ownership notes receivable securitizations, net
|
$
|
(
|
)
|
|
$
|
(
|
)
|
|
$
|
(
|
)
|
|
$
|
(
|
)
|
|
Convertible notes, net
|
(
|
)
|
|
(
|
)
|
|
(
|
)
|
|
(
|
)
|
||||
|
Non-interest bearing note payable, net
|
(
|
)
|
|
(
|
)
|
|
(
|
)
|
|
(
|
)
|
||||
|
Total financial liabilities
|
$
|
(
|
)
|
|
$
|
(
|
)
|
|
$
|
(
|
)
|
|
$
|
(
|
)
|
|
(1)
|
|
|
|
At June 30, 2018
|
|
At December 31, 2017
|
||||||||||||
|
($ in thousands)
|
Carrying
Amount
|
|
Fair
Value
|
|
Carrying
Amount
|
|
Fair
Value
|
||||||||
|
Vacation ownership notes receivable
|
|
|
|
|
|
|
|
||||||||
|
Eligible for securitization
(1)
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
Not eligible for securitization
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Total non-securitized
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
(1)
|
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
(in thousands, except per share amounts)
|
June 30, 2018
(1)
|
|
June 30, 2017
(1)
|
|
June 30, 2018
(1)
|
|
June 30, 2017
(1)
|
||||||||
|
Computation of Basic Earnings Per Share
|
|
|
|
|
|
|
|
||||||||
|
Net income
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
Shares for basic earnings per share
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Basic earnings per share
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
Computation of Diluted Earnings Per Share
|
|
|
|
|
|
|
|
||||||||
|
Net income
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
Shares for basic earnings per share
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Effect of dilutive shares outstanding
|
|
|
|
|
|
|
|
||||||||
|
Employee stock options and SARs
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Restricted stock units
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Shares for diluted earnings per share
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Diluted earnings per share
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
(1)
|
The computations of diluted earnings per share exclude approximately
|
|
($ in thousands)
|
At June 30, 2018
|
|
At December 31, 2017
|
||||
|
Finished goods
(1)
|
$
|
|
|
|
$
|
|
|
|
Work-in-progress
|
|
|
|
|
|
||
|
Land and infrastructure
(2)
|
|
|
|
|
|
||
|
Real estate inventory
|
|
|
|
|
|
||
|
Operating supplies and retail inventory
|
|
|
|
|
|
||
|
|
$
|
|
|
|
$
|
|
|
|
(1)
|
Represents completed inventory that is either registered for sale as vacation ownership interests, or unregistered and available for sale in its current form.
|
|
(2)
|
|
|
•
|
We have various contracts for the use of information technology hardware and software that we use in the normal course of business. Our aggregate commitments under these contracts were
$
|
|
•
|
We have a commitment to purchase an operating property located in New York, New York for $
|
|
•
|
We have a commitment to purchase
|
|
•
|
We have a remaining commitment to purchase vacation ownership units located at our resort in Marco Island, Florida for $
|
|
•
|
During the first quarter of 2018, we assigned a commitment to purchase an operating property located in San Francisco, California to a third-party developer in a capital efficient inventory arrangement. We expect to acquire the operating property in
2020
and to pay the purchase price of
$
|
|
($ in thousands)
|
At June 30, 2018
|
|
At December 31, 2017
|
||||
|
Vacation ownership notes receivable securitizations, gross
(1)
|
$
|
|
|
|
$
|
|
|
|
Unamortized debt issuance costs
|
(
|
)
|
|
(
|
)
|
||
|
|
|
|
|
|
|
||
|
|
|
|
|
||||
|
Convertible notes, gross
(2)
|
|
|
|
|
|
||
|
Unamortized debt discount and issuance costs
|
(
|
)
|
|
(
|
)
|
||
|
|
|
|
|
|
|
||
|
|
|
|
|
||||
|
Non-interest bearing note payable
|
|
|
|
|
|
||
|
Unamortized debt discount
(3)
|
(
|
)
|
|
(
|
)
|
||
|
|
|
|
|
|
|
||
|
|
|
|
|
||||
|
Other debt, gross
|
|
|
|
|
|
||
|
Unamortized debt issuance costs
|
|
|
|
(
|
)
|
||
|
|
|
|
|
|
|
||
|
|
|
|
|
||||
|
Capital leases
|
|
|
|
|
|
||
|
|
$
|
|
|
|
$
|
|
|
|
(1)
|
Interest rates as of
June 30, 2018
range from
|
|
(2)
|
The effective interest rate as of
June 30, 2018
was
|
|
(3)
|
Debt discount based on imputed interest rate of
|
|
($ in thousands)
|
Vacation Ownership
Notes Receivable
Securitizations
(1)
|
|
Convertible Notes
|
|
Non-Interest Bearing Note Payable
|
|
Capital
Leases
|
|
Total
|
||||||||||
|
Principal Payments Year
|
|
|
|
|
|
|
|
|
|
||||||||||
|
2018, remaining
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
2019
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
2020
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
2021
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
2022
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Thereafter
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
(1)
|
|
|
($ in thousands)
|
At June 30, 2018
|
|
At December 31, 2017
|
||||
|
Liability component
|
|
|
|
||||
|
Principal amount
|
$
|
|
|
|
$
|
|
|
|
Unamortized debt discount
|
(
|
)
|
|
(
|
)
|
||
|
Unamortized debt issuance costs
|
(
|
)
|
|
(
|
)
|
||
|
Net carrying amount of the liability component
|
$
|
|
|
|
$
|
|
|
|
|
|
|
|
||||
|
Carrying amount of equity component, net of issuance costs
|
$
|
|
|
|
$
|
|
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
($ in thousands)
|
June 30, 2018
|
|
June 30, 2017
|
|
June 30, 2018
|
|
June 30, 2017
|
||||||||
|
Contractual interest expense
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
Amortization of debt discount
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Amortization of debt issuance costs
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
($ in thousands)
|
Common Stock
|
|
Treasury
Stock
|
|
Additional
Paid-In
Capital
|
|
Accumulated
Other
Comprehensive
Income
|
|
Retained
Earnings
|
|
Total
Equity
|
||||||||||||
|
Balance at December 31, 2017
|
$
|
|
|
|
$
|
(
|
)
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
|
|
|
|
||||||
|
Foreign currency translation adjustments
|
—
|
|
|
—
|
|
|
—
|
|
|
(
|
)
|
|
—
|
|
|
(
|
)
|
||||||
|
Derivative instrument adjustment
|
—
|
|
|
—
|
|
|
—
|
|
|
|
|
|
—
|
|
|
|
|
||||||
|
Amounts related to share-based compensation
|
|
|
|
—
|
|
|
|
|
|
—
|
|
|
—
|
|
|
|
|
||||||
|
Repurchase of common stock
|
—
|
|
|
(
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(
|
)
|
||||||
|
Dividends
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(
|
)
|
|
(
|
)
|
||||||
|
Employee stock plan issuance
|
—
|
|
|
|
|
|
|
|
|
—
|
|
|
—
|
|
|
|
|
||||||
|
Balance at June 30, 2018
|
$
|
|
|
|
$
|
(
|
)
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
($ in thousands, except per share amounts)
|
Number of Shares Repurchased
|
|
Cost of Shares Repurchased
|
|
Average Price Paid per Share
|
|||||
|
As of December 31, 2017
|
|
|
|
$
|
|
|
|
$
|
|
|
|
For the first half of 2018
|
|
|
|
|
|
|
|
|
||
|
As of June 30, 2018
|
|
|
|
$
|
|
|
|
$
|
|
|
|
Declaration Date
|
|
Shareholder Record Date
|
|
Distribution Date
|
|
Dividend per Share
|
|
February 16, 2018
|
|
March 1, 2018
|
|
March 15, 2018
|
|
$
|
|
May 14, 2018
|
|
May 28, 2018
|
|
June 11, 2018
|
|
$
|
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
($ in thousands)
|
|
June 30, 2018
|
|
June 30, 2017
|
|
June 30, 2018
|
|
June 30, 2017
|
||||||||
|
Service based RSUs
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
Performance based RSUs
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
SARs
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Stock options
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
($ in thousands)
|
|
At June 30, 2018
|
|
At December 31, 2017
|
||||
|
Service based RSUs
|
|
$
|
|
|
|
$
|
|
|
|
Performance based RSUs
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
||
|
SARs
|
|
|
|
|
|
|
||
|
Stock options
|
|
|
|
|
|
|
||
|
|
|
$
|
|
|
|
$
|
|
|
|
Expected volatility
|
|
|
Dividend yield
|
|
|
Risk-free rate
|
|
|
Expected term (in years)
|
|
|
($ in thousands)
|
Vacation Ownership
Notes Receivable
Securitizations
|
|
Warehouse
Credit Facility
|
|
Total
|
||||||
|
Consolidated Assets
|
|
|
|
|
|
||||||
|
Vacation ownership notes receivable, net of reserves
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
Interest receivable
|
|
|
|
|
|
|
|
|
|||
|
Restricted cash
(1)
|
|
|
|
|
|
|
|
|
|||
|
Total
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
Consolidated Liabilities
|
|
|
|
|
|
||||||
|
Interest payable
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
Debt
|
|
|
|
|
|
|
|
|
|||
|
Total
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
(1)
|
|
|
($ in thousands)
|
Vacation Ownership
Notes Receivable
Securitizations
|
|
Warehouse
Credit Facility
|
|
Total
|
||||||
|
Interest income
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
Interest expense to investors
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
Debt issuance cost amortization
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
Administrative expenses
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
($ in thousands)
|
Vacation Ownership
Notes Receivable
Securitizations
|
|
Warehouse
Credit Facility
|
|
Total
|
||||||
|
Interest income
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
Interest expense to investors
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
Debt issuance cost amortization
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
Administrative expenses
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
|
Six Months Ended
|
||||||
|
($ in thousands)
|
June 30, 2018
|
|
June 30, 2017
|
||||
|
Cash Inflows
|
|
|
|
||||
|
Net proceeds from vacation ownership notes receivable securitizations
|
$
|
|
|
|
$
|
|
|
|
Principal receipts
|
|
|
|
|
|
||
|
Interest receipts
|
|
|
|
|
|
||
|
Reserve release
|
|
|
|
|
|
||
|
Total
|
|
|
|
|
|
||
|
Cash Outflows
|
|
|
|
||||
|
Principal to investors
|
(
|
)
|
|
(
|
)
|
||
|
Voluntary repurchases of defaulted vacation ownership notes receivable
|
(
|
)
|
|
(
|
)
|
||
|
Voluntary clean-up call
|
(
|
)
|
|
|
|
||
|
Interest to investors
|
(
|
)
|
|
(
|
)
|
||
|
Funding of restricted cash
(1)
|
(
|
)
|
|
|
|
||
|
Total
|
(
|
)
|
|
(
|
)
|
||
|
Net Cash Flows
|
$
|
|
|
|
$
|
|
|
|
(1)
|
Includes
$
|
|
|
Six Months Ended
|
||||||
|
($ in thousands)
|
June 30, 2018
|
|
June 30, 2017
|
||||
|
Cash Inflows
|
|
|
|
||||
|
Proceeds from vacation ownership notes receivable securitizations
|
$
|
|
|
|
$
|
|
|
|
Principal receipts
|
|
|
|
|
|
||
|
Interest receipts
|
|
|
|
|
|
||
|
Reserve release
|
|
|
|
|
|
||
|
Total
|
|
|
|
|
|
||
|
Cash Outflows
|
|
|
|
||||
|
Principal to investors
|
|
|
|
(
|
)
|
||
|
Interest to investors
|
(
|
)
|
|
(
|
)
|
||
|
Funding of restricted cash
|
|
|
|
(
|
)
|
||
|
Total
|
(
|
)
|
|
(
|
)
|
||
|
Net Cash Flows
|
$
|
(
|
)
|
|
$
|
|
|
|
•
|
In our North America segment, we develop, market, sell and manage vacation ownership and related products under the Marriott Vacation Club and Grand Residences by Marriott brands, as well as under Marriott Vacation Club Pulse, an extension of the Marriott Vacation Club brand. We also develop, market and sell vacation ownership and related products under The Ritz-Carlton Destination Club brand, as well as whole ownership residential products under The Ritz-Carlton Residences brand.
|
|
•
|
In our Asia Pacific segment, we develop, market, sell and manage
|
|
•
|
In our Europe segment, we are focused on selling our existing projects and managing existing resorts. We do not have any current plans for new development in this segment.
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
($ in thousands)
|
June 30, 2018
|
|
June 30, 2017
|
|
June 30, 2018
|
|
June 30, 2017
|
||||||||
|
North America
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
Asia Pacific
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Europe
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Total segment revenues
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Corporate and other
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
($ in thousands)
|
June 30, 2018
|
|
June 30, 2017
|
|
June 30, 2018
|
|
June 30, 2017
|
||||||||
|
North America
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
Asia Pacific
|
(
|
)
|
|
(
|
)
|
|
(
|
)
|
|
(
|
)
|
||||
|
Europe
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Total segment financial results
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Corporate and other
|
(
|
)
|
|
(
|
)
|
|
(
|
)
|
|
(
|
)
|
||||
|
Provision for income taxes
|
(
|
)
|
|
(
|
)
|
|
(
|
)
|
|
(
|
)
|
||||
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
($ in thousands)
|
At June 30, 2018
|
|
At December 31, 2017
|
||||
|
North America
|
$
|
|
|
|
$
|
|
|
|
Asia Pacific
|
|
|
|
|
|
||
|
Europe
|
|
|
|
|
|
||
|
Total segment assets
|
|
|
|
|
|
||
|
Corporate and other
|
|
|
|
|
|
||
|
|
$
|
|
|
|
$
|
|
|
|
•
|
We expense all marketing and sales costs that we incur to sell vacation ownership products when incurred.
|
|
•
|
In determining the transaction price for contracts from customers, we exclude all taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-product transaction and collected by the entity from a customer (e.g., sales tax).
|
|
•
|
We do not disclose the amount of the transaction price allocated to the remaining performance obligations as of December 31, 2017 or provide an explanation of when we expect to recognize that amount as revenue.
|
|
|
Three Months Ended June 30, 2017
|
||||||||||
|
($ in thousands, except per share amounts)
|
As Reported
|
|
Adjustments
|
|
As Adjusted
|
||||||
|
REVENUES
|
|
|
|
|
|
||||||
|
Sale of vacation ownership products
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
Resort management and other services
|
|
|
|
(
|
)
|
|
|
|
|||
|
Financing
|
|
|
|
|
|
|
|
|
|||
|
Rental
|
|
|
|
(
|
)
|
|
|
|
|||
|
Cost reimbursements
|
|
|
|
|
|
|
|
|
|||
|
TOTAL REVENUES
|
|
|
|
|
|
|
|
|
|||
|
EXPENSES
|
|
|
|
|
|
||||||
|
Cost of vacation ownership products
|
|
|
|
|
|
|
|
|
|||
|
Marketing and sales
|
|
|
|
(
|
)
|
|
|
|
|||
|
Resort management and other services
|
|
|
|
(
|
)
|
|
|
|
|||
|
Financing
|
|
|
|
|
|
|
|
|
|||
|
Rental
|
|
|
|
(
|
)
|
|
|
|
|||
|
General and administrative
|
|
|
|
|
|
|
|
|
|||
|
Litigation settlement
|
|
|
|
|
|
|
|
|
|||
|
Consumer financing interest
|
|
|
|
|
|
|
|
|
|||
|
Royalty fee
|
|
|
|
|
|
|
|
|
|||
|
Cost reimbursements
|
|
|
|
|
|
|
|
|
|||
|
TOTAL EXPENSES
|
|
|
|
|
|
|
|
|
|||
|
Losses and other expense, net
|
(
|
)
|
|
|
|
|
(
|
)
|
|||
|
Interest expense
|
(
|
)
|
|
|
|
|
(
|
)
|
|||
|
Other
|
(
|
)
|
|
|
|
|
(
|
)
|
|||
|
INCOME BEFORE INCOME TAXES
|
|
|
|
|
|
|
|
|
|||
|
Provision for income taxes
|
(
|
)
|
|
(
|
)
|
|
(
|
)
|
|||
|
NET INCOME
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
|
|
|
|
|
|
||||||
|
Earnings per share - Basic
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
Earnings per share - Diluted
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
|
Six Months Ended June 30, 2017
|
||||||||||
|
($ in thousands, except per share amounts)
|
As Reported
|
|
Adjustments
|
|
As Adjusted
|
||||||
|
REVENUES
|
|
|
|
|
|
||||||
|
Sale of vacation ownership products
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
Resort management and other services
|
|
|
|
(
|
)
|
|
|
|
|||
|
Financing
|
|
|
|
|
|
|
|
|
|||
|
Rental
|
|
|
|
(
|
)
|
|
|
|
|||
|
Cost reimbursements
|
|
|
|
|
|
|
|
|
|||
|
TOTAL REVENUES
|
|
|
|
|
|
|
|
|
|||
|
EXPENSES
|
|
|
|
|
|
||||||
|
Cost of vacation ownership products
|
|
|
|
|
|
|
|
|
|||
|
Marketing and sales
|
|
|
|
(
|
)
|
|
|
|
|||
|
Resort management and other services
|
|
|
|
(
|
)
|
|
|
|
|||
|
Financing
|
|
|
|
|
|
|
|
|
|||
|
Rental
|
|
|
|
(
|
)
|
|
|
|
|||
|
General and administrative
|
|
|
|
|
|
|
|
|
|||
|
Litigation settlement
|
|
|
|
|
|
|
|
|
|||
|
Consumer financing interest
|
|
|
|
|
|
|
|
|
|||
|
Royalty fee
|
|
|
|
|
|
|
|
|
|||
|
Cost reimbursements
|
|
|
|
|
|
|
|
|
|||
|
TOTAL EXPENSES
|
|
|
|
|
|
|
|
|
|||
|
Losses and other expense, net
|
(
|
)
|
|
|
|
|
(
|
)
|
|||
|
Interest expense
|
(
|
)
|
|
|
|
|
(
|
)
|
|||
|
Other
|
(
|
)
|
|
|
|
|
(
|
)
|
|||
|
INCOME BEFORE INCOME TAXES
|
|
|
|
(
|
)
|
|
|
|
|||
|
Provision for income taxes
|
(
|
)
|
|
|
|
|
(
|
)
|
|||
|
NET INCOME
|
$
|
|
|
|
$
|
(
|
)
|
|
$
|
|
|
|
|
|
|
|
|
|
||||||
|
Earnings per share - Basic
|
$
|
|
|
|
$
|
(
|
)
|
|
$
|
|
|
|
Earnings per share - Diluted
|
$
|
|
|
|
$
|
(
|
)
|
|
$
|
|
|
|
|
As of December 31, 2017
|
||||||||||
|
($ in thousands)
|
As Reported
|
|
Adjustments
|
|
As Adjusted
|
||||||
|
ASSETS
|
|
|
|
|
|
||||||
|
Cash and cash equivalents
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
Restricted cash
|
|
|
|
|
|
|
|
|
|||
|
Accounts receivable, net
|
|
|
|
(
|
)
|
|
|
|
|||
|
Vacation ownership notes receivable, net
|
|
|
|
(
|
)
|
|
|
|
|||
|
Inventory
|
|
|
|
|
|
|
|
|
|||
|
Property and equipment
|
|
|
|
|
|
|
|
|
|||
|
Other
|
|
|
|
(
|
)
|
|
|
|
|||
|
TOTAL ASSETS
|
$
|
|
|
|
$
|
(
|
)
|
|
$
|
|
|
|
LIABILITIES AND EQUITY
|
|
|
|
|
|
||||||
|
Accounts payable
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
Advance deposits
|
|
|
|
|
|
|
|
|
|||
|
Accrued liabilities
|
|
|
|
(
|
)
|
|
|
|
|||
|
Deferred revenue
|
|
|
|
(
|
)
|
|
|
|
|||
|
Payroll and benefits liability
|
|
|
|
|
|
|
|
|
|||
|
Deferred compensation liability
|
|
|
|
|
|
|
|
|
|||
|
Debt, net
|
|
|
|
|
|
|
|
|
|||
|
Other
|
|
|
|
|
|
|
|
|
|||
|
Deferred taxes
|
|
|
|
(
|
)
|
|
|
|
|||
|
TOTAL LIABILITIES
|
|
|
|
(
|
)
|
|
|
|
|||
|
|
|
|
|
|
|
||||||
|
Preferred stock
|
|
|
|
|
|
|
|
|
|||
|
Common stock
|
|
|
|
|
|
|
|
|
|||
|
Treasury stock
|
(
|
)
|
|
|
|
|
(
|
)
|
|||
|
Additional paid-in capital
|
|
|
|
|
|
|
|
|
|||
|
Accumulated other comprehensive income
|
|
|
|
|
|
|
|
|
|||
|
Retained earnings
|
|
|
|
(
|
)
|
|
|
|
|||
|
TOTAL EQUITY
|
|
|
|
(
|
)
|
|
|
|
|||
|
TOTAL LIABILITIES AND EQUITY
|
$
|
|
|
|
$
|
(
|
)
|
|
$
|
|
|
|
|
Six Months Ended June 30, 2017
|
||||||||||
|
($ in thousands)
|
As Reported
|
|
Adjustments
|
|
As Adjusted
|
||||||
|
OPERATING ACTIVITIES
|
|
|
|
|
|
||||||
|
Net income
|
$
|
|
|
|
$
|
(
|
)
|
|
$
|
|
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
|
|
||||||
|
Depreciation
|
|
|
|
|
|
|
|
|
|||
|
Amortization of debt discount and issuance costs
|
|
|
|
|
|
|
|
|
|||
|
Vacation ownership notes receivable reserve
|
|
|
|
|
|
|
|
|
|||
|
Share-based compensation
|
|
|
|
|
|
|
|
|
|||
|
Deferred income taxes
|
|
|
|
|
|
|
|
|
|||
|
Net change in assets and liabilities:
|
|
|
|
|
|
||||||
|
Accounts receivable
|
|
|
|
(
|
)
|
|
|
|
|||
|
Vacation ownership notes receivable originations
|
(
|
)
|
|
(
|
)
|
|
(
|
)
|
|||
|
Vacation ownership notes receivable collections
|
|
|
|
|
|
|
|
|
|||
|
Inventory
|
|
|
|
(
|
)
|
|
|
|
|||
|
Purchase of vacation ownership units for future transfer to inventory
|
(
|
)
|
|
|
|
|
(
|
)
|
|||
|
Other assets
|
|
|
|
|
|
|
|
|
|||
|
Accounts payable, advance deposits and accrued liabilities
|
(
|
)
|
|
|
|
|
(
|
)
|
|||
|
Deferred revenue
|
|
|
|
|
|
|
|
|
|||
|
Payroll and benefit liabilities
|
(
|
)
|
|
|
|
|
(
|
)
|
|||
|
Deferred compensation liability
|
|
|
|
|
|
|
|
|
|||
|
Other liabilities
|
(
|
)
|
|
|
|
|
(
|
)
|
|||
|
Other, net
|
|
|
|
|
|
|
|
|
|||
|
Net cash provided by operating activities
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
|
Six Months Ended
|
||
|
|
June 30, 2018
|
|
June 30, 2017
|
|
Average FICO score
|
739
|
|
743
|
|
|
Six Months Ended
|
||
|
|
June 30, 2018
|
|
June 30, 2017
|
|
Historical default rates
|
1.7%
|
|
1.9%
|
|
•
|
Maintenance fees on unsold inventory;
|
|
•
|
Costs to provide alternative usage options, including Marriott Rewards points and offerings available as part of the Explorer Collection, for owners who elect to exchange their inventory; and
|
|
•
|
Marketing costs and direct operating and related expenses in connection with the rental business (such as housekeeping, credit card expenses and reservation services).
|
|
•
|
Contract sales from the sale of vacation ownership products;
|
|
•
|
Development margin percentage; and
|
|
•
|
Volume per guest (“VPG”), which we calculate by dividing vacation ownership contract sales, excluding fractional sales, telesales, resales and other sales that are not attributed to a tour at a sales location, by the number of tours at sales locations in a given period. We believe that this operating metric is valuable in evaluating the effectiveness of the sales process as it combines the impact of average contract price with the number of touring guests who make a purchase.
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
($ in thousands)
|
June 30, 2018
|
|
June 30, 2017
|
|
June 30, 2018
|
|
June 30, 2017
|
||||||||
|
REVENUES
|
|
|
|
|
|
|
|
||||||||
|
Sale of vacation ownership products
|
$
|
205,168
|
|
|
$
|
201,856
|
|
|
$
|
379,957
|
|
|
$
|
365,733
|
|
|
Resort management and other services
|
77,642
|
|
|
71,940
|
|
|
147,822
|
|
|
139,359
|
|
||||
|
Financing
|
35,851
|
|
|
32,530
|
|
|
71,333
|
|
|
64,641
|
|
||||
|
Rental
|
74,561
|
|
|
69,290
|
|
|
148,771
|
|
|
136,969
|
|
||||
|
Cost reimbursements
|
201,470
|
|
|
186,820
|
|
|
417,658
|
|
|
384,034
|
|
||||
|
TOTAL REVENUES
|
594,692
|
|
|
562,436
|
|
|
1,165,541
|
|
|
1,090,736
|
|
||||
|
EXPENSES
|
|
|
|
|
|
|
|
||||||||
|
Cost of vacation ownership products
|
56,863
|
|
|
51,025
|
|
|
103,226
|
|
|
94,796
|
|
||||
|
Marketing and sales
|
109,315
|
|
|
99,168
|
|
|
215,249
|
|
|
196,666
|
|
||||
|
Resort management and other services
|
41,079
|
|
|
39,413
|
|
|
78,857
|
|
|
76,884
|
|
||||
|
Financing
|
3,788
|
|
|
3,449
|
|
|
8,036
|
|
|
7,466
|
|
||||
|
Rental
|
62,739
|
|
|
57,756
|
|
|
118,638
|
|
|
111,464
|
|
||||
|
General and administrative
|
32,992
|
|
|
29,534
|
|
|
62,427
|
|
|
57,073
|
|
||||
|
Litigation settlement
|
16,312
|
|
|
183
|
|
|
16,209
|
|
|
183
|
|
||||
|
Consumer financing interest
|
6,172
|
|
|
5,654
|
|
|
12,778
|
|
|
11,592
|
|
||||
|
Royalty fee
|
16,198
|
|
|
16,307
|
|
|
31,022
|
|
|
32,377
|
|
||||
|
Cost reimbursements
|
201,470
|
|
|
186,820
|
|
|
417,658
|
|
|
384,034
|
|
||||
|
TOTAL EXPENSES
|
546,928
|
|
|
489,309
|
|
|
1,064,100
|
|
|
972,535
|
|
||||
|
Losses and other expense, net
|
(6,586
|
)
|
|
(166
|
)
|
|
(6,140
|
)
|
|
(225
|
)
|
||||
|
Interest expense
|
(4,112
|
)
|
|
(1,757
|
)
|
|
(8,429
|
)
|
|
(2,538
|
)
|
||||
|
Other
|
(19,686
|
)
|
|
(100
|
)
|
|
(22,802
|
)
|
|
(469
|
)
|
||||
|
INCOME BEFORE INCOME TAXES
|
17,380
|
|
|
71,104
|
|
|
64,070
|
|
|
114,969
|
|
||||
|
Provision for income taxes
|
(6,619
|
)
|
|
(22,918
|
)
|
|
(17,328
|
)
|
|
(38,893
|
)
|
||||
|
NET INCOME
|
$
|
10,761
|
|
|
$
|
48,186
|
|
|
$
|
46,742
|
|
|
$
|
76,076
|
|
|
|
Three Months Ended
|
|
Change
|
|
% Change
|
||||||||
|
($ in thousands)
|
June 30, 2018
|
|
June 30, 2017
|
|
|
||||||||
|
Contract sales
|
|
|
|
|
|
|
|
||||||
|
North America
|
$
|
211,469
|
|
|
$
|
195,791
|
|
|
$
|
15,678
|
|
|
8%
|
|
Asia Pacific
|
13,784
|
|
|
11,614
|
|
|
2,170
|
|
|
19%
|
|||
|
Europe
|
7,390
|
|
|
7,580
|
|
|
(190
|
)
|
|
(3%)
|
|||
|
Total contract sales
|
$
|
232,643
|
|
|
$
|
214,985
|
|
|
$
|
17,658
|
|
|
8%
|
|
|
Six Months Ended
|
|
Change
|
|
% Change
|
||||||||
|
($ in thousands)
|
June 30, 2018
|
|
June 30, 2017
|
|
|
||||||||
|
Contract sales
|
|
|
|
|
|
|
|
||||||
|
North America
|
$
|
398,613
|
|
|
$
|
379,011
|
|
|
$
|
19,602
|
|
|
5%
|
|
Asia Pacific
|
26,127
|
|
|
23,562
|
|
|
2,565
|
|
|
11%
|
|||
|
Europe
|
11,564
|
|
|
12,030
|
|
|
(466
|
)
|
|
(4%)
|
|||
|
Total contract sales
|
$
|
436,304
|
|
|
$
|
414,603
|
|
|
$
|
21,701
|
|
|
5%
|
|
|
Three Months Ended
|
|
Change
|
|
% Change
|
||||||||
|
($ in thousands)
|
June 30, 2018
|
|
June 30, 2017
|
|
|
||||||||
|
Contract sales
|
$
|
232,643
|
|
|
$
|
214,985
|
|
|
$
|
17,658
|
|
|
8%
|
|
Less resales contract sales
|
(7,392
|
)
|
|
(5,093
|
)
|
|
(2,299
|
)
|
|
|
|||
|
Contract sales, net of resales
|
225,251
|
|
|
209,892
|
|
|
15,359
|
|
|
|
|||
|
Plus:
|
|
|
|
|
|
|
|
||||||
|
Settlement revenue
(1)
|
4,228
|
|
|
4,103
|
|
|
125
|
|
|
|
|||
|
Resales revenue
(1)
|
2,740
|
|
|
2,561
|
|
|
179
|
|
|
|
|||
|
Revenue recognition adjustments:
|
|
|
|
|
|
|
|
||||||
|
Reportability
|
(4,180
|
)
|
|
9,862
|
|
|
(14,042
|
)
|
|
|
|||
|
Sales reserve
|
(15,095
|
)
|
|
(14,337
|
)
|
|
(758
|
)
|
|
|
|||
|
Other
(2)
|
(7,776
|
)
|
|
(10,225
|
)
|
|
2,449
|
|
|
|
|||
|
Sale of vacation ownership products
|
$
|
205,168
|
|
|
$
|
201,856
|
|
|
$
|
3,312
|
|
|
2%
|
|
(1)
|
Previously included in Resort management and other services revenue prior to the adoption of the new Revenue Standard.
|
|
(2)
|
Adjustment for sales incentives that will not be recognized as Sale of vacation ownership products revenue and other adjustments to Sale of vacation ownership products revenue.
|
|
|
Six Months Ended
|
|
Change
|
|
% Change
|
||||||||
|
($ in thousands)
|
June 30, 2018
|
|
June 30, 2017
|
|
|
||||||||
|
Contract sales
|
$
|
436,304
|
|
|
$
|
414,603
|
|
|
$
|
21,701
|
|
|
5%
|
|
Less resales contract sales
|
(14,932
|
)
|
|
(10,876
|
)
|
|
(4,056
|
)
|
|
|
|||
|
Contract sales, net of resales
|
421,372
|
|
|
403,727
|
|
|
17,645
|
|
|
|
|||
|
Plus:
|
|
|
|
|
|
|
|
||||||
|
Settlement revenue
(1)
|
7,741
|
|
|
7,439
|
|
|
302
|
|
|
|
|||
|
Resales revenue
(1)
|
4,946
|
|
|
4,146
|
|
|
800
|
|
|
|
|||
|
Revenue recognition adjustments:
|
|
|
|
|
|
|
|
||||||
|
Reportability
|
(15,690
|
)
|
|
(4,288
|
)
|
|
(11,402
|
)
|
|
|
|||
|
Sales reserve
|
(23,970
|
)
|
|
(27,059
|
)
|
|
3,089
|
|
|
|
|||
|
Other
(2)
|
(14,442
|
)
|
|
(18,232
|
)
|
|
3,790
|
|
|
|
|||
|
Sale of vacation ownership products
|
$
|
379,957
|
|
|
$
|
365,733
|
|
|
$
|
14,224
|
|
|
4%
|
|
(1)
|
Previously included in Resort management and other services revenue prior to the adoption of the new Revenue Standard.
|
|
(2)
|
Adjustment for sales incentives that will not be recognized as Sale of vacation ownership products revenue and other adjustments to Sale of vacation ownership products revenue.
|
|
|
Three Months Ended
|
|
Change
|
|
% Change
|
||||||||
|
($ in thousands)
|
June 30, 2018
|
|
June 30, 2017
|
|
|
||||||||
|
Sale of vacation ownership products
|
$
|
205,168
|
|
|
$
|
201,856
|
|
|
$
|
3,312
|
|
|
2%
|
|
Cost of vacation ownership products
|
(56,863
|
)
|
|
(51,025
|
)
|
|
(5,838
|
)
|
|
(11%)
|
|||
|
Marketing and sales
|
(109,315
|
)
|
|
(99,168
|
)
|
|
(10,147
|
)
|
|
(10%)
|
|||
|
Development margin
|
$
|
38,990
|
|
|
$
|
51,663
|
|
|
$
|
(12,673
|
)
|
|
(25%)
|
|
Development margin percentage
|
19.0%
|
|
25.6%
|
|
(6.6 pts)
|
|
|
||||||
|
•
|
$9.6 million
of
unfavorable
revenue reportability compared to the
2017 second quarter
;
|
|
•
|
$5.7 million
from
an unfavorable
mix of
higher
cost real estate inventory being sold; and
|
|
•
|
$1.3 million
from
higher
marketing and sales costs; and
|
|
•
|
$0.3 million
from
higher
sales reserve activity.
|
|
•
|
$2.6 million
from
higher
vacation ownership contract sales volume net of the sales reserve and direct variable expenses (i.e., cost of vacation ownership products and marketing and sales);
|
|
•
|
$1.1 million
from the lower utilization of sales incentives in our North America segment offset by changes in other expenses; and
|
|
•
|
$0.5 million
of
favorable
changes in product cost true-up activity (
$1.0 million
of
favorable
true-up activity in the
2018 second quarter
compared to
$0.5 million
of
favorable
true-up activity in the
2017 second quarter
).
|
|
|
Six Months Ended
|
|
Change
|
|
% Change
|
||||||||
|
($ in thousands)
|
June 30, 2018
|
|
June 30, 2017
|
|
|
||||||||
|
Sale of vacation ownership products
|
$
|
379,957
|
|
|
$
|
365,733
|
|
|
$
|
14,224
|
|
|
4%
|
|
Cost of vacation ownership products
|
(103,226
|
)
|
|
(94,796
|
)
|
|
(8,430
|
)
|
|
(9%)
|
|||
|
Marketing and sales
|
(215,249
|
)
|
|
(196,666
|
)
|
|
(18,583
|
)
|
|
(9%)
|
|||
|
Development margin
|
$
|
61,482
|
|
|
$
|
74,271
|
|
|
$
|
(12,789
|
)
|
|
(17%)
|
|
Development margin percentage
|
16.2%
|
|
20.3%
|
|
(4.1 pts)
|
|
|
||||||
|
•
|
$7.6 million
of
unfavorable
revenue reportability compared to the
2017 first half
;
|
|
•
|
$7.6 million
from higher marketing and sales costs; and
|
|
•
|
$6.6 million
from an unfavorable mix of higher cost real estate inventory being sold.
|
|
•
|
$3.7 million
from higher vacation ownership contract sales volume net of the sales reserve and direct variable expenses (i.e., cost of vacation ownership products and marketing and sales);
|
|
•
|
$3.2 million
from
lower
sales reserve activity;
|
|
•
|
$1.5 million
from the lower utilization of sales incentives in our North America segment and decreases in other expenses; and
|
|
•
|
$0.6 million
of
favorable
changes in product cost true-up activity (
$0.2 million
of
favorable
true-up activity in the
2018 first half
compared to
$0.4 million
of
unfavorable
true-up activity in the
2017 first half
).
|
|
|
Three Months Ended
|
|
Change
|
|
% Change
|
||||||||
|
($ in thousands)
|
June 30, 2018
|
|
June 30, 2017
|
|
|
||||||||
|
Management fee revenues
|
$
|
25,316
|
|
|
$
|
22,028
|
|
|
$
|
3,288
|
|
|
15%
|
|
Ancillary revenues
|
35,412
|
|
|
33,040
|
|
|
2,372
|
|
|
7%
|
|||
|
Other services revenues
|
16,914
|
|
|
16,872
|
|
|
42
|
|
|
—%
|
|||
|
Resort management and other services revenues
|
77,642
|
|
|
71,940
|
|
|
5,702
|
|
|
8%
|
|||
|
Resort management and other services expenses
|
(41,079
|
)
|
|
(39,413
|
)
|
|
(1,666
|
)
|
|
(4%)
|
|||
|
Resort management and other services margin
|
$
|
36,563
|
|
|
$
|
32,527
|
|
|
$
|
4,036
|
|
|
12%
|
|
Resort management and other services margin percentage
|
47.1%
|
|
45.2%
|
|
1.9 pts
|
|
|
||||||
|
|
Six Months Ended
|
|
Change
|
|
% Change
|
||||||||
|
($ in thousands)
|
June 30, 2018
|
|
June 30, 2017
|
|
|
||||||||
|
Management fee revenues
|
$
|
49,490
|
|
|
$
|
44,143
|
|
|
$
|
5,347
|
|
|
12%
|
|
Ancillary revenues
|
63,911
|
|
|
60,309
|
|
|
3,602
|
|
|
6%
|
|||
|
Other services revenues
|
34,421
|
|
|
34,907
|
|
|
(486
|
)
|
|
(1%)
|
|||
|
Resort management and other services revenues
|
147,822
|
|
|
139,359
|
|
|
8,463
|
|
|
6%
|
|||
|
Resort management and other services expenses
|
(78,857
|
)
|
|
(76,884
|
)
|
|
(1,973
|
)
|
|
(3%)
|
|||
|
Resort management and other services margin
|
$
|
68,965
|
|
|
$
|
62,475
|
|
|
$
|
6,490
|
|
|
10%
|
|
Resort management and other services margin percentage
|
46.7%
|
|
44.8%
|
|
1.9 pts
|
|
|
||||||
|
|
Three Months Ended
|
|
Change
|
|
% Change
|
||||||||
|
($ in thousands)
|
June 30, 2018
|
|
June 30, 2017
|
|
|
||||||||
|
Interest income
|
$
|
34,127
|
|
|
$
|
30,803
|
|
|
$
|
3,324
|
|
|
11%
|
|
Other financing revenues
|
1,724
|
|
|
1,727
|
|
|
(3
|
)
|
|
—%
|
|||
|
Financing revenues
|
35,851
|
|
|
32,530
|
|
|
3,321
|
|
|
10%
|
|||
|
Financing expenses
|
(3,788
|
)
|
|
(3,449
|
)
|
|
(339
|
)
|
|
(10%)
|
|||
|
Consumer financing interest expense
|
(6,172
|
)
|
|
(5,654
|
)
|
|
(518
|
)
|
|
(9%)
|
|||
|
Financing margin
|
$
|
25,891
|
|
|
$
|
23,427
|
|
|
$
|
2,464
|
|
|
11%
|
|
Financing propensity
|
62.7%
|
|
63.0%
|
|
|
|
|
||||||
|
|
Six Months Ended
|
|
Change
|
|
% Change
|
||||||||
|
($ in thousands)
|
June 30, 2018
|
|
June 30, 2017
|
|
|
||||||||
|
Interest income
|
$
|
67,825
|
|
|
$
|
61,159
|
|
|
$
|
6,666
|
|
|
11%
|
|
Other financing revenues
|
3,508
|
|
|
3,482
|
|
|
26
|
|
|
1%
|
|||
|
Financing revenues
|
71,333
|
|
|
64,641
|
|
|
6,692
|
|
|
10%
|
|||
|
Financing expenses
|
(8,036
|
)
|
|
(7,466
|
)
|
|
(570
|
)
|
|
(8%)
|
|||
|
Consumer financing interest expense
|
(12,778
|
)
|
|
(11,592
|
)
|
|
(1,186
|
)
|
|
(10%)
|
|||
|
Financing margin
|
$
|
50,519
|
|
|
$
|
45,583
|
|
|
$
|
4,936
|
|
|
11%
|
|
Financing propensity
|
62.2%
|
|
64.4%
|
|
|
|
|
||||||
|
|
Three Months Ended
|
|
Change
|
|
% Change
|
||||||||
|
($ in thousands)
|
June 30, 2018
|
|
June 30, 2017
|
|
|
||||||||
|
Rental revenues
|
$
|
74,561
|
|
|
$
|
69,290
|
|
|
$
|
5,271
|
|
|
8%
|
|
Rental expenses
|
(62,739
|
)
|
|
(57,756
|
)
|
|
(4,983
|
)
|
|
(9%)
|
|||
|
Rental margin
|
$
|
11,822
|
|
|
$
|
11,534
|
|
|
$
|
288
|
|
|
2%
|
|
Rental margin percentage
|
15.9%
|
|
16.6%
|
|
(0.7 pts)
|
|
|
||||||
|
|
Three Months Ended
|
|
Change
|
|
% Change
|
||||||||
|
|
June 30, 2018
|
|
June 30, 2017
|
|
|
||||||||
|
Transient keys rented
(1)
|
336,892
|
|
|
333,874
|
|
|
3,018
|
|
1%
|
||||
|
Average transient key rate
|
$
|
216.53
|
|
|
$
|
212.92
|
|
|
$
|
3.61
|
|
|
2%
|
|
Resort occupancy
|
92.0%
|
|
89.4%
|
|
2.6 pts
|
|
|
||||||
|
(1)
|
Transient keys rented exclude those occupied through the use of plus points and preview stays.
|
|
|
Six Months Ended
|
|
Change
|
|
% Change
|
||||||||
|
($ in thousands)
|
June 30, 2018
|
|
June 30, 2017
|
|
|
||||||||
|
Rental revenues
|
$
|
148,771
|
|
|
$
|
136,969
|
|
|
$
|
11,802
|
|
|
9%
|
|
Rental expenses
|
(118,638
|
)
|
|
(111,464
|
)
|
|
(7,174
|
)
|
|
(6%)
|
|||
|
Rental margin
|
$
|
30,133
|
|
|
$
|
25,505
|
|
|
$
|
4,628
|
|
|
18%
|
|
Rental margin percentage
|
20.3%
|
|
18.6%
|
|
1.7 pts
|
|
|
||||||
|
|
Six Months Ended
|
|
Change
|
|
% Change
|
||||||||
|
|
June 30, 2018
|
|
June 30, 2017
|
|
|
||||||||
|
Transient keys rented
(1)
|
669,800
|
|
|
660,213
|
|
|
9,587
|
|
1%
|
||||
|
Average transient key rate
|
$
|
225.78
|
|
|
$
|
220.27
|
|
|
$
|
5.51
|
|
|
3%
|
|
Resort occupancy
|
90.0%
|
|
88.5%
|
|
1.5 pts
|
|
|
||||||
|
(1)
|
Transient keys rented exclude those occupied through the use of plus points and preview stays.
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
($ in thousands)
|
June 30, 2018
|
|
June 30, 2017
|
|
June 30, 2018
|
|
June 30, 2017
|
||||||||
|
Net income
|
$
|
10,761
|
|
|
$
|
48,186
|
|
|
$
|
46,742
|
|
|
$
|
76,076
|
|
|
Interest expense
|
4,112
|
|
|
1,757
|
|
|
8,429
|
|
|
2,538
|
|
||||
|
Tax provision
|
6,619
|
|
|
22,918
|
|
|
17,328
|
|
|
38,893
|
|
||||
|
Depreciation and amortization
|
5,770
|
|
|
5,001
|
|
|
11,371
|
|
|
10,192
|
|
||||
|
EBITDA
|
27,262
|
|
|
77,862
|
|
|
83,870
|
|
|
127,699
|
|
||||
|
Non-cash share-based compensation
|
6,117
|
|
|
5,175
|
|
|
9,718
|
|
|
8,451
|
|
||||
|
Certain items
|
42,673
|
|
|
548
|
|
|
45,284
|
|
|
1,019
|
|
||||
|
Adjusted EBITDA
|
$
|
76,052
|
|
|
$
|
83,585
|
|
|
$
|
138,872
|
|
|
$
|
137,169
|
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
($ in thousands)
|
June 30, 2018
|
|
June 30, 2017
|
|
June 30, 2018
|
|
June 30, 2017
|
||||||||
|
REVENUES
|
|
|
|
|
|
|
|
||||||||
|
Sale of vacation ownership products
|
$
|
188,624
|
|
|
$
|
184,880
|
|
|
$
|
349,320
|
|
|
$
|
336,589
|
|
|
Resort management and other services
|
68,429
|
|
|
63,916
|
|
|
131,960
|
|
|
125,989
|
|
||||
|
Financing
|
33,912
|
|
|
30,719
|
|
|
67,441
|
|
|
60,958
|
|
||||
|
Rental
|
67,083
|
|
|
62,021
|
|
|
135,158
|
|
|
124,506
|
|
||||
|
Cost reimbursements
|
186,734
|
|
|
176,236
|
|
|
389,360
|
|
|
357,802
|
|
||||
|
TOTAL REVENUES
|
544,782
|
|
|
517,772
|
|
|
1,073,239
|
|
|
1,005,844
|
|
||||
|
EXPENSES
|
|
|
|
|
|
|
|
||||||||
|
Cost of vacation ownership products
|
50,123
|
|
|
45,808
|
|
|
91,108
|
|
|
84,731
|
|
||||
|
Marketing and sales
|
95,519
|
|
|
87,373
|
|
|
188,902
|
|
|
174,795
|
|
||||
|
Resort management and other services
|
33,881
|
|
|
33,355
|
|
|
66,164
|
|
|
66,324
|
|
||||
|
Rental
|
53,283
|
|
|
49,220
|
|
|
100,466
|
|
|
95,274
|
|
||||
|
Litigation settlement
|
15,199
|
|
|
—
|
|
|
14,988
|
|
|
—
|
|
||||
|
Royalty fee
|
3,641
|
|
|
3,038
|
|
|
5,478
|
|
|
5,728
|
|
||||
|
Cost reimbursements
|
186,734
|
|
|
176,236
|
|
|
389,360
|
|
|
357,802
|
|
||||
|
TOTAL EXPENSES
|
438,380
|
|
|
395,030
|
|
|
856,466
|
|
|
784,654
|
|
||||
|
Gains (losses) and other income (expense), net
|
17
|
|
|
(162
|
)
|
|
3
|
|
|
(196
|
)
|
||||
|
Other
|
26
|
|
|
74
|
|
|
(2,425
|
)
|
|
125
|
|
||||
|
SEGMENT FINANCIAL RESULTS
|
$
|
106,445
|
|
|
$
|
122,654
|
|
|
$
|
214,351
|
|
|
$
|
221,119
|
|
|
|
Three Months Ended
|
|
Change
|
|
% Change
|
||||||||
|
($ in thousands)
|
June 30, 2018
|
|
June 30, 2017
|
|
|
||||||||
|
Contract sales
|
$
|
211,469
|
|
|
$
|
195,791
|
|
|
$
|
15,678
|
|
|
8%
|
|
|
Six Months Ended
|
|
Change
|
|
% Change
|
||||||||
|
($ in thousands)
|
June 30, 2018
|
|
June 30, 2017
|
|
|
||||||||
|
Contract sales
|
$
|
398,613
|
|
|
$
|
379,011
|
|
|
$
|
19,602
|
|
|
5%
|
|
|
Three Months Ended
|
|
Change
|
|
% Change
|
||||||||
|
($ in thousands)
|
June 30, 2018
|
|
June 30, 2017
|
|
|
||||||||
|
Contract sales
|
$
|
211,469
|
|
|
$
|
195,791
|
|
|
$
|
15,678
|
|
|
8%
|
|
Less resales contract sales
|
(7,392
|
)
|
|
(4,908
|
)
|
|
(2,484
|
)
|
|
|
|||
|
Contract sales, net of resales
|
204,077
|
|
|
190,883
|
|
|
13,194
|
|
|
|
|||
|
Plus:
|
|
|
|
|
|
|
|
||||||
|
Settlement revenue
(1)
|
3,920
|
|
|
4,051
|
|
|
(131
|
)
|
|
|
|||
|
Resales revenue
(1)
|
2,594
|
|
|
2,561
|
|
|
33
|
|
|
|
|||
|
Revenue recognition adjustments:
|
|
|
|
|
|
|
|
||||||
|
Reportability
|
(1,560
|
)
|
|
9,512
|
|
|
(11,072
|
)
|
|
|
|||
|
Sales reserve
|
(13,250
|
)
|
|
(13,025
|
)
|
|
(225
|
)
|
|
|
|||
|
Other
(2)
|
(7,157
|
)
|
|
(9,102
|
)
|
|
1,945
|
|
|
|
|||
|
Sale of vacation ownership products
|
$
|
188,624
|
|
|
$
|
184,880
|
|
|
$
|
3,744
|
|
|
2%
|
|
(1)
|
Previously included in Resort management and other services revenue prior to the adoption of the new Revenue Standard.
|
|
(2)
|
Adjustment for sales incentives that will not be recognized as Sale of vacation ownership products revenue and other adjustments to Sale of vacation ownership products revenue.
|
|
|
Six Months Ended
|
|
Change
|
|
% Change
|
||||||||
|
($ in thousands)
|
June 30, 2018
|
|
June 30, 2017
|
|
|
||||||||
|
Contract sales
|
$
|
398,613
|
|
|
$
|
379,011
|
|
|
$
|
19,602
|
|
|
5%
|
|
Less resales contract sales
|
(14,604
|
)
|
|
(10,691
|
)
|
|
(3,913
|
)
|
|
|
|||
|
Contract sales, net of resales
|
384,009
|
|
|
368,320
|
|
|
15,689
|
|
|
|
|||
|
Plus:
|
|
|
|
|
|
|
|
||||||
|
Settlement revenue
(1)
|
7,412
|
|
|
7,337
|
|
|
75
|
|
|
|
|||
|
Resales revenue
(1)
|
4,724
|
|
|
4,146
|
|
|
578
|
|
|
|
|||
|
Revenue recognition adjustments:
|
|
|
|
|
|
|
|
||||||
|
Reportability
|
(12,465
|
)
|
|
(4,087
|
)
|
|
(8,378
|
)
|
|
|
|||
|
Sales reserve
|
(21,224
|
)
|
|
(22,791
|
)
|
|
1,567
|
|
|
|
|||
|
Other
(2)
|
(13,136
|
)
|
|
(16,336
|
)
|
|
3,200
|
|
|
|
|||
|
Sale of vacation ownership products
|
$
|
349,320
|
|
|
$
|
336,589
|
|
|
$
|
12,731
|
|
|
4%
|
|
(1)
|
Previously included in Resort management and other services revenue prior to the adoption of the new Revenue Standard.
|
|
(2)
|
Adjustment for sales incentives that will not be recognized as Sale of vacation ownership products revenue and other adjustments to Sale of vacation ownership products revenue.
|
|
|
Three Months Ended
|
|
Change
|
|
% Change
|
||||||||
|
($ in thousands)
|
June 30, 2018
|
|
June 30, 2017
|
|
|
||||||||
|
Sale of vacation ownership products
|
$
|
188,624
|
|
|
$
|
184,880
|
|
|
$
|
3,744
|
|
|
2%
|
|
Cost of vacation ownership products
|
(50,123
|
)
|
|
(45,808
|
)
|
|
(4,315
|
)
|
|
(9%)
|
|||
|
Marketing and sales
|
(95,519
|
)
|
|
(87,373
|
)
|
|
(8,146
|
)
|
|
(9%)
|
|||
|
Development margin
|
$
|
42,982
|
|
|
$
|
51,699
|
|
|
$
|
(8,717
|
)
|
|
(17%)
|
|
Development margin percentage
|
22.8%
|
|
28.0%
|
|
(5.2 pts)
|
|
|
||||||
|
•
|
$7.7 million
of
unfavorable
revenue reportability compared to the
2017 second quarter
;
|
|
•
|
$4.9 million
from
an unfavorable
mix of
higher
cost real estate inventory being sold; and
|
|
•
|
$0.7 million
from
higher
marketing and sales costs.
|
|
•
|
$2.2 million
from
higher
vacation ownership contract sales volume net of the sales reserve and direct variable expenses (i.e., cost of vacation ownership products and marketing and sales);
|
|
•
|
$1.5 million
from the lower utilization of sales incentives in our North America segment and decreases in other expenses;
|
|
•
|
$0.8 million
of
favorable
changes in product cost true-up activity (
$1.0 million
of
favorable
true-up activity in the
2018 second quarter
compared to
$0.2 million
of
favorable
true-up activity in the
2017 second quarter
); and
|
|
•
|
$0.1 million
from
lower
sales reserve activity in the
2018 second quarter
.
|
|
|
Six Months Ended
|
|
Change
|
|
% Change
|
||||||||
|
($ in thousands)
|
June 30, 2018
|
|
June 30, 2017
|
|
|
||||||||
|
Sale of vacation ownership products
|
$
|
349,320
|
|
|
$
|
336,589
|
|
|
$
|
12,731
|
|
|
4%
|
|
Cost of vacation ownership products
|
(91,108
|
)
|
|
(84,731
|
)
|
|
(6,377
|
)
|
|
(8%)
|
|||
|
Marketing and sales
|
(188,902
|
)
|
|
(174,795
|
)
|
|
(14,107
|
)
|
|
(8%)
|
|||
|
Development margin
|
$
|
69,310
|
|
|
$
|
77,063
|
|
|
$
|
(7,753
|
)
|
|
(10%)
|
|
Development margin percentage
|
19.8%
|
|
22.9%
|
|
(3.1 pts)
|
|
|
||||||
|
•
|
$5.6 million
of
unfavorable
revenue reportability compared to the
2017 first half
;
|
|
•
|
$5.6 million
from
an unfavorable
mix of
higher
cost real estate inventory being sold; and
|
|
•
|
$4.3 million
from
higher
marketing and sales costs.
|
|
•
|
$3.2 million
from
higher
vacation ownership contract sales volume net of the sales reserve and direct variable expenses (i.e., cost of vacation ownership products and marketing and sales);
|
|
•
|
$2.1 million
from
lower
sales reserve activity in the
2018 first half
;
|
|
•
|
$1.2 million
of
favorable
changes in product cost true-up activity (
$0.4 million
of
favorable
true-up activity in the
2018 first half
compared to
$0.9 million
of
unfavorable
true-up activity in the
2017 first half
); and
|
|
•
|
$1.2 million
from the lower utilization of sales incentives in our North America segment and decreases in other expenses.
|
|
|
Three Months Ended
|
|
Change
|
|
% Change
|
||||||||
|
($ in thousands)
|
June 30, 2018
|
|
June 30, 2017
|
|
|
||||||||
|
Management fee revenues
|
$
|
22,760
|
|
|
$
|
19,711
|
|
|
$
|
3,049
|
|
|
15%
|
|
Ancillary revenues
|
29,716
|
|
|
27,910
|
|
|
1,806
|
|
|
6%
|
|||
|
Other services revenues
|
15,953
|
|
|
16,295
|
|
|
(342
|
)
|
|
(2%)
|
|||
|
Resort management and other services revenues
|
68,429
|
|
|
63,916
|
|
|
4,513
|
|
|
7%
|
|||
|
Resort management and other services expenses
|
(33,881
|
)
|
|
(33,355
|
)
|
|
(526
|
)
|
|
(2%)
|
|||
|
Resort management and other services margin
|
$
|
34,548
|
|
|
$
|
30,561
|
|
|
$
|
3,987
|
|
|
13%
|
|
Resort management and other services margin
percentage |
50.5%
|
|
47.8%
|
|
2.7 pts
|
|
|
||||||
|
|
Six Months Ended
|
|
Change
|
|
% Change
|
||||||||
|
($ in thousands)
|
June 30, 2018
|
|
June 30, 2017
|
|
|
||||||||
|
Management fee revenues
|
$
|
44,323
|
|
|
$
|
39,627
|
|
|
$
|
4,696
|
|
|
12%
|
|
Ancillary revenues
|
55,113
|
|
|
52,598
|
|
|
2,515
|
|
|
5%
|
|||
|
Other services revenues
|
32,524
|
|
|
33,764
|
|
|
(1,240
|
)
|
|
(4%)
|
|||
|
Resort management and other services revenues
|
131,960
|
|
|
125,989
|
|
|
5,971
|
|
|
5%
|
|||
|
Resort management and other services expenses
|
(66,164
|
)
|
|
(66,324
|
)
|
|
160
|
|
|
—%
|
|||
|
Resort management and other services margin
|
$
|
65,796
|
|
|
$
|
59,665
|
|
|
$
|
6,131
|
|
|
10%
|
|
Resort management and other services margin
percentage |
49.9%
|
|
47.4%
|
|
2.5 pts
|
|
|
||||||
|
|
Three Months Ended
|
|
Change
|
|
% Change
|
||||||||
|
($ in thousands)
|
June 30, 2018
|
|
June 30, 2017
|
|
|
||||||||
|
Interest income
|
$
|
32,221
|
|
|
$
|
29,029
|
|
|
$
|
3,192
|
|
|
11%
|
|
Other financing revenues
|
1,691
|
|
|
1,690
|
|
|
1
|
|
|
—%
|
|||
|
Financing revenues
|
$
|
33,912
|
|
|
$
|
30,719
|
|
|
$
|
3,193
|
|
|
10%
|
|
Financing propensity
|
62.9%
|
|
62.9%
|
|
|
|
|
||||||
|
|
Six Months Ended
|
|
Change
|
|
% Change
|
||||||||
|
($ in thousands)
|
June 30, 2018
|
|
June 30, 2017
|
|
|
||||||||
|
Interest income
|
$
|
63,997
|
|
|
$
|
57,552
|
|
|
$
|
6,445
|
|
|
11%
|
|
Other financing revenues
|
3,444
|
|
|
3,406
|
|
|
38
|
|
|
1%
|
|||
|
Financing revenues
|
$
|
67,441
|
|
|
$
|
60,958
|
|
|
$
|
6,483
|
|
|
11%
|
|
Financing propensity
|
62.2%
|
|
64.4%
|
|
|
|
|
||||||
|
|
Three Months Ended
|
|
Change
|
|
% Change
|
||||||||
|
($ in thousands)
|
June 30, 2018
|
|
June 30, 2017
|
|
|||||||||
|
Rental revenues
|
$
|
67,083
|
|
|
$
|
62,021
|
|
|
$
|
5,062
|
|
|
8%
|
|
Rental expenses
|
(53,283
|
)
|
|
(49,220
|
)
|
|
(4,063
|
)
|
|
(8%)
|
|||
|
Rental margin
|
$
|
13,800
|
|
|
$
|
12,801
|
|
|
$
|
999
|
|
|
8%
|
|
Rental margin percentage
|
20.6%
|
|
20.6%
|
|
—%
|
|
|
||||||
|
|
Three Months Ended
|
|
Change
|
|
% Change
|
||||||||
|
|
June 30, 2018
|
|
June 30, 2017
|
|
|||||||||
|
Transient keys rented
(1)
|
310,561
|
|
|
306,830
|
|
|
3,731
|
|
|
1%
|
|||
|
Average transient key rate
|
$
|
211.18
|
|
|
$
|
207.98
|
|
|
$
|
3.20
|
|
|
2%
|
|
Resort occupancy
|
92.7%
|
|
89.7%
|
|
3.0 pts
|
|
|
||||||
|
(1)
|
Transient keys rented exclude those occupied through the use of plus points and preview stays.
|
|
|
Six Months Ended
|
|
Change
|
|
% Change
|
||||||||
|
($ in thousands)
|
June 30, 2018
|
|
June 30, 2017
|
|
|||||||||
|
Rental revenues
|
$
|
135,158
|
|
|
$
|
124,506
|
|
|
$
|
10,652
|
|
|
9%
|
|
Rental expenses
|
(100,466
|
)
|
|
(95,274
|
)
|
|
(5,192
|
)
|
|
(5%)
|
|||
|
Rental margin
|
$
|
34,692
|
|
|
$
|
29,232
|
|
|
$
|
5,460
|
|
|
19%
|
|
Rental margin percentage
|
25.7%
|
|
23.5%
|
|
2.2 pts
|
|
|
||||||
|
|
Six Months Ended
|
|
Change
|
|
% Change
|
||||||||
|
|
June 30, 2018
|
|
June 30, 2017
|
|
|||||||||
|
Transient keys rented
(1)
|
620,067
|
|
|
611,776
|
|
|
8,291
|
|
|
1%
|
|||
|
Average transient key rate
|
$
|
222.64
|
|
|
$
|
217.74
|
|
|
$
|
4.90
|
|
|
2%
|
|
Resort occupancy
|
90.9%
|
|
89.1%
|
|
1.8 pts
|
|
|
||||||
|
(1)
|
Transient keys rented exclude those occupied through the use of plus points and preview stays.
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
($ in thousands)
|
June 30, 2018
|
|
June 30, 2017
|
|
June 30, 2018
|
|
June 30, 2017
|
||||||||
|
REVENUES
|
|
|
|
|
|
|
|
||||||||
|
Sale of vacation ownership products
|
$
|
11,654
|
|
|
$
|
10,282
|
|
|
$
|
22,900
|
|
|
$
|
19,437
|
|
|
Resort management and other services
|
1,337
|
|
|
981
|
|
|
2,650
|
|
|
1,923
|
|
||||
|
Financing
|
1,238
|
|
|
1,105
|
|
|
2,452
|
|
|
2,228
|
|
||||
|
Rental
|
2,059
|
|
|
2,046
|
|
|
5,384
|
|
|
4,950
|
|
||||
|
Cost reimbursements
|
1,931
|
|
|
1,607
|
|
|
3,697
|
|
|
2,717
|
|
||||
|
TOTAL REVENUES
|
18,219
|
|
|
16,021
|
|
|
37,083
|
|
|
31,255
|
|
||||
|
EXPENSES
|
|
|
|
|
|
|
|
||||||||
|
Cost of vacation ownership products
|
3,490
|
|
|
2,184
|
|
|
6,636
|
|
|
4,242
|
|
||||
|
Marketing and sales
|
9,379
|
|
|
7,618
|
|
|
18,016
|
|
|
14,381
|
|
||||
|
Resort management and other services
|
1,271
|
|
|
831
|
|
|
2,382
|
|
|
1,703
|
|
||||
|
Rental
|
5,019
|
|
|
4,315
|
|
|
10,045
|
|
|
8,641
|
|
||||
|
Royalty fee
|
268
|
|
|
221
|
|
|
521
|
|
|
449
|
|
||||
|
Cost reimbursements
|
1,931
|
|
|
1,607
|
|
|
3,697
|
|
|
2,717
|
|
||||
|
TOTAL EXPENSES
|
21,358
|
|
|
16,776
|
|
|
41,297
|
|
|
32,133
|
|
||||
|
Gains (losses) and other income (expense), net
|
43
|
|
|
—
|
|
|
43
|
|
|
(20
|
)
|
||||
|
Other
|
(5
|
)
|
|
(2
|
)
|
|
(10
|
)
|
|
(10
|
)
|
||||
|
SEGMENT FINANCIAL RESULTS
|
$
|
(3,101
|
)
|
|
$
|
(757
|
)
|
|
$
|
(4,181
|
)
|
|
$
|
(908
|
)
|
|
|
Three Months Ended
|
|
Change
|
|
% Change
|
||||||||
|
($ in thousands)
|
June 30, 2018
|
|
June 30, 2017
|
|
|||||||||
|
Contract sales
|
$
|
13,784
|
|
|
$
|
11,614
|
|
|
$
|
2,170
|
|
|
19%
|
|
|
Six Months Ended
|
|
Change
|
|
% Change
|
||||||||
|
($ in thousands)
|
June 30, 2018
|
|
June 30, 2017
|
|
|||||||||
|
Contract sales
|
$
|
26,127
|
|
|
$
|
23,562
|
|
|
$
|
2,565
|
|
|
11%
|
|
|
Three Months Ended
|
|
Change
|
|
% Change
|
||||||||
|
($ in thousands)
|
June 30, 2018
|
|
June 30, 2017
|
|
|
||||||||
|
Contract sales
|
$
|
13,784
|
|
|
$
|
11,614
|
|
|
$
|
2,170
|
|
|
19%
|
|
Plus:
|
|
|
|
|
|
|
|
||||||
|
Settlement revenue
(1)
|
209
|
|
|
46
|
|
|
163
|
|
|
|
|||
|
Revenue recognition adjustments:
|
|
|
|
|
|
|
|
||||||
|
Reportability
|
(924
|
)
|
|
(370
|
)
|
|
(554
|
)
|
|
|
|||
|
Sales reserve
|
(995
|
)
|
|
(376
|
)
|
|
(619
|
)
|
|
|
|||
|
Other
(2)
|
(420
|
)
|
|
(632
|
)
|
|
212
|
|
|
|
|||
|
Sale of vacation ownership products
|
$
|
11,654
|
|
|
$
|
10,282
|
|
|
$
|
1,372
|
|
|
13%
|
|
(1)
|
Previously included in Resort management and other services revenue prior to the adoption of the new Revenue Standard.
|
|
(2)
|
Adjustment for sales incentives that will not be recognized as Sale of vacation ownership products revenue and other adjustments to Sale of vacation ownership products revenue.
|
|
|
Six Months Ended
|
|
Change
|
|
% Change
|
||||||||
|
($ in thousands)
|
June 30, 2018
|
|
June 30, 2017
|
|
|
||||||||
|
Contract sales
|
$
|
26,127
|
|
|
$
|
23,562
|
|
|
$
|
2,565
|
|
|
11%
|
|
Plus:
|
|
|
|
|
|
|
|
||||||
|
Settlement revenue
(1)
|
223
|
|
|
91
|
|
|
132
|
|
|
|
|||
|
Revenue recognition adjustments:
|
|
|
|
|
|
|
|
||||||
|
Reportability
|
(720
|
)
|
|
(785
|
)
|
|
65
|
|
|
|
|||
|
Sales reserve
|
(1,677
|
)
|
|
(2,212
|
)
|
|
535
|
|
|
|
|||
|
Other
(2)
|
(1,053
|
)
|
|
(1,219
|
)
|
|
166
|
|
|
|
|||
|
Sale of vacation ownership products
|
$
|
22,900
|
|
|
$
|
19,437
|
|
|
$
|
3,463
|
|
|
18%
|
|
(1)
|
Previously included in Resort management and other services revenue prior to the adoption of the new Revenue Standard.
|
|
(2)
|
Adjustment for sales incentives that will not be recognized as Sale of vacation ownership products revenue and other adjustments to Sale of vacation ownership products revenue.
|
|
|
Three Months Ended
|
|
Change
|
|
% Change
|
||||||||
|
($ in thousands)
|
June 30, 2018
|
|
June 30, 2017
|
|
|||||||||
|
Sale of vacation ownership products
|
$
|
11,654
|
|
|
$
|
10,282
|
|
|
$
|
1,372
|
|
|
13%
|
|
Cost of vacation ownership products
|
(3,490
|
)
|
|
(2,184
|
)
|
|
(1,306
|
)
|
|
(60%)
|
|||
|
Marketing and sales
|
(9,379
|
)
|
|
(7,618
|
)
|
|
(1,761
|
)
|
|
(23%)
|
|||
|
Development margin
|
$
|
(1,215
|
)
|
|
$
|
480
|
|
|
$
|
(1,695
|
)
|
|
(353%)
|
|
Development margin percentage
|
(10.4%)
|
|
4.7%
|
|
(15.1 pts)
|
|
|
||||||
|
|
Six Months Ended
|
|
Change
|
|
% Change
|
||||||||
|
($ in thousands)
|
June 30, 2018
|
|
June 30, 2017
|
|
|||||||||
|
Sale of vacation ownership products
|
$
|
22,900
|
|
|
$
|
19,437
|
|
|
$
|
3,463
|
|
|
18%
|
|
Cost of vacation ownership products
|
(6,636
|
)
|
|
(4,242
|
)
|
|
(2,394
|
)
|
|
(56%)
|
|||
|
Marketing and sales
|
(18,016
|
)
|
|
(14,381
|
)
|
|
(3,635
|
)
|
|
(25%)
|
|||
|
Development margin
|
$
|
(1,752
|
)
|
|
$
|
814
|
|
|
$
|
(2,566
|
)
|
|
(315%)
|
|
Development margin percentage
|
(7.7%)
|
|
4.2%
|
|
(11.9 pts)
|
|
|
||||||
|
|
Three Months Ended
|
|
Change
|
|
% Change
|
||||||||
|
($ in thousands)
|
June 30, 2018
|
|
June 30, 2017
|
|
|||||||||
|
Management fee revenues
|
$
|
742
|
|
|
$
|
694
|
|
|
$
|
48
|
|
|
7%
|
|
Ancillary revenues
|
96
|
|
|
—
|
|
|
96
|
|
|
NA
|
|||
|
Other services revenues
|
499
|
|
|
287
|
|
|
212
|
|
|
74%
|
|||
|
Resort management and other services revenues
|
1,337
|
|
|
981
|
|
|
356
|
|
|
36%
|
|||
|
Resort management and other services expenses
|
(1,271
|
)
|
|
(831
|
)
|
|
(440
|
)
|
|
(53%)
|
|||
|
Resort management and other services margin
|
$
|
66
|
|
|
$
|
150
|
|
|
$
|
(84
|
)
|
|
(56%)
|
|
Resort management and other services margin percentage
|
4.9%
|
|
15.3%
|
|
(10.4 pts)
|
|
|
||||||
|
|
Six Months Ended
|
|
Change
|
|
% Change
|
||||||||
|
($ in thousands)
|
June 30, 2018
|
|
June 30, 2017
|
|
|||||||||
|
Management fee revenues
|
$
|
1,514
|
|
|
$
|
1,386
|
|
|
$
|
128
|
|
|
9%
|
|
Ancillary revenues
|
141
|
|
|
—
|
|
|
141
|
|
|
NA
|
|||
|
Other services revenues
|
995
|
|
|
537
|
|
|
458
|
|
|
85%
|
|||
|
Resort management and other services revenues
|
2,650
|
|
|
1,923
|
|
|
727
|
|
|
38%
|
|||
|
Resort management and other services expenses
|
(2,382
|
)
|
|
(1,703
|
)
|
|
(679
|
)
|
|
(40%)
|
|||
|
Resort management and other services margin
|
$
|
268
|
|
|
$
|
220
|
|
|
$
|
48
|
|
|
22%
|
|
Resort management and other services margin percentage
|
10.1%
|
|
11.4%
|
|
(1.3 pts)
|
|
|
||||||
|
|
Three Months Ended
|
|
Change
|
|
% Change
|
||||||||
|
($ in thousands)
|
June 30, 2018
|
|
June 30, 2017
|
|
|||||||||
|
Rental revenues
|
$
|
2,059
|
|
|
$
|
2,046
|
|
|
$
|
13
|
|
|
1%
|
|
Rental expenses
|
(5,019
|
)
|
|
(4,315
|
)
|
|
(704
|
)
|
|
(16%)
|
|||
|
Rental margin
|
$
|
(2,960
|
)
|
|
$
|
(2,269
|
)
|
|
$
|
(691
|
)
|
|
(30%)
|
|
Rental margin percentage
|
(143.8%)
|
|
(110.9%)
|
|
(32.9 pts)
|
|
|
||||||
|
|
Six Months Ended
|
|
Change
|
|
% Change
|
||||||||
|
($ in thousands)
|
June 30, 2018
|
|
June 30, 2017
|
|
|||||||||
|
Rental revenues
|
$
|
5,384
|
|
|
$
|
4,950
|
|
|
$
|
434
|
|
|
9%
|
|
Rental expenses
|
(10,045
|
)
|
|
(8,641
|
)
|
|
(1,404
|
)
|
|
(16%)
|
|||
|
Rental margin
|
$
|
(4,661
|
)
|
|
$
|
(3,691
|
)
|
|
$
|
(970
|
)
|
|
(26%)
|
|
Rental margin percentage
|
(86.6%)
|
|
(74.6%)
|
|
(12.0 pts)
|
|
|
||||||
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
($ in thousands)
|
June 30, 2018
|
|
June 30, 2017
|
|
June 30, 2018
|
|
June 30, 2017
|
||||||||
|
REVENUES
|
|
|
|
|
|
|
|
||||||||
|
Sale of vacation ownership products
|
$
|
4,890
|
|
|
$
|
6,694
|
|
|
$
|
7,737
|
|
|
$
|
9,707
|
|
|
Resort management and other services
|
7,876
|
|
|
7,043
|
|
|
13,212
|
|
|
11,447
|
|
||||
|
Financing
|
701
|
|
|
706
|
|
|
1,440
|
|
|
1,455
|
|
||||
|
Rental
|
5,419
|
|
|
5,223
|
|
|
8,229
|
|
|
7,513
|
|
||||
|
Cost reimbursements
|
12,805
|
|
|
8,977
|
|
|
24,601
|
|
|
23,515
|
|
||||
|
TOTAL REVENUES
|
31,691
|
|
|
28,643
|
|
|
55,219
|
|
|
53,637
|
|
||||
|
EXPENSES
|
|
|
|
|
|
|
|
||||||||
|
Cost of vacation ownership products
|
823
|
|
|
1,137
|
|
|
1,233
|
|
|
1,692
|
|
||||
|
Marketing and sales
|
4,417
|
|
|
4,177
|
|
|
8,331
|
|
|
7,490
|
|
||||
|
Resort management and other services
|
5,927
|
|
|
5,227
|
|
|
10,311
|
|
|
8,857
|
|
||||
|
Rental
|
4,437
|
|
|
4,221
|
|
|
8,127
|
|
|
7,549
|
|
||||
|
Litigation settlement
|
1,100
|
|
|
—
|
|
|
1,208
|
|
|
—
|
|
||||
|
Royalty fee
|
71
|
|
|
79
|
|
|
111
|
|
|
125
|
|
||||
|
Cost reimbursements
|
12,805
|
|
|
8,977
|
|
|
24,601
|
|
|
23,515
|
|
||||
|
TOTAL EXPENSES
|
29,580
|
|
|
23,818
|
|
|
53,922
|
|
|
49,228
|
|
||||
|
SEGMENT FINANCIAL RESULTS
|
$
|
2,111
|
|
|
$
|
4,825
|
|
|
$
|
1,297
|
|
|
$
|
4,409
|
|
|
|
Three Months Ended
|
|
Change
|
|
% Change
|
||||||||
|
($ in thousands)
|
June 30, 2018
|
|
June 30, 2017
|
|
|||||||||
|
Contract sales
|
$
|
7,390
|
|
|
$
|
7,580
|
|
|
$
|
(190
|
)
|
|
(3%)
|
|
|
Six Months Ended
|
|
Change
|
|
% Change
|
||||||||
|
($ in thousands)
|
June 30, 2018
|
|
June 30, 2017
|
|
|||||||||
|
Contract sales
|
$
|
11,564
|
|
|
$
|
12,030
|
|
|
$
|
(466
|
)
|
|
(4%)
|
|
|
Three Months Ended
|
|
Change
|
|
% Change
|
||||||||
|
($ in thousands)
|
June 30, 2018
|
|
June 30, 2017
|
|
|
||||||||
|
Contract sales
|
$
|
7,390
|
|
|
$
|
7,580
|
|
|
$
|
(190
|
)
|
|
(3%)
|
|
Less resales contract sales
|
—
|
|
|
(185
|
)
|
|
185
|
|
|
|
|||
|
Contract sales, net of resales
|
7,390
|
|
|
7,395
|
|
|
(5
|
)
|
|
|
|||
|
Plus:
|
|
|
|
|
|
|
|
||||||
|
Settlement revenue
(1)
|
99
|
|
|
6
|
|
|
93
|
|
|
|
|||
|
Resales revenue
(1)
|
146
|
|
|
—
|
|
|
146
|
|
|
|
|||
|
Revenue recognition adjustments:
|
|
|
|
|
|
|
|
||||||
|
Reportability
|
(1,696
|
)
|
|
720
|
|
|
(2,416
|
)
|
|
|
|||
|
Sales reserve
|
(850
|
)
|
|
(936
|
)
|
|
86
|
|
|
|
|||
|
Other
(2)
|
(199
|
)
|
|
(491
|
)
|
|
292
|
|
|
|
|||
|
Sale of vacation ownership products
|
$
|
4,890
|
|
|
$
|
6,694
|
|
|
$
|
(1,804
|
)
|
|
(27%)
|
|
(1)
|
Previously included in Resort management and other services revenue prior to the adoption of the new Revenue Standard.
|
|
(2)
|
Adjustment for sales incentives that will not be recognized as Sale of vacation ownership products revenue and other adjustments to Sale of vacation ownership products revenue.
|
|
|
Six Months Ended
|
|
Change
|
|
% Change
|
||||||||
|
($ in thousands)
|
June 30, 2018
|
|
June 30, 2017
|
|
|
||||||||
|
Contract sales
|
$
|
11,564
|
|
|
$
|
12,030
|
|
|
$
|
(466
|
)
|
|
(4%)
|
|
Less resales contract sales
|
(328
|
)
|
|
(185
|
)
|
|
(143
|
)
|
|
|
|||
|
Contract sales, net of resales
|
11,236
|
|
|
11,845
|
|
|
(609
|
)
|
|
|
|||
|
Plus:
|
|
|
|
|
|
|
|
||||||
|
Settlement revenue
(1)
|
106
|
|
|
11
|
|
|
95
|
|
|
|
|||
|
Resales revenue
(1)
|
222
|
|
|
—
|
|
|
222
|
|
|
|
|||
|
Revenue recognition adjustments:
|
|
|
|
|
|
|
|
||||||
|
Reportability
|
(2,505
|
)
|
|
584
|
|
|
(3,089
|
)
|
|
|
|||
|
Sales reserve
|
(1,069
|
)
|
|
(2,056
|
)
|
|
987
|
|
|
|
|||
|
Other
(2)
|
(253
|
)
|
|
(677
|
)
|
|
424
|
|
|
|
|||
|
Sale of vacation ownership products
|
$
|
7,737
|
|
|
$
|
9,707
|
|
|
$
|
(1,970
|
)
|
|
(20%)
|
|
(1)
|
Previously included in Resort management and other services revenue prior to the adoption of the new Revenue Standard.
|
|
(2)
|
Adjustment for sales incentives that will not be recognized as Sale of vacation ownership products revenue and other adjustments to Sale of vacation ownership products revenue.
|
|
|
Three Months Ended
|
|
Change
|
|
% Change
|
||||||||
|
($ in thousands)
|
June 30, 2018
|
|
June 30, 2017
|
|
|||||||||
|
Sale of vacation ownership products
|
$
|
4,890
|
|
|
$
|
6,694
|
|
|
$
|
(1,804
|
)
|
|
(27%)
|
|
Cost of vacation ownership products
|
(823
|
)
|
|
(1,137
|
)
|
|
314
|
|
|
28%
|
|||
|
Marketing and sales
|
(4,417
|
)
|
|
(4,177
|
)
|
|
(240
|
)
|
|
(6%)
|
|||
|
Development margin
|
$
|
(350
|
)
|
|
$
|
1,380
|
|
|
$
|
(1,730
|
)
|
|
(125%)
|
|
Development margin percentage
|
(7.2%)
|
|
20.6%
|
|
(27.8 pts)
|
|
|
||||||
|
|
Six Months Ended
|
|
Change
|
|
% Change
|
||||||||
|
($ in thousands)
|
June 30, 2018
|
|
June 30, 2017
|
|
|||||||||
|
Sale of vacation ownership products
|
$
|
7,737
|
|
|
$
|
9,707
|
|
|
$
|
(1,970
|
)
|
|
(20%)
|
|
Cost of vacation ownership products
|
(1,233
|
)
|
|
(1,692
|
)
|
|
459
|
|
|
27%
|
|||
|
Marketing and sales
|
(8,331
|
)
|
|
(7,490
|
)
|
|
(841
|
)
|
|
(11%)
|
|||
|
Development margin
|
$
|
(1,827
|
)
|
|
$
|
525
|
|
|
$
|
(2,352
|
)
|
|
(448%)
|
|
Development margin percentage
|
(23.6%)
|
|
5.4%
|
|
(29.0 pts)
|
|
|
||||||
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
($ in thousands)
|
June 30, 2018
|
|
June 30, 2017
|
|
June 30, 2018
|
|
June 30, 2017
|
||||||||
|
EXPENSES
|
|
|
|
|
|
|
|
||||||||
|
Cost of vacation ownership products
|
$
|
2,427
|
|
|
$
|
1,896
|
|
|
$
|
4,249
|
|
|
$
|
4,131
|
|
|
Financing
|
3,788
|
|
|
3,449
|
|
|
8,036
|
|
|
7,466
|
|
||||
|
General and administrative
|
32,992
|
|
|
29,534
|
|
|
62,427
|
|
|
57,073
|
|
||||
|
Litigation settlement
|
13
|
|
|
183
|
|
|
13
|
|
|
183
|
|
||||
|
Consumer financing interest
|
6,172
|
|
|
5,654
|
|
|
12,778
|
|
|
11,592
|
|
||||
|
Royalty fee
|
12,218
|
|
|
12,969
|
|
|
24,912
|
|
|
26,075
|
|
||||
|
TOTAL EXPENSES
|
57,610
|
|
|
53,685
|
|
|
112,415
|
|
|
106,520
|
|
||||
|
Losses and other expense, net
|
(6,646
|
)
|
|
(4
|
)
|
|
(6,186
|
)
|
|
(9
|
)
|
||||
|
Interest expense
|
(4,112
|
)
|
|
(1,757
|
)
|
|
(8,429
|
)
|
|
(2,538
|
)
|
||||
|
Other
|
(19,707
|
)
|
|
(172
|
)
|
|
(20,367
|
)
|
|
(584
|
)
|
||||
|
TOTAL FINANCIAL RESULTS
|
$
|
(88,075
|
)
|
|
$
|
(55,618
|
)
|
|
$
|
(147,397
|
)
|
|
$
|
(109,651
|
)
|
|
|
Six Months Ended
|
||||||
|
($ in thousands)
|
June 30, 2018
|
|
June 30, 2017
|
||||
|
Cash, cash equivalents and restricted cash provided by (used in):
|
|
|
|
||||
|
Operating activities
|
$
|
58,453
|
|
|
$
|
14,130
|
|
|
Investing activities
|
(18,932
|
)
|
|
(21,425
|
)
|
||
|
Financing activities
|
187,363
|
|
|
(63,865
|
)
|
||
|
Effect of change in exchange rates on cash, cash equivalents and restricted cash
|
707
|
|
|
1,962
|
|
||
|
Net change in cash, cash equivalents and restricted cash
|
$
|
227,591
|
|
|
$
|
(69,198
|
)
|
|
|
Six Months Ended
|
||||||
|
($ in thousands)
|
June 30, 2018
|
|
June 30, 2017
|
||||
|
Inventory spending
|
$
|
(52,145
|
)
|
|
$
|
(65,147
|
)
|
|
Purchase of vacation ownership units for future transfer to inventory
|
—
|
|
|
(33,594
|
)
|
||
|
Inventory costs
|
88,647
|
|
|
80,751
|
|
||
|
Inventory spending less than (in excess of) cost of sales
|
$
|
36,502
|
|
|
$
|
(17,990
|
)
|
|
|
Six Months Ended
|
||||||
|
($ in thousands)
|
June 30, 2018
|
|
June 30, 2017
|
||||
|
Vacation ownership notes receivable collections — non-securitized
|
$
|
49,742
|
|
|
$
|
41,307
|
|
|
Vacation ownership notes receivable collections — securitized
|
105,515
|
|
|
95,424
|
|
||
|
Vacation ownership notes receivable originations
|
(233,061
|
)
|
|
(228,048
|
)
|
||
|
Vacation ownership notes receivable collections less than originations
|
$
|
(77,804
|
)
|
|
$
|
(91,317
|
)
|
|
|
Six Months Ended
|
||||||
|
($ in thousands)
|
June 30, 2018
|
|
June 30, 2017
|
||||
|
Capital expenditures for property and equipment (excluding inventory)
|
$
|
(7,490
|
)
|
|
$
|
(11,344
|
)
|
|
Purchase of company owned life insurance
|
(11,562
|
)
|
|
(10,092
|
)
|
||
|
Dispositions, net
|
120
|
|
|
11
|
|
||
|
Net cash used in investing activities
|
$
|
(18,932
|
)
|
|
$
|
(21,425
|
)
|
|
|
Six Months Ended
|
||||||
|
($ in thousands)
|
June 30, 2018
|
|
June 30, 2017
|
||||
|
Borrowings from securitization transactions
|
$
|
423,000
|
|
|
$
|
50,260
|
|
|
Repayment of debt related to securitization transactions
|
(154,271
|
)
|
|
(117,400
|
)
|
||
|
Borrowings from Revolving Corporate Credit Facility
|
—
|
|
|
60,000
|
|
||
|
Repayment of Revolving Corporate Credit Facility
|
—
|
|
|
(12,500
|
)
|
||
|
Repayment of non-interest bearing note payable
|
(32,680
|
)
|
|
—
|
|
||
|
Debt issuance costs
|
(6,578
|
)
|
|
(1,219
|
)
|
||
|
Repurchase of common stock
|
(1,882
|
)
|
|
(3,868
|
)
|
||
|
Payment of dividends
|
(31,927
|
)
|
|
(28,552
|
)
|
||
|
Payment of withholding taxes on vesting of restricted stock units
|
(8,312
|
)
|
|
(9,962
|
)
|
||
|
Other, net
|
13
|
|
|
(624
|
)
|
||
|
Net cash provided by (used in) financing activities
|
$
|
187,363
|
|
|
$
|
(63,865
|
)
|
|
($ in thousands, except per share amounts)
|
Number of Shares Repurchased
|
|
Cost of Shares Repurchased
|
|
Average Price Paid per Share
|
|||||
|
As of December 31, 2017
|
10,440,505
|
|
|
$
|
696,744
|
|
|
$
|
66.73
|
|
|
For the first half of 2018
|
13,969
|
|
|
1,882
|
|
|
134.70
|
|
||
|
As of June 30, 2018
|
10,454,474
|
|
|
$
|
698,626
|
|
|
$
|
66.83
|
|
|
Declaration Date
|
|
Shareholder Record Date
|
|
Distribution Date
|
|
Dividend per Share
|
|
December 7, 2017
|
|
December 21, 2017
|
|
January 4, 2018
|
|
$0.40
|
|
February 16, 2018
|
|
March 1, 2018
|
|
March 15, 2018
|
|
$0.40
|
|
May 14, 2018
|
|
May 28, 2018
|
|
June 11, 2018
|
|
$0.40
|
|
|
|
|
|
Payments Due by Period
|
||||||||||||||||
|
($ in thousands)
|
|
Total
|
|
Remainder
of 2018 |
|
Years
2019 - 2020 |
|
Years
2021 - 2022 |
|
Thereafter
|
||||||||||
|
Contractual Obligations
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Debt
(1)
|
|
$
|
1,559,201
|
|
|
$
|
72,271
|
|
|
$
|
316,253
|
|
|
$
|
514,817
|
|
|
$
|
655,860
|
|
|
Purchase obligations
(2)
|
|
495,176
|
|
|
18,212
|
|
|
405,200
|
|
|
69,782
|
|
|
1,982
|
|
|||||
|
Operating leases
|
|
87,497
|
|
|
8,725
|
|
|
27,249
|
|
|
16,036
|
|
|
35,487
|
|
|||||
|
Capital Lease Obligations
(3)
|
|
7,402
|
|
|
181
|
|
|
7,221
|
|
|
—
|
|
|
—
|
|
|||||
|
Other long-term obligations
|
|
903
|
|
|
903
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
|
Total contractual obligations
|
|
$
|
2,150,179
|
|
|
$
|
100,292
|
|
|
$
|
755,923
|
|
|
$
|
600,635
|
|
|
$
|
693,329
|
|
|
(1)
|
Includes principal as well as interest payments and excludes unamortized debt discount and issuance costs.
|
|
(2)
|
Arrangements are considered purchase obligations if a contract specifies all significant terms, including fixed or minimum quantities to be purchased, a pricing structure, and approximate timing of the transaction. Amounts reflected in the table above represent expected funding under such contracts. Amounts reflected on the consolidated balance sheet as accounts payable and accrued liabilities are excluded from the table above.
|
|
(3)
|
Includes interest.
|
|
Period
|
Total Number of Shares Purchased
|
|
Average
Price per Share
|
|
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs
(1)
|
|
Maximum Number of Shares That May Yet Be Purchased Under the Plans or Programs
(1)
|
|
April 1, 2018 – April 30, 2018
|
—
|
|
$—
|
|
—
|
|
1,445,526
|
|
May 1, 2018 – May 31, 2018
|
—
|
|
$—
|
|
—
|
|
1,445,526
|
|
June 1, 2018 – June 30, 2018
|
—
|
|
$—
|
|
—
|
|
1,445,526
|
|
Total
|
—
|
|
$—
|
|
—
|
|
1,445,526
|
|
(1)
|
On May 14, 2018, our Board of Directors authorized the extension of the duration of our existing share repurchase program through December 31, 2018. As of June 30, 2018, our Board of Directors had authorized the repurchase of an aggregate of up to
11.9 million
shares of our common stock under the share repurchase program since the initiation of the program in October 2013. The Merger Agreement prohibits us from repurchasing shares of our common stock without ILG’s consent.
|
|
Exhibit Number
|
|
Description
|
|
Filed
Herewith
|
|
Incorporation By Reference From
|
||||
|
|
|
|
Form
|
|
Exhibit
|
|
Date Filed
|
|||
|
|
Agreement and Plan of Merger, dated as of April 30, 2018, by and among Marriott Vacations Worldwide Corporation, ILG, Inc., Ignite Holdco, Inc., Ignite Holdco Subsidiary, Inc., Volt Merger Sub, Inc., and Volt Merger Sub LLC*
|
|
|
|
8-K
|
|
2.1
|
|
5/1/2018
|
|
|
|
Restated Certificate of Incorporation of Marriott Vacations Worldwide Corporation
|
|
|
|
8-K
|
|
3.1
|
|
11/22/2011
|
|
|
|
Restated Bylaws of Marriott Vacations Worldwide Corporation
|
|
|
|
8-K
|
|
3.2
|
|
11/22/2011
|
|
|
|
Voting and Support Agreement dated as of April 30, 2018, by and among ILG, Inc., Marriott Vacations Worldwide Corporation, Qurate Retail, Inc., and Liberty USA Holdings, LLC
|
|
|
|
8-K
|
|
10.1
|
|
5/1/2018
|
|
|
|
Certification of Chief Executive Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934
|
|
X
|
|
|
|
|
|
|
|
|
|
Certification of Chief Financial Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934
|
|
X
|
|
|
|
|
|
|
|
|
|
Certification of Chief Executive Officer pursuant to Rule 13a-14(b) and Section 906 of the Sarbanes-Oxley Act of 2002
|
|
Furnished
|
|||||||
|
|
Certification of Chief Financial Officer pursuant to Rule 13a-14(b) and Section 906 of the Sarbanes-Oxley Act of 2002
|
|
Furnished
|
|||||||
|
101.INS
|
|
XBRL Instance Document - The instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
|
|
Electronically Submitted
|
||||||
|
101.SCH
|
|
XBRL Taxonomy Extension Schema Document
|
|
Electronically Submitted
|
||||||
|
101.CAL
|
|
XBRL Taxonomy Extension Calculation Linkbase Document
|
|
Electronically Submitted
|
||||||
|
101.DEF
|
|
XBRL Taxonomy Extension Definition Linkbase Document
|
|
Electronically Submitted
|
||||||
|
101.LAB
|
|
XBRL Taxonomy Extension Label Linkbase Document
|
|
Electronically Submitted
|
||||||
|
101.PRE
|
|
XBRL Taxonomy Extension Presentation Linkbase Document
|
|
Electronically Submitted
|
||||||
|
*
|
|
Schedules have been omitted pursuant to Item 601(b)(2) of Regulation S-K. The Company agrees to furnish supplemental copies to the SEC of any omitted schedule upon request by the SEC.
|
||||||||
|
|
|
MARRIOTT VACATIONS WORLDWIDE CORPORATION
|
|
|
|
|
|
August 2, 2018
|
|
/s/ Stephen P. Weisz
|
|
|
|
Stephen P. Weisz
|
|
|
|
President and Chief Executive Officer
|
|
|
|
|
|
|
|
/s/ John E. Geller, Jr.
|
|
|
|
John E. Geller, Jr.
|
|
|
|
Executive Vice President and Chief Financial and Administrative Officer
|
No information found
* THE VALUE IS THE MARKET VALUE AS OF THE LAST DAY OF THE QUARTER FOR WHICH THE 13F WAS FILED.
| FUND | NUMBER OF SHARES | VALUE ($) | PUT OR CALL |
|---|
| DIRECTORS | AGE | BIO | OTHER DIRECTOR MEMBERSHIPS |
|---|
No information found
No Customers Found
No Suppliers Found
Price
Yield
| Owner | Position | Direct Shares | Indirect Shares |
|---|